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HomeMy WebLinkAboutProfessional Service Agreement with Emily Peeso for HPC Consulting Services AGREEMENT FOR PROFESSIONAL SERVICES WHEREAS, this Agreement was reviewed by the City of Meridian Historic Preservation Commission on the 4--tf day of f/t'L-ItJ ' 2006. The City of Meridian Historic Preservation Commission recommends approval of this Agreement by the City of Meridian. NOW THEREFORE, THIS AGREEMENT, made this g""!::- dayof /J'L1l..J ,2006, by and between the City of Meridian, a municipal corporation organized under the laws of the State ofIdaho, hereinafter referred to as "CITY", 33 East Idaho Avenue, Meridian, Idaho 83642, and Emily Peeso, hereinafter referred to as "CONSULTANT", whose business address is 6105 Kirkwood Road, Boise, Idaho 83713. 1. Scope of Services: CONSULTANT shall perform all services, and comply in all respects, as specified in the document titled "Scope of Services", a copy of which is attached hereto and incorporated herein by this reference as Exhibit "A", together with any amendments that may be agreed to in writing by the parties. 2. Time of Performance: This agreement shall become effective upon execution by both parties, and shall expire as specified in attached Exhibit "A", unless earlier terminated or extended. 3. Independent Contractor: 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. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4. Compensation: CONSULTANT shall be compensated for professional services pursuant to and specified in attached Exhibit "A" not to exceed Three Thousand Dollars ($3,000.00). 5. Method of Payment: CONSULTANT will invoice the City of Meridian Accounting Department at 33 East Idaho Avenue, Meridian, Idaho 83642 directly for all current amounts earned under this Agreement at the end of each month or upon completion of the scope of services. The CITY will pay all invoices within thirty (30) days after receipt. 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 PROFESSIONAL SERVICES AGREEMENT- EMILY PEESO Page 1 of4 requested, and sent to the address listed on the first page of this agreement. 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. 8. 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. 9. 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. 10. 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. 11. Discrimination Prohibited: In perfonning the Services required herein, CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 12. Reports and Information: 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. 13. 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. 14. 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. PROFESSIONAL SERVICES AGREEMENT- EMILY PEESO Page 2 of4 15. 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. 16. Changes: The CITY may, from time to time, request changes in the Scope of Services to be perfonned 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. 17. Termination: If, through any cause, CONSULT ANT