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AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES FOR HIDDEN TREASURE NEIGHBORHOOD PARK THIS AGREEMENT, made and entered into this day 1998, by and between CITY OF MOSCOW, IDAHO, a municipal corporatiorv f the State of Idaho (hereinafter referred to as the "CITY"), and DAVID EVANS AND ASSOCIATES, INC. (hereinafter referred to as the "ENGINEER"). WITNESSETH WHEREAS, the CITY has acquired a three-acre parcel of land between Paradise Creek and Styner Avenue which will be used to enhance the linear park and neighborhood park systems within the community; and WHEREAS, the CITY wishes to develop Phase I design and construction documents for the development of the Hidden Treasure Neighborhood Park for the City of Moscow (hereinafter referred to as the " PROJECT"); and WHEREAS, Phase I documents will consist of a site plan, grading and drainage plan, landscape planting plan, and a construction details sheet; and WHEREAS, the ENGINEER agrees to perform the various professional services required for the PROJECT as authorized; NOW, THEREFORE, in consideration of the mutual covenants and promises between the parties hereto, it is agreed as follows: SECTION I SERVICES TO BE PROVIDED BY ENGINEER The ENGINEER shall furnish the following engineering services and design for each Phase as set out herein: Phase I: Project Development Task I - Project Kickoff. Meet with City staff and Task Force to validate public input, confirm project scope, identify additional information sources, and develop project schedule. Task 2 - Preliminary Concept Prepare conceptual sketch to identify site layout dimensions, plant pallet and suggested plant communities. Provide to City staff and Task Force for review, comment, and approval. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Pagel CJR-20 ---PAGE BREAK--- Task 3 - Preliminary Plan. Utilize existing site topographic survey provided by the City (with two-foot contour intervals and location of physical features) as the design sheet base map. Prepare a preliminary site plan, a grading and drainage plan, a preliminary planting plan, and a construction details sheet. The site plan will locate and identicy curbs, sidewalk, paving, parking, paths, and retaining walls. Buildings, benches, signs, and utilities are not included in this scope. The grading and drainage plan will provide finish contours and spot elevations for surfaces and locate and size culverts. The planting plan will provide plant locations and a plant schedule with name, size, and quantity for trees, shrubs, and groundcover. Irrigation is not included in this scope. The construction details sheet will include pavement sections, drainage and planting details. Submit preliminary design package to City staff Meet with City staff and Task Force for review and comment. Task 4 - Final Design. Prepare final design drawings consistent with City of Moscow Standards, anticipated not to exceed four sheets, in AutoCAD format. Prepare preliminary cost estimate. Separate written technical specifications are not included in this scope. Submit final design package to City staff for review and comment Make final revisions in response to comments. Task 5 - Construction Documents. Provide digital file and a reproducible stamped and signed copy of the final construction drawings and cost estimate for inclusion in a bid package. The City of Moscow will assemble the bid package and issue for bid. Provide telephone assistance with bid questions. SECTION II INDEPENDENT CONTRACTOR The ENGINEER warrants by its signature that no employer-employee relationship is established between the ENGINEER and the CITY by the terms of this Agreement. It is understood by the parties hereto that the ENGINEER 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, or for worker's compensation benefits. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 2 ---PAGE BREAK--- SECTION III ENGINEER'S COMPENSATION ENGINEER's compensation for services shall be a fixed price for the PROJECT and shall be as follows: Phase I Tasks I -5 $8,115 The CITY agrees to pay the ENGINtER for all services within thirty (30) days of the date a statement is submitted certifying that such services have been completed. SECTION IV TERMINATION OF AGREEMENT BY CITY It is agreed that the ENGINEER's services are to be provided in one Phase as provided herein. The ENGINEER agrees that the CITY shall authorize ENGINEER to proceed with the PROJECT prior to ENGINEER proceeding with such PROJECT. hereto. 1. The CITY and ENGINEER may make additions to the ENGINEER's services by written mutual agreement. The CITY may omit work previously ordered, without penalty, by written instructions to the ENGINEER The provisions of this Agreement, with appropriate changes in compensation and schedule, shall apply to all additions and deletions. 2. It is further agreed that at any time during the PROJECT, including work in progress, the CITY may direct the ENGINEER in writing to halt work, and may do so without penalty, subject only to the ENGINEER's right to compensation for work performed up to the date of receipt of such written notice. In the event of such notice to halt work, the ENGINEER's compensation shall be calculated on a time and materials basis. SECTION V CHANGES TO BE IN WRITING This Agreement may be amended only by written instrument signed by both parties AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 3 ---PAGE BREAK--- SECTION VI QUALIFIED ESTIMATES OF COST The estimates of cost for the PROJECT herein are to be prepared by the ENGINEER through exercise of their experience and judgment in applying presently available cost data; but it is recognized that the ENGINEER has 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 the ENGINEER's cost estimates as a result of these described factors. Nothing in this paragraph shall serve to release or relieve the ENGINEER from exercising the skill, care and professional judgment exercised by similarly situated professional engineers. SECTION VII THE CITY'S RESPONSIBILITY FOR LICENSE AND PERMIT COSTS The CITY shall pay for all costs for obtaining licenses and permits which may be required by local, state and federal authorities. SECTION VIII INSURANCE I . ENGINEER's Errors and Omissions Insurance In performance of professional services, the ENGINEER will use that degree of care and skill ordinarily exercised under similar circumstances by members of tbe engineering profession; and no other warranty, either expressed or implied, is made in connection with rendering the ENGINEER's services. Should the ENGINEER or any of the ENGINEER's agents or employees be found to have been negligent in performance of professional services from which the CITY sustains damage, the ENGINEER has obtained errors and omissions insurance in the amount of Five Hundred Thousand Dollars ($500,000), and said insurance shall be held active for a one year (minimum) period from the date of completion of the PROJECT. The CITY shall receive notice of any pending termination of said insurance. 