Full Text
AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS BETWEEN CITY OF MOSCOW, IDAHO AND HODGE AND ASSOCIATES, INC. THIS AGREEMENT, MADE AND ENTERED INTO THIS z. I DAY OF , 2001, BY AND BETWEEN THE CITY OF MOSCOW, IDAHO, A MUNICIPAL CORPORATION OF THE STATE OF IDAHO (HEREINAFTER REFERRED TO AS "THE OWNER"), AND HODGE AND ASSOCIATES, INC. (HEREINAFTER REFERRED TO AS "THE ENGINEERS"). W I T N E S S E T H: WHEREAS, THE OWNER intends to construct roadway public improvements on the north side of Joseph Street along the easterly one half (1/2) of the Joseph Street Playfield property between Meadow Street and Mountain View Road in the City of Moscow (hereinafter referred to as "THE PROJECT"); and WHEREAS, THE ENGINEERS agree to perform the various professional services required for the complete design of THE PROJECT and including certain construction phase services; NOW, THEREFORE, be it agreed that for and in consideration of the mutual covenants and promises between the parties hereto, that: SECTION 1: SCOPE OF WORK A. PROJECT Description: THE PROJECT consists of the following improvements to the north side of Joseph Street along the easterly one half (1/2) of the Moscow School District's property commonly known as Joseph Street Playfields located between Meadow Street and Mountain View Road in the City of Moscow: new curb and sidewalk with an eight foot greenstrip pavement widening necessary storm drainage all as per City standard for the Joseph Street final design section (forty-six feet [46'] curb to curb) Engineering services herein described includes coordinating the described improvements with the Moscow School District's project of improving the north side of Joseph Street along the westerly one half (1/2) of the property. B. THE ENGINEERS agree to perform the services set forth as follows: Task I. Task II. Task Ill. Task IV. Perform all the surveying necessary for the design of THE PROJECT. Perform the complete design of THE PROJECT and a PROJECT cost estimate. Prepare complete Plans and Specifications and Bidding Documents for THE PROJECT. Perform construction staking for THE PROJECT. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS Page 1 of 5 2001-09 ---PAGE BREAK--- Task V. Provide construction monitoring services that include random site inspections during construction, design and plan clarifications, final inspection, and assist THE OWNER in preparation of the punchlist. THE OWNER will provide the primary PROJECT inspection and contract administration services. Task VI. Furnish PROJECT reimbursables such as document printing, photographs, and telephone calls. C. THE ENGINEERS agree that the Plans and Specifications shall be submitted to and approved by THE OWNER as part of the conditions of this Agreement. SECTION II: Fees and Conditions for Engineering Services 1 . Payment for all of the services herein described in this Agreement shall be the lump sum amount of Eight Thousand Four Hundred Dollars ($8,400). 2. Bills shall be submitted on a basis to the City Engineer for approval and payment. 3. Payment is due upon receipt of THE ENGINEER'S statement(s). SECTION Ill: Independent Contractor The contracting parties warrant by their signature that no employer/employee relationship is established between THE ENGINEERS and THE OWNER by the terms of this Agreement. It is understood by the parties hereto that THE ENGINEERS is an independent contractor and as such neither it nor its employees, if any, are employees of the City for purposes of tax, retirement system, or social security (FICA) withholding. SECTION IV: A. Termination of Agreement This Agreement may be terminated by THE ENGINEERS upon thirty (30) days written notice, should THE OWNER fail to substantially perform in accordance with its terms through no fault of THE ENGINEER. THE OWNER may terminate this Agreement with thirty (30) days notice without cause and without further liability to THE ENGINEERS except as designated by this section. In the event of termination, THE ENGINEERS shall be paid for services performed to termination date, including direct expense and including a percentage of the Fixed Fee based upon the work completed. All working Drawings shall become the property of, and shall be surrendered to, THE OWNER. B. Extent of Agreement This Agreement may be amended only by written instrument signed by both parties hereto. