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SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS BETWEEN CITY OF MOSCOW, IDAHO AND THE UNIVERSITY OF IDAHO THIS SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS BETWEEN CITY OF MOSCOW, IDAHO AND UNIVERSITY OF IDAHO (hereinafter "Amended Agreement"), is made and entered into this -1..91£ day of b,fD { c 1 l bt ( , 2014, by and between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "CITY"), and 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, 875 Perimeter Drive MS 3020, Moscow, Idaho, 83844-3020 (hereinafter "UNIVERSITY"). W I T N E S S E T H: WHEREAS, CITY wishes to continue to compile information to assist in creating a CITY analysis of impediments to fair housing to meet Federal standards/guidelines (hereinafter "Project"); and WHEREAS, CITY wishes continued assistance from UNIVERSITY's co-principal investigators (co-Pis) and the students under such co-PI's supervision; and WHEREAS, CITY believes that UNIVERSITY has the skitls to design a population-based household sample survey in order to gather information regarding fair housing practices which can be used by CITY in development of CITY's report to Federal government; and WHEREAS, it is CITY's intent to extend the term of the original Agreement For Survey Design And Analysis Between City Of Moscow, Idaho And The University Of Idaho, signed January 24, 2013, to have UNIVERSITY continue to contribute to the Project; NOW, THEREFORE, be it agreed, for and in consideration of the mutual covenants and promises between the parties hereto, as follows: SECTION I: SCOPE OF WORK A. UNIVERSITY shall continue to provide the following professional services for the Project as outlined hereinbelow: 1. Design a population-based household sample survey for CITY using 2010 U.S. Census TIGER block polygons and redistricting data. 2. Assess the levels and types of house inequality present in the Moscow community. 3. Produce a report that, in the opinion of CITY staff and of the Moscow Fair Housing Commission, can inform CITY as to fair housing practices and which can be used by SECOND A:'vtENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF lDAHO GEOGRAPHY DEPARTMENT AND CITY PAGE I 0F7 ---PAGE BREAK--- CITY in the development of CITY's report to the Federal government regarding an analysis of impediments to fair housing. 4. Supply such survey, report, maps and geo-database and other useful data to CITY upon completion of the Project. 5. Student support team will design the sample survey and implement the survey by first using a mailer (sent out in conjunction with CITY survey) and followed by door-to-door canvassing to increase the response rate in targeted neighborhoods. 6. Results will be analyzed by using a variety of statistical procedures which can be presented in a coherent final report to CITY. 7. CITY final report will provide a comparison of previous study results with current survey results in order to be able to assess housing fairness and inequality behavior. 8. Periodic updates of progress will be supplied in the following manner: Attendance at three Fair and Affordable Housing Commission meetings: a. Meeting to discuss scope of survey and sample areas. b. Meeting to review draft survey and sample areas and to confinn that the draft and survey is likely to provide useful infonnation for the Commission. c. Meeting to review findings. 9. Geo-data base (ESRI ArcGIS 10 format) and its compilation will be provided in its entirety to CITY. All raw data will also be given to CITY. B. UNIVERSITY shall continue to provide electronic and hard copies of the following deliverables: l . Draft survey instrument for review and approval. 2. Draft list of residences for mailed survey with map depicting location of selected sample areas. 3. Draft list of residences for door-to-door survey with map depicting location of selected sample areas. 4. Final survey instrument for review and approval. 5. Final list of residences for mailed survey with map depicting location of selected sample areas. 6. Final list of residences for door-to-door survey with map depicting location of selected sample areas. 7 Hard copies of the completed surveys and a tabulated electronic copy of the results. 8. Final report which contains three hard copies and an electronic copy in an editable format acceptable to the CITY. 9. Geo-database (ESRI ArcGIS 10 format) to supplement the final report. SECTION II: Terms SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF IOAHO GEOGRAPHY DEPARTMENT AND CITY PAGE20F7 ---PAGE BREAK--- A. Compensation and Term For the services performed pursuant to the Agreement, UNIVERSITY shall be compensated in an estimated sum of approximately five thousand eight hundred dollars ($5,800) plus reimbursable expenses as described in the Agreement. The term of this Amended Agreement shall be extended from date of signing until March 1, 2015. B. Fees and Conditions for UNIVERSITY Services 1. Payment for services is provided in accordance with the cost described in Section 11.C. of this Amended Agreement, Estimate of Cost. 2. Maximum Costs. Bills shall list individual performing work