HomeMy WebLinkAboutPSA with Kushlan Associates for Ten Mile Urban Renewal PlanTEN MILE URBAN RENEWAL PLAN Page 1 of 10
PROJECT # 10523
AGREEMENT FOR PROFESSIONAL SERVICES
TEN MILE URBAN RENEWAL PLAN
PROJECT NUMBER 10523
THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 12 th day of
May 2015, and entered into by and between the CITY of Meridian, a municipal
corporation organized under the laws of the State of Idaho, hereinafter referred to as
"CITY," 33 East Broadway Avenue, Meridian, Idaho 83642, and Kushlan Associates,
hereinafter referred to as “CONSULTANT,” whose business address is P.O. Box 8463,
Boise, ID 83707.
INTRODUCTION
Whereas, the CITY has a need for services involving URBAN RENEWAL
DISTRICT PLANNING SERVICES; and
WHEREAS, the CONSULTANT is specially trained, experienced and
competent to perform and has agreed to provide such services;
NOW, THEREFORE, in consideration of the mutual promises, covenants,
terms and conditions hereinafter contained, the parties agree as follows:
TERMS AND CONDITIONS
1. Scope of Services:
1.1 CONSULTANT shall perform and furnish to the CITY upon execution of this
Agreement and receipt of the CITY’S written notice to proceed, all services, and
comply in all respects, as specified in the document titled “Scope of
Services” a copy of which is attached hereto as Attachment "A" and
incorporated herein by this reference, together with any amendments that may
be agreed to in writing by the parties.
1.3 The CONSULTANT shall provide services and work under this Agreement
consistent with the requirements and standards established by applicable
federal, state and city laws, ordinances, regulations and resolutions. The
CONSULTANT represents and warrants that it will perform its work in
accordance with generally accepted industry standards and practices for the
profession or professions that are used in performance of this Agreement and
that are in effect at the time of performance of this Agreement. Except for that
representation and any representations made or contained in any proposal
submitted by the CONSULTANT and any reports or opinions prepared or issued
as part of the work performed by the CONSULTANT under this Agreement,
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CONSULTANT makes no other warranties, either express or implied, as part of
this Agreement.
1.4 Services and work provide by the consultant at the CITY’S request under
this Agreement will be performed in a timely manner in accordance with a
Schedule of Work, which the parties hereto shall agree to. The Schedule of Work
may be revised from time to time upon mutual written consent of the parties.
2. Consideration
2.1 The CONSULTANT shall be compensated on a Not-to-Exceed basis as
provided in Attachment B “Payment Schedule” attached hereto and by reference
made a part hereof for the Not-to-Exceed amount of $23,850.00.
2.2 The CONSULTANT shall provide the CITY with a monthly statement, as
services warrant, of fees earned and costs incurred for services provided during
the billing period, which the CITY will pay within 30 days of receipt of a correct
invoice and approval by the CITY. The CITY will not withhold any Federal or
State income taxes or Social Security Tax from any payment made by CITY to
CONSULTANT under the terms and conditions of this Agreement. Payment of all
taxes and other assessments on such sums is the sole responsibility of
CONSULTANT.
2.3 Except as expressly provided in this Agreement, CONSULTANT shall not
be entitled to receive from the CITY any additional consideration, compensation,
salary, wages, or other type of remuneration for services rendered under this
Agreement, including, but not limited to, drawings, renderings or mockups.
Specifically, CONSULTANT shall not be entitled by virtue of this Agreement to
consideration in the form of overtime, health insurance benefits, retirement
benefits, paid holidays or other paid leaves of absence of any type or kind
whatsoever.
3. Time of Performance:
This agreement shall become effective upon execution by both parties, and shall
expire upon completion of the agreed upon services, December 31, 2015, or
unless some other method or time of termination is listed in Attachment A.
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4. Independent Contractor:
4.1 In all matters pertaining to this agreement, CONSULTANT shall be acting as
an independent contractor, and neither CONSULTANT nor any officer, employee
or agent of CONSULTANT will be deemed an employee of CITY. Except as
expressly provided in Attachment A, CONSULTANT has no authority or
responsibility to exercise any rights or power vested in the CITY. The selection
and designation of the personnel of the CITY in the performance of this
agreement shall be made by the CITY.