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS Page 2 of 5 ---PAGE BREAK--- C. Data of Record THE OWNER shall make available to THE ENGINEERS all technical data of record in THE OWNER'S possession, including maps, surveys, borings and other information required by THE ENGINEERS relating to this work. D. Qualified Estimates of Cost The estimates of cost for THE PROJECT herein are to be prepared by THE ENGINEERS through exercise of their experience and judgment in applying presently available cost data; but it is recognized that THE ENGINEERS have no control over cost of labor and materials, or over competitive bidding procedures and market conditions so that they cannot warrant THE PROJECT construction costs will not vary from their cost estimates as a result of these described factors. Nothing in this paragraph shall serve to release or relieve THE ENGINEERS from exercising the skill, care, and professional judgment exercised by similarly situated profession engineers. E. THE ENGINEERS' Evaluation of Subsurface Conditions In solid rock investigation work and in determining subsurface soils conditions for THE PROJECT, the characteristics may vary greatly between successive test points and sample intervals. THE ENGINEERS will coordinate this work in accordance with generally accepted soils engineering practices and make no other warranties, expressed or implied, as to the professional advice furnished by others. Nothing in this paragraph shall serve to release or relieve THE ENGINEERS from exercising the skill, care, and professional judgment exercised by similarly situated professional engineers. F. 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. G. 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 ENGINEERS 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 the 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. H. The ENGINEER'S Errors and Omissions Insurance In performance of professional services, THE ENGINEERS will use that degree of care and skill ordinarily exercised under similar circumstances by members of the engineering profession; and no other warranty, either expressed or implied, is made in connection with rendering THE ENGINEERS' services. Should THE ENGINEERS or any of THE ENGINEERS' agents or employees be found to have been negligent in the performance of professional services from which THE OWNER sustains damage, THE ENGINEERS have obtained Errors and Omissions Insurance in the amount of Two Hundred Fifty Thousand Dollars ($250,000), AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS Page 3 of 5 ---PAGE BREAK--- and said insurance shall be held active for a one year (minimum) period from the date of completion of THE PROJECT. THE OWNER shall receive notice of any pending termination of said insurance within five days of first notice to THE ENGINEERS. I. The ENGINEER'S Additional Insurance THE ENGINEERS 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 ($1,000,000) aggregate, and THE ENGINEERS shall cause the City to be named as an additional insured under said policy. J. Indemnification THE ENGINEERS agree, to the fullest extent permitted by law, to indemnify and hold harmless THE OWNER against damages, liabilities and costs arising from the negligent acts of THE ENGINEERS in the performance of professional services under this Agreement, to the extent that THE ENGINEERS are responsible for such damages, liabilities and costs on a comparative basis of fault and responsibility between THE ENGINEERS and THE OWNER. THE ENGINEERS shall not be obligated to indemnify THE OWNER for THE OWNER'S sole negligence. K. 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. L. 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. M. Binding of Successors THE OWNER and THE ENGINEERS 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. N. 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 ENGINEERS may not subcontract or assign its rights (including the right to compensation) or duties arising hereunder without the prior written consent and express AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS Page 4 of 5 ---PAGE BREAK--- 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. 0. 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. P. Conflict of Interest THE ENGINEERS covenant that they presently have 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 ENGINEERS further covenant that, in performing this Agreement, they will employ no person who has any such interest Q. Ownership and Publication of Materials. All reports, information, data and other materials prepared by THE ENGINEERS pursuant to this Agreement shall be the property of THE OWNER, which shall have the exclusive and unrestricted authority to release, publish, or otherwise use them, in whole or in part. All such materials developed under this Agreement shall not be subject to copyright or patent in the United States or in any other country without the prior written approval and express authorization of THE OWNER. R. Non-discrimination. THE ENGINEERS 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 WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date indicated above. THE OWNER CITY OF MOSCOW, IDAHO DATED this 5th day of 2001. Agreement\Professlonal Servtces-Joseph Street improvements\pm AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR JOSEPH STREET IMPROVEMENTS Page 5 of 5