and description of work performed. Bills shall be submitted on a basis to CITY for approval and payment. Payment is due upon receipt ofUNIVERSITY's statement(s). C. 1. Estimate of Cost a. UNIVERSITY's supervision. Approximately five hundred dollars ($500). b. One student performing survey work with approximately one hundred fifty (150) households, twenty (20) hours per week times fifteen dollars ($15) per hour times ten (10) weeks. Approximately three thousand dollars ($3,000). c. One student for design and processing/analysis/mapping, twenty (20) hours per week times fifteen dollars ($15) per hour times two weeks. Approximately six hundred dollars ($600). d. Mail survey expense. Four hundred (400) mail surveys. Approximately one thousand six hundred dollars ($1,600). 2. Reimbursable expenses Estimated expenses for supplies (predominately for conducting door-to-door surveys and printing costs), one hundred dollars ($100). D. Payment Payment for services rendered by UNIVERSITY shall be in accordance with the following: 1. UNIVERSITY shall submit invoices to CITY and shall be compensated therefore for work completed and reimbursable expenses incurred during that period as otherwise provided herein. 2. Payments for invoices prepared by UNIVERSITY shall be due and payable net thirty (30) days by CITY. 3. If CITY does not make payments to UNIVERSITY in accordance with this Amended Agreement, UNIVERSITY may suspend its services on the basis of non performance on the part of CITY. When such progress payments are restored, UNIVERSITY shall continue its services under this Amended Agreement. SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF IDAHO GEOGRAPHY DEPARTMENT AND CITY PAGE30F7 ---PAGE BREAK--- E. UNIVERSITY's Accounting Records ofUNIVERSITY's additional services and reimbursable expenses pertaining to the Project shall be kept on a recognized accounting basis acceptable to CITY and shall be available to CITY at CITY'S convenience. F. Independent Contractor The contracting Parties warrant by their signature that no employer/employee relationship is established between UNIVERSITY and CITY by the terms of this Amended Agreement. It is understood by the Parties hereto that UNIVERSITY is an independent contractor and as such neither it nor its employees, if any, are employees of CITY for purposes of tax, retirement system, social security (FICA) withholding. G. Termination of Amended Agreement This Amended Agreement may be terminated by UNIVERSITY upon thirty (30) days' written notice, should CITY fail to substantially perform in accordance with its terms through no fault of UNIVERSITY. CITY may terminate this Amended Agreement upon thirty (30) days' written notice without cause and without further liability to UNIVERSITY except as designated by this Amended Agreement. All working documents and drawings shall become the property of, and shall be surrendered to CITY. H. Extent of Amended Agreement This Amended Agreement may be amended only by written instrument signed by all Parties hereto. I. Data of Record CITY shall make available to UNIVERSITY all technical data of record in CITY's possession, including maps, surveys, borings, and other information required by UNIVERSITY relating to the Project. J. Standards of Work UNIVERSITY shall use reasonable best efforts in the performance of work described in this Amended Agreement. UNIVERSITY shall perform services as expeditiously as possible as is consistent with proper skill and care and the orderly progress of the work. UNIVERSITY shall prepare a detailed schedule for the performance of UNIVERSITY's services, which schedule shall be adhered to by UNIVERSITY. Unless approved by CITY, UNIVERSITY shall not exceed the time limits established by the schedule, except for circumstances out of UNIVERSITY's control. K. Costs and Attorney Fees In the event either party incurs legal expenses to enforce the terms and conditions of this Amended Agreement, the prevailing party is entitled to recover reasonable attorney's fees and other costs and expenses, as determined by a court or through alternate dispute resolution. SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF IDAHO GEOGRAPHY DEPARTMENT AND CITY PAGE40F7 ---PAGE BREAK--- L. Jurisdiction and Venue It is agreed that this Amended 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 ofldaho, in and for the County of Latah. M. Binding of Successors CITY and UNIVERSITY each bind themselves, their partners, successors, assigns, and legal representatives to the other parties to this Amended Agreement and to the partners, successors, assigns, and legal representatives of such other parties with respect to all covenants of this Amended Agreement. N. Representatives CITY and UNIVERSITY shall each designate a representative authorized to act in behalf of CITY and UNIVERSITY. The authorized representatives 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. CITY's representative shall be: Rebecca Couch, Community Development, Planner I, 221 East Second Street, P 0 Box 9203, Moscow, Idaho, 83843, [EMAIL REDACTED], (208) 883-7095. UNIVERSITY's representative shall be: Vicki Russell, 875 Perimeter Drive MS3020, Moscow, Idaho, 83844-3020, [EMAIL REDACTED], (208) 885-4984. 