Full Text
PROFESSIONAL SERVICES AGREEMENT HISTORIC AND CULTURAL ARCHEOLOGICAL INVESTIGATION JOSEPH STREET BRIDGE REPLACEMENT PROJECT CITY OF MOSCOW I DR. ROBERT SAPPINGTON THIS AGREEMENT FOR PROFESSIONAL SERVICES FOR H ISTORIC AND CULTURAL ARCHAEOLOGICAL INVESTIGATION IN THE PROJECT AREA FOR THE JOSEPH STREET BRIDGE REPLACEMENT BETWEEN CITY OF MOSCOW, IDAHO AND DR. ROBERT LEE SAPPINGTON (hereinafter referred to as "AGREEMENT" made and entered into this _14th_ day of June , 2004 by and between City of Moscow, Idaho, a municipal corporation of the State of Idaho (hereinafter referred to as "THE OWNER" or "THE C ITY"), and Dr. Robert Lee Sappington (hereinafter referred to as "THE CONSULTANT"). W ITNESSETH: WHEREAS, THE OWNER intends to complete the Lands-DOT Act of 1966 Section 4(f) investigation consisting of a cultural resource and historical archaeological review for the proposed Joseph Street Bridge Replacement. This investigation is defined further herein below (hereinafter referred to as "THE PROJECT"), and THE CONSULTANT agrees to perform the various professional services required for the successful completion of the of THE PROJECT. NOW, THEREFORE, it is agreed that for and in consideration of the mutual covenants and promises between the parties hereto, that: SECTION 1: SCOPE OF WORK THE CONSULTANT shall furnish the following consulting services for THE PROJECT as described fully herein: A. Task 1: Background Research o This task will consist of researching the historic nature of the Joseph Street Bridge and identifying all cultural resource sites within one rnile of the proposed bridge replacement disturbed area limits. Also included in this task is determining if other, physically similar bridges from the same era (1930s - 40s) exist in near proximity to the Joseph Street Bridge. B. Task 2: Site Investigation o This task will consist of a visit(s) to the Joseph Street bridge replacement project site to determine whether there are any cultural resources in the bridge replacement disturbed area and to document the physical characteristics of the existing structure for historical review. See Attachment for the bridge replacement disturbed area graphic. C. Task 3: Documentation for Review Process o This task will consist of completing all necessary forms and paperwork, including written reports, to satisfy any oversight agencies. These agencies include, but are not limited to, the Local Highway Technical Assistance Council (LHTAC), the Idaho Transportation Department ( ITO), the Idaho State Historic Preservation Office (SHPO), Federal PROFESSIONAL SERVICES CONTRACT Page 1 of6 2004-24 ---PAGE BREAK--- Highway Administration (FHWA), and any other agency that reviews Federal Aid project environmental evaluations for the Lands - DOT Act of 1966 Section 4(f) content D. Task 4: Agency Review Coordination o This task will consist of coordinating with the review agencies involved in the Lands-DOT Act of 1966 Section 4(f) considerations for THE PROJECT. This task also includes answering any questions the review agencies may pose regarding THE PROJECT as the applications and reports are reviewed after submission. E. Task 5: Seek Lands-DOT Act of 1966 Section 4(f) Approval o This task will consist of seeking formal written approval of all facets of the environmental evaluation of the Joseph Street bridge replacement that pertain to the Lands - DOT Act of 1966 Section 4(f) by all applicable review agencies. The work products expected by THE OWNER for all tasks identified in Section 1 herein are the completed cultural resource and historical review reports, all applicable review agency forms, and final written approval of the Section 4(f) section of the environmental evaluation by the applicable review agencies, where granted. SECTION 2 A. Independent Contractor THE C ITY and THE CONSULTANT hereto warrant by their signatures that no employer/employee relationship is established between THE C ITY and THE CONSULTANT by the terms of this Agreement It is understood by the parties hereto that THE CONSULTANT is an independent contractor and as such, neither it nor its employees, if any, are employees of THE OWNER for purposes of tax, retirement system, or social security ( FICA) withholding. B. Fees and Conditions for Consulting Services 1. Maximum Costs for Basic Consulting Services Under Section 1 of this Agreement a. The total cost to THE C ITY for Consulting Services as described in Section 1, Tasks 1, 2, 3, 4, and 5, shall be an amount not to exceed Three Thousand Dollars ($3,000). In no case shall the amount paid to THE CONSULTANT for work described in Section 1, Tasks 1, 2, 3, 4, and 5, be more than Three Thousand Dollars ($3,000). C. Time of Completion 1. THE PROJECT shall be completed on or before March 1, 2005. All field work and report writing as well as initial submittals to the appropriate agencies shall be completed on or before July 15, 2004. THE CONSULTANT shall submit progress reports to THE C ITY every 45 days. Final billing from THE CONSULTANT shall be due on or before March 1, 2005. PROFESSIONAL SERVICES CONTRACT Page 2 of 6 ---PAGE BREAK--- SECTION 3 A. Termination of Agreement This Agreement may be terminated by THE CONSULTANT upon thirty (30) days prior written notice, should THE OWNER fail to substantially perform in accordance with its terms through no fault of THE CONSULTANT. THE OWNER may terminate this Agreement with thirty (30) days notice without cause and without further liability to THE CONSULTANT except as designated by this section. In the event of termination, THE CONSULTANT shall be paid for services performed to termination date, including direct expenses in a manner mutually agreeable to THE OWNER and THE CONSULTANT. All