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CONTRACT FOR INSPECTION SERVICES This Agreement is made between the Regents of the University of Idaho, a public corporation, state educational institution, and a body politic and corporate organized and existing under the Constitution and laws of the State of Idaho ("Institution"), and the City of Moscow, a municipal corporation of the State ofidaho ("City"). RECITALS A. The City Council of the City has deemed it in the public interest to contract for services provided by the Institution; and B. Institution is willing to provide certain services to the City. TERMS 1.0 Scope of Services 1.1 Institution agrees to perform such professional services as are set forth in this Agreement with the standard of professional care and skill customarily provided in the performance of such services, and City agrees to pay Institution such amounts as are specified in this agreement, all upon the following terms and conditions: 1.2 Services to be Provided. Institution agrees to provide the City with the following electrical services: 1.2.1 Institution will provide the City with one qualified journeyman electrician for inspection services and other related services. 1.2.2 Institution will provide electrical inspection service by individuals qualified to conduct electrical inspections in the State ofidaho who will devote time and effort to the performance of these duties in accordance with the Standards of the Electrical profession. Duties shall include, but are not limited to, electrical inspections, plan review, related record keeping, and identification of code violations. 1.2.3 Institution shall provide approximately sixteen (16) hours of electrical inspection services per week, normally in segments of approximately eight hours each. Electrical inspectors will report to the City at 8:00 a.m., Pacific Time, on Tuesdays and Thursdays to provide inspections and consultations. They will remain through the day or until the last scheduled appointment. Dependent upon scheduled workload, Institution will also provide inspectors on Mondays, Wednesdays, and Fridays, to perform critical inspections re-inspection after failed inspection). Hours worked for the prior month shall be reported to the City's Community Development Director on or before the fifteenth (15th) day of each month. Contract for Consulting Services Page 1 2004-12 ---PAGE BREAK--- 3.0 Fees and Expenses. 3 .I City agrees to pay Institution for personnel services as provided in the attached reimbursement schedule (Attachment Charges will be renegotiated before the end of each current fiscal year (June 30th) and they will be consistent with Institution's Facilities Maintenance and Operations then current charge out rates. 3.2 Institution agrees that Institution is solely responsible for payment of income, social security, and other employment taxes due to the proper taxing authorities, and that City will not deduct such taxes from any payments to Institution hereunder. 3.3 Fees for services not within the scope of this Agreement shall be at an hourly rate to be negotiated by the parties. 4.0 Term. The services to be rendered by Institution under this Agreement shall commence not later than January I, 2004 with annual adjustments beginning June 30th of each year to reflect the charge out rate for the following year. 5.0 Institution's Capacity and Responsibilities. It is expressly understood that Institution is an independent contractor and not the agent, partner, or employee of the City. Institution and Institution's workers are not employees of the City and are not entitled to tax withholding, Workers' Compensation, unemployment compensation, or any employee benefits, statutory or otherwise. Institution shall carry all necessary workers' compensation insurance and make all necessary employment security contributions and tax withholdings regarding personnel it provides under this Agreement. 6.0 Suspension or Termination of Contract. Either party may terminate this Agreement for any reason upon one-hundred-twenty (120) days notice. In addition, Institution reserves the right to terminate this Agreement in the event that qualified employees are not available to perform these services. This Agreement may only be modified by mutual agreement of the parties in writing. Annual charge out rate modifications will be submitted by the Institution to the City and will be attached to the Agreement when approved. 7.0 Attorneys' Fees In the event of any controversy, claim or action being filed or instituted between the parties to this Agreement to enforce the terms and conditions of this Agreement or arising from the breach of any provision hereof, the prevailing party will be entitled to receive from the other party all costs, damages, and expenses, including reasonable attorneys' fees, incurred by the prevailing party, whether or not such controversy or claim is litigated or prosecuted to judgment. Contract for Consulting Services Page3 ---PAGE BREAK--- the Consultant: Community Development Director City of Moscow P.O. Box 9203 Moscow, ID 83843 Phone: (208) 883-7008 Fax: (208) 883-7033 Any notice shall be deemed to have been given on the earlier of: actual delivery or refusal to accept delivery, the date of mailing by certified mail, or the day facsimile delivery is verified. Actual notice, however and from whoever received, shall always be effective. 10.0 Entire Agreement; Modification. This Agreement (and its attachments, if any) constitutes the entire understanding between the parties with respect to the subject matter hereof and may not be amended except by an agreement signed by Consultant and an authorized representative of Institution. 11.0 Severability. The terms of this Agreement are severable such that if any term or provision is declared by a court of competent jurisdiction to be illegal, void, or unenforceable, the remainder of the provisions shall continue to be valid and enforceable. 12.0 Governing Law; Forum. This Agreement shall be governed by and construed under the laws of the state of Idaho. 13.0 Paragraph Headings. The paragraph headings in this Agreement are inserted for convenience only and shall not be construed to limit or modify the scope of any provision of this Agreement. 14.0 Non-Waiver. The delay or failure of either party to exercise any of its rights under this Agreement for a breach thereof shall not be deemed to be a waiver of such rights, nor shall the same be deemed to be a waiver of any subsequent breach, either of the same provision or otherwise. Contract for Consulting Services Page5 ---PAGE BREAK--- IN WTINESS WHEREOF, the City, by and through its Mayor and City Clerk, and the Institution, by and through its Vice President for Finance and Administration, have executed this Agreement to be effective the dates set forth herein. ATTEST: Contract for Consulting Services Page7 INSTITUTION: The Regents of the University ofldaho Laura Hubbard, Interim Vice President for Finance and Administration and Bursar CITY: City of Moscow shall Comstock, Mayor Date: /4k 7