0. Conflict of Interest UNIVERSITY covenants that it presently has no interest and shall not acquire any interest, direct or indirect, in the Project, which would conflict in any manner or degree with the performance of its services hereunder. UNIVERSITY further covenants that, in performing this Amended Agreement, it shaJl employ no person who has any such interest. P. Special Provisions 1. Ownership and Publication of Materials. All reports, information, data, and other materials prepared by UNIVERSITY pursuant to this Amended Agreement shall be the property of UNIVERSITY. UNIVERSITY hereby grants to CITY permission to release, publish, or otherwise use such information, data, and other materials, in whole or in part, for its purposes, including, but not limited to, use in development of Analysis of Impediments to Fair Housing and similar documentS and products. It is mutually understood that any alterations made to documents without UNIVERSITY's direction shall void UNIVERSITY's liability under this subsection. 2. Disclosure of Materials. It is expressly understood by CITY and UNIVERSITY that all reports, information, data and other materials prepared by UNIVERSITY pursuant to this Amended Agreement (including "Confidential Information", as defined in subsection hereinbelow), may be subject to disclosure under Idaho Code Title 9, Chapter 3, commonly known as the Idaho Public Writings Law. SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY Of IDAHO GEOGRAPHY DEPARTMENT AND CITY PAGE50F7 ---PAGE BREAK--- 3. Non-Discrimination. UNIVERSITY 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. 4. Americans With Disabilities Act. With specific respect to design requirements of the Americans with Disabilities Act of 1990 (ADA), CITY understands that legal interpretation of ADA is not a design professional issue to be addressed by UNIVERSITY and, accordingly, CITY agrees to waive any action against UNIVERSITY arising out of legal interpretation of the ADA other than for UNIVERSITY's sole negligence. Q. Project Confidentiality UNIVERSITY may publish anonymous aggregated data and results in scholarly journals with proper attribution to CITY for support and contribution to the research effort. 1. To the extent allowed by law, UNIVERSITY and CITY agree to use reasonable care to avoid unauthorized disclosure of Confidential Information. Each party will limit access to Confidential Information received from another party hereto to those persons having a need to know. Each party shall employ the same reasonable safeguards in receiving, storing, transmitting, and using Confidential Information that prudent organizations normally exercise with respect to their own confidential information of significant value. 2. Any Confidential Information shall be in written, graphic, or other tangible form or reduced to such form within thirty (30) days of disclosure and shall be clearly identified as confidential at the time of or within thirty (30) days of disclosure. Confidential Information shall not be disclosed by the receiving party to a third party for a period of three years from receipt of such information or until a patent is published or the Confidential Information is published by the disclosing party or unless the disclosing and receiving parties agree otherwise and in writing at the time of disclosure. Third parties shall include all governmental offices. 3. The terms of confidentiality set forth in this Amended Agreement shall not be construed to limit the parties' right to independently develop products without the use of another party's Confidential Information. 4. Confidential Information shall not include information which: a. was in the receiving party's possession prior to receipt of the disclosed information; b. is or becomes a matter of public knowledge through no fault of the receiving party; c. is received from a third party without a duty of confidentiality; d. is independently developed by the receiving party; e. is required to be disclosed under operation of law, including the Idaho Public Records law; and f. is reasonably ascertained by UNIVERSITY or CITY to create a risk to a trial subject or to public health and safety. SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF IDAHO GEOGRAPHY DEPARTMENT AND CITY PAGE60F7 ---PAGE BREAK--- After the Project, UNIVERSITY shall return to CITY all documents obtained from CITY. R. Modification and Assignability of Amended Agreement This Amended 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 Amended Agreement may not be enlarged, modified, or altered except upon written agreement signed by the parties hereto. UNIVERSITY 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 CITY. Any such subcontractor or assignee shall be bound by all of the terms and conditions of this Amended Agreement as if named specifically herein. lN WITNESS WHEREOF, the parties hereto have set their hand this iqrlA day of J C VV\ bliV , 2014. UNIVERSITY OF IDAHO SECOND AMENDED AGREEMENT FOR SURVEY DESIGN AND ANALYSIS UNIVERSITY OF IDAHO GEOGRAPHY DEPARTMENT AND CITY CITY OF MOSCOW PAGE70F7