materials related to and accompanying City owned hardware and software shall become the property of, and shall be surrendered to, THE OWNER at or before such termination. B. Extent of Agreement This Agreement may be amended only by written instrument signed by both parties hereto. C. Data of Record THE OWNER shall make available to THE CONSULTANT all technical data of record in THE OWNER'S possession required by THE CONSULTANT relating to this PROJECT. D. Termination of THE PROJECT If any portion of THE PROJECT covered by this Agreement shall be suspended, abated, abandoned or terminated, THE OWNER shall pay THE CONSULTANT for the services rendered to the date of such suspended, abated, abandoned or terminated work; the payment to be based, insofar as possible, on the amounts established in this Agreement or, where this Agreement cannot be applied, the payment shall be based upon a reasonable estimate as mutually agreed upon between the two parties as to the percentage of the work completed. E. THE OWNER'S Responsibility for Special Costs and Rights-of-Way THE OWNER shall pay for all costs for obtaining licenses and permits that may be required by local, State and Federal authorities; and shall be responsible for securing necessary land, easements, and rights-of-way where applicable. F. THE CONSULTANT'S Additional Insurance THE CONSULTANT shall maintain automobile insurance and statutory workmen's compensation insurance coverage, employer's liability, and comprehensive general liability insurance coverage. The comprehensive general liability insurance shall have a minimum limit of Five Hundred Thousand Dollars ($500,000) per claim and One Million Dollars ,000,000) aggregate, and THE CONSULTANT shall cause THE OWNER to be named as an additional insured under said policy. G. Indemnification THE CONSULTANT agrees, to the fullest extent permitted by law, to indemnify and hold harmless THE OWNER against damages, liability and costs arising from the negligent acts of THE CONSULTANT in the performance of professional services under this Agreement, to the PROFESSIONAL SERVICES CONTRACT Page 3 of 6 ---PAGE BREAK--- extent that THE CONSULTANT is responsible for such damages, liabilities and costs on a comparative basis of fault and responsibility between THE CONSULTANT and THE OWNER. THE CONSULTANT shall not be obligated to indemnify THE OWNER for THE OWNER'S sole negligence. H. Costs and Attorney Fees In the event either party incurs legal expenses to enforce the terms and conditions of this Agreement, the prevailing party is entitled to recover reasonable attorney's fees and other costs and expenses, whether the same are incurred with or without suit I. Jurisdiction and Venue It is agreed that this Agreement shall be construed under and governed by the laws of the State of Idaho. In the event of litigation concerning it, it is agreed that proper venue shall be the District Court of the Second Judicial District of the State of Idaho, in and for the County of Latah. J. Binding of Successors THE OWNER and THE CONSULTANT each bind themselves, their partners, successors, assigns and legal representatives to the other parties to this Agreement and to the partner, successors, assigns and legal representatives of such other parties with respect to all covenants of this Agreement. K. Modification and Assignability of Agreement This Agreement contains the entire agreement between the parties concerning THE PROJECT, and no statements, promises, or inducements made by either party, or agents of either party, are valid or binding unless contained herein. This Agreement may not be enlarged, modified, or altered except upon written agreement signed by the parties hereto. THE CONSULTANT may not subcontract or assign its rights (including the right to compensation) or duties arising hereunder without the prior written consent and express authorization of THE OWNER. Any such subcontractor or assignee shall be bound by all of the terms and conditions of this Agreement as if named specifically herein. L. OWNER'S Representatives THE OWNER shall designate a representative authorized to act in behalf of THE OWNER. The authorized representative shall examine the documents of the work as necessary, and shall render decisions related thereto in a timely manner so as to avoid unreasonable delays. M. Conflict of Interest THE CONSULTANT covenants that he presently has no interest and will not acquire any interest, direct or indirect, in THE PROJECT which would conflict in any manner or degree with the performance of services hereunder. THE CONSULTANT further covenants that, in performing this Agreement, he will employ no person who has any such interest PROFESSIONAL SERVICES CONTRACT Page 4 of 6 ---PAGE BREAK--- N. Non-Discrimination THE CONSULTANT shall not discriminate against any employee or applicant for employment on the basis of race, color, religion, creed, political ideals, sex, age, marital status, physical or mental handicap, or national origin. IN W ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date indicated above. THE CONSULTANT DR"ERT LEE SAPPINGTON f THE OWNER C ITY OF MOSCOW, IDAHO DATED this _14'h_ day of June , 2004. STATE OF IDAHO COUNTY OF _LATA"H-- Acknowledgement On this _14'h_ day of _June_, 2004, before me, a Notary Public in and for said State, appeared Robert Lee Sappington, PhD, known to me to be the person named above and acknowledged that he executed the foregoing. My commission expires 7 I ? PROFESSIONAL SERVICES CONTRACT Page 5 of 6 ---PAGE BREAK--- li ! c , • -e = ! Cl 'i 1 ATTACHMENT FOR SAPPINGTON AGREEMENT DISTURBED AREA LIMITS JOSEPH STREET BRIDGE REPLACEMENT , c ! Ill i - "elf 0' 1 11:. PROFESSIONAL SERVICES CONTRACT Page 6 of6