4.2 CONSULTANT shall determine the method, details and means of performing
the work and services to be provided by CONSULTANT under this Agreement.
CONSULTANT shall be responsible to CITY only for the requirements and
results specified in this Agreement and, except as expressly provided in this
Agreement, shall not be subjected to CITY’S control with respect to the physical
action or activities of CONSULTANT in fulfillment of this Agreement.
5. Indemnification and Insurance:
5.1 CONSULTANT shall maintain, and specifically agrees that it will maintain,
throughout the term of this Agreement, liability insurance in the minimum
amounts as follows: General Liability One Million Dollars ($1,000,000) per
incident or occurrence, Professional Liability/Professional errors and omissions
One Million Dollars ($1,000,000) aggregate, Automobile Liability Insurance Five
Hundred Thousand Dollars ($500,000) per incident or occurrence and Workers’
Compensation Insurance, in the statutory limits as required by law. The CITY
shall be named an additional insured on the General Liability policy. The limits of
insurance shall not be deemed a limitation of the covenants to indemnify and
save and hold harmless CITY. CONSULTANT shall provide CITY with a
Certificate of Insurance, or other proof of insurance evidencing CONSULTANT'S
compliance with the requirements of this paragraph and file such proof of
insurance with the CITY at least ten (10) days prior to the date CONSULTANT
begins performance of its obligations under this Agreement. In the event the
insurance minimums are changed, CONSULTANT shall immediately submit
proof of compliance with the changed limits. Evidence of all insurance shall be
submitted to the CITY Purchasing Agent with a copy to Meridian CITY
Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642.
5.2 To the extent permitted by law, CONSULTANT shall defend, indemnify,
and save and hold harmless CITY from and for any and all losses, claims,
actions, judgments for damages or injury to persons or property, and losses and
expenses and other costs, including litigation costs and attorney’s fees, but only
to the extent arising out of, resulting from, or in connection with the negligent acts
and/or errors or omissions by the CONSULTANT, its servants, agents, officers,
employees, guests, and business invitees and not caused by or arising out of the
tortuous conduct of CITY or its agents or employees.
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To the extent permitted by law, CITY shall defend, indemnify, and save and hold
harmless CONSULTANT from and for any and all losses, claims, actions,
judgments for damages or injury to persons or property, and losses and
expenses and other costs, including litigation costs and attorney’s fees, but only
to the extent arising out of, resulting from, or in connection with the negligent acts
and/or errors or omissions by the CITY, its servants, agents, officers, employees,
guests, and business invitees and not caused by or arising out of the tortuous
conduct of CONSULTANT or its agents or employees.
6. Notices: Any and all notices required to be given by either of the parties hereto,
unless otherwise stated in this agreement, shall be in writing and be deemed
communicated when mailed in the United States mail, certified, return receipt
requested, addressed as follows:
Either party may change their address for the purpose of this paragraph by giving
written notice of such change to the other in the manner herein provided.
7. Attorney Fees: Should any litigation be commenced between the parties hereto
concerning this Agreement, the prevailing party shall be entitled, in addition to
any other relief as may be granted, to court costs and reasonable attorneys' fees
as determined by a Court of competent jurisdiction. This provision shall be
deemed to be a separate contract between the parties and shall survive any
default, termination or forfeiture of this Agreement.
8. Time is of the Essence: The parties hereto acknowledge and agree that time is
strictly of the essence with respect to each and every term, condition and
provision hereof, and that the failure to timely perform any of the obligations
hereunder shall constitute a breach of, and a default under, this Agreement by
the party so failing to perform.
9. Assignment: It is expressly agreed and understood by the parties hereto, that
CONSULTANT shall not have the right to assign, transfer, hypothecate or sell
any of its rights under this Agreement except upon the prior express written
consent of CITY.