2. The ENGINEER's Additional Insurance The ENGINEER 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 AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page4 ---PAGE BREAK--- One Million Dollars ($1,000,000) aggregate, and the ENGINEER shall cause the CITY to be named as an additional insured under said policy. ENGINEER shall furnish the CITY with policies or certificates of insurance to demonstrate that they have procured such insurance and that the CITY has been named as an additional insured therein. Such policies or certificates shall contain the following provision: "It is agreed that the City of Moscow, Idaho is added as additional insured under this policy and the coverage provided hereunder shall be primary insurance and not contributing with any other insurance available to the City of Moscow, Idaho, under any other third party liability policy. It is further agreed that the 'other insurance' condition of this policy is amended to conform therewith." Such policies or certificates of insurance shall contain the covenant of the insurance carrier that thirty (30) days written notice shall be given to the City of Moscow, Idaho, prior to modifications, cancellations or reduction in coverage of such insurance. SECTION IX INDEMNIFICATION The ENGINEER shall indemnifY, hold harmless, and defend the CITY, its subcontractors, agents, employees, heirs, and assigns against any claims, demands, suits, actions or proceedings of any kind of or by anyone for damages to property or injuries to or death of any person or persons, which arise solely as a result of the ENGINEER's negligent acts, errors or omissions in connection with this Agreement. The CITY shall indemnifY, hold harmless, and defend the ENGINEER, its agents, employees, heirs, and assigns against any claims, demands, suits, actions or proceedings of any kind of or by anyone for damages to property or injuries to or death of any person or persons, which arise solely as a result of the CITY's negligent acts or omissions in connection with this Agreement SECTION X 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 related costs and expenses, whether the same are incurred with or without suit. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 5 ---PAGE BREAK--- SECTION XI 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. SECTION XII BINDING OF SUCCESSORS The CITY and the ENGil'JEER 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. SECTION Xlll MODIFICATION AND ASSIGNABILITY OF AGREEMENT This Agreement contains the entire agreement between the parties, 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 ENGINEER 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 CITY. Any such subcontractor or assignee shall be bound by all of the terms and conditions of this Agreement as if named specifically herein. SECTION XIV CITY'S REPRESENTATIVES The CITY shall designate a representative authorized to act in behalf of the CITY. 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. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page6 ---PAGE BREAK--- SECTION XV CONFLICT OF INTEREST The ENGINEER covenants that it 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 its services hereunder. The ENGINEER further covenants that, in performing this Agreement, it will employ no person who has any such interest. SECTION XVI SERVICES REQUIRING SUPPLEMENTAL AUTHORIZATION The services outlined hereinafter shall only be provided by the ENGINEER when requested and authorized in writing by the CITY Such authorization shall also state the negotiated amount and method of compensation by the CITY When authorized to proceed, the ENGINEER will I. Redesign any or all of the facilities or redesign any component previously approved by the CITY 2. Assist or extend services as a result of strikes, walkouts, and other labor disputes; and including acts relating to settlement of minority group problems. 3. Provide all other specialty consulting or other miscellaneous services not enumerated in this Agreement and as may be required by the CITY 4. Meet with representatives of the various agencies involved in the PROJECT in excess of meetings stipulated elsewhere in this Agreement when requested to do so by the CITY 5. Prepare documents for and appear before courts and boards on matters of litigation related to the PROJECT 6. Provide additional services as may be required in the event of delinquency or insolvency of the contractor, suspension of work, damage to the construction site by fire, flood or other natural disaster. Provide assistance as may be required in the event of strikes, walkouts or other acts of trade or labor unions. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 7 ---PAGE BREAK--- SECTION XVII CHANGES IN REGULATIONS The ENGINEER is to perform its work under the current federal, state and local laws and regulations in full force and effect at the date of this Agreement. SECTION XVIll OWNERSHIP AND PUBLICATION OF MATERIALS All reports, information, data, and other materials prepared by the ENGINEER pursuant to this Agreement shall be the property of the CITY 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 CITY SECTION XIX NONDISCRIMINATION The ENGINEER shall not discriminate against any employee or applicant for employment on the basis of race, color, religion, creed, political ideals, sexual orientation, gender, age, marital status, physical or mental handicap, or national origin The ENGINEER will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, creed, color, gender, sexual orientation, or national origin Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The ENGINEER agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 8 ---PAGE BREAK--- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date indicated above. THE ENGINEER THE CITY DAVID EVANS AND ASSOCIATES, INC. CITY OF M . / COW . , IDA . H O / · · . ) . / By l, J N' / Marshall H. Comstock Mayor as duly authorized agent for David Evans and Associates, Inc. ATTEST ACKNOWLEDGMENT STATE OF woJl"t•''i) )ss COUNTY OF ) On this 'day of {Y\(Lv. , 1998, before me, a Notary Public in and for said State, appeared d b-NJvi]..,(Jls duly authorized agent for David Evans and Associates, Inc., known to me to be the person named above and acknowledged to me that he/she executed the foregoing document \ ltt o" f ; " # G IJ " ; ' . . " 9, vgJt''-' j : I- t,11"'.,.0 L\ " I - 'J 0 oy : I I • ! 1 "if ASH\\'- Notary Public in and for the State of Washington Residing at L beY? 'iT w'A My Commission Expires / CJ CJt Agreements\Professiona! Services for Hidden Treasure Park-sr AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Page 9