CITY CONSULTANT
City of Meridian Kushlan Associates
Purchasing Manager Attn: Phil Kushlan
33 E Broadway Ave P.O. Box 8463
Meridian, ID 83642 Boise, ID 83707
208-888-4433 Phone: 208-433-9352
Email:
kwatts@meridiancity.org
Email: pkushlan@fiberpipe.net
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10. Discrimination Prohibited: In performing the Services required herein,
CONSULTANT shall not unlawfully discriminate in violation of any federal, state
or local law, rule or regulation against any person on the basis of race, color,
religion, sex, national origin or ancestry, age or disability.
11. Reports and Information:
11.1 At such times and in such forms as the CITY may require, there shall be
furnished to the CITY such statements, records, reports, data and information as
the CITY may request pertaining to matters covered by this Agreement.
11.2 CONSULTANT shall maintain all writings, documents and records prepared
or compiled in connection with the performance of this Agreement for a minimum
of four (4) years from the termination or completion of this or Agreement. This
includes any handwriting, typewriting, printing, photo static, photographic and
every other means of recording upon any tangible thing, any form of
communication or representation including letters, words, pictures, sounds or
symbols or any combination thereof.
12. Audits and Inspections: At any time during normal business hours and as often
as the CITY may deem necessary, there shall be made available to the CITY for
examination all of CONSULTANT’S records with respect to all matters covered
by this Agreement. CONSULTANT shall permit the CITY to audit, examine, and
make excerpts or transcripts from such records, and to make audits of all
contracts, invoices, materials, payrolls, records of personnel, conditions of
employment and other data relating to all matters covered by this Agreement.
13. Publication, Reproduction and Use of Material: No material produced in
whole or in part under this Agreement shall be subject to copyright in the United
States or in any other country. The CITY shall have unrestricted authority to
publish, disclose and otherwise use, in whole or in part, any reports, data or other
materials prepared under this Agreement.
14. Compliance with Laws: In performing the scope of services required hereunder,
CONSULTANT shall comply with all applicable laws, ordinances, and codes of
Federal, State, and local governments.
15. Changes: The CITY may, from time to time, request changes in the Scope of
Services to be performed hereunder. Such changes, including any increase or
decrease in the amount of CONSULTANT’S compensation, which are mutually
agreed upon by and between the CITY and CONSULTANT, shall be
incorporated in written amendments to this Agreement.
16. Termination: If, through any cause, CONSULTANT, its officers, employees, or
agents fails to fulfill in a timely and proper manner its obligations under this
Agreement, violates any of the covenants, agreements, or stipulations of this
Agreement, falsifies any record or document required to be prepared under this
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agreement, engages in fraud, dishonesty, or any other act of misconduct in the
performance of this contract, or if the CITY Council determines that termination of
this Agreement is in the best interest of CITY, the CITY shall thereupon have the
right to terminate this Agreement, in part or in its entirety, by giving written notice
to CONSULTANT of such termination and specifying the effective date thereof at
least fifteen (15) days before the effective date of such termination.
CONSULTANT may terminate this agreement at any time by giving at least sixty
(60) days’ notice to CITY.
In the event of any termination of this Agreement, all finished or unfinished
documents, data, and reports prepared by CONSULTANT under this Agreement
shall, at the option of the CITY, become its property, and CONSULTANT shall be
entitled to receive just and equitable compensation for any work satisfactorily
complete hereunder.
Notwithstanding the above, CONSULTANT shall not be relieved of liability to the
CITY for damages sustained by the CITY by virtue of any breach of this
Agreement by CONSULTANT, and the CITY may withhold any payments to
CONSULTANT for the purposes of set-off until such time as the exact amount of
damages due the CITY from CONSULTANT is determined. This provision shall
survive the termination of this agreement and shall not relieve CONSULTANT of
its liability to the CITY for damages.
17. Construction and Severability: If any part of this Agreement is held to be
invalid or unenforceable, such holding will not affect the validity or enforceability
of any other part of this Agreement so long as the remainder of the Agreement is
reasonably capable of completion.
18. Advice of Attorney: Each party warrants and represents that in executing this
Agreement. It has received independent legal advice from its attorney’s or the
opportunity to seek such advice.
19. Entire Agreement: This Agreement contains the entire agreement of the parties
and supersedes any and all other agreements or understandings, oral of written,
whether previous to the execution hereof or contemporaneous herewith.
20. Public Records Act: Pursuant to Idaho Code Section 9-335, et seq., information
or documents received from the Contractor may be open to public inspection and
copying unless exempt from disclosure. The Contractor shall clearly designate
individual documents as "exempt" on each page of such documents and shall
indicate the basis for such exemption. The CITY will not accept the marking of an
entire document as exempt. In addition, the CITY will not accept a legend or
statement on one (1) page that all, or substantially all, of the document is exempt
from disclosure. The Contractor shall indemnify and defend the CITY against all
liability, claims, damages, losses, expenses, actions, attorney fees and suits
whatsoever for honoring such a designation or for the Contractor's failure to
designate individual documents as exempt. The Contractor's failure to designate
as exempt any document or portion of a document that is released by the CITY
shall constitute a complete waiver of any and all claims for damages caused by 1
any such release.
21. Confidentiality: CONSULTANT understands and acknowledges that all tests
and results (confidential information) are intended solely for the CITY.
CONSULTANT agrees to hold all confidential information in confidence and will
not disclose the confidential information to any person or entity without the
express prior written consent of CITY.
22. Applicable Law: This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of Idaho, and the ordinances of
the CITY of Meridian.
23. Approval Required: This Agreement shall not become effective or binding until
approved by the CITY of Meridian.
CITY OF MERIDIAN KUSHLAN ASSOCIATES
BY:
Z "�_ BY.— /i
TAMMY de ERD, MAYOR L KUSH N
Dated: 5- /.? -/ }/ Dated: / / Z U!S--
Approved by Council: 'Yr)< < /, --1.�:_/
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J" if.� HOLMAN, CITY CLER SEAL �w
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Purchasing Approval Community D-velopment D=partment
Approval
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BY: BY: ��i � �
KEIT ATTS, Purchaging Manager Bruce Chattert•n, Director
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Attachment A
SCOPE OF WORK
Consideration of the establishment of an urban renewal district
CONSULTANT will assist and support the Mayor, City Council and staff of the City of
Meridian as well as the Commission, and staff of the Meridian Development Corporation
in their consideration of the establishment of an urban renewal district within the City of
Meridian in the general area of the Ten Mile interchange.
The elements of the project are anticipated to be as follows:
• Project Initiation,
• Preparation of an Eligibility Report consistent with the requirements of the Idaho
Urban Renewal Law,
• Development of an Urban Renewal Plan for consideration by the Urban Renewal
Agency Board and City Council,
• Finalization of the Plan.
Additions to the scope of work may be negotiated by the parties as needed.
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Attachment B
MILESTONE / PAYMENT SCHEDULE
A. Total and complete compensation for this Agreement shall not exceed
$23,850.00.
TASK DESCRIPTION AMOUNT
TASK 1 PROJECT INITIATION
• Develop over-all Plan $600.00
• Meet with City Council $600.00
• Meet with MDC Commission $600.00
• Meet with City / Agency Staff $600.00
• Meet with Developer $600.00
• Meet with other Stakeholders $600.00
Task 1 Total $3,600.00
TASK 2 ELIGIBILITY REPORT
• Research $3000.00
• Draft Report $3600.00
• Meet with City / Agency Staff $300.00
• Modify Draft $150.00
• Meet with MDC Commission $300.00
• Meet with City Council $300.00
Task 2 Total $7,650.00
TASK 3 URBAN RENEWAL PLAN
• Research $1500.00
• Draft Plan $5400.00
• Financial Feasibility Analysis $3000.00
• Meet with CityCity / Agency Staff $600.00
• Meet with MDC Commission $600.00
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• Meet with City Council $300.00
• P& Z Commission Meeting $300.00
• Circulate Draft Plan to Taxing Entities $300.00
• City Council Hearing $300.00
Task 3 Total $12,300.00
TASK 4 FIANALIZING THE PLAN
• File Plan with County Assessor $150.00
• File plan with State Tax Commission $150.00
Total Task 4 $300.00
TOTAL $23,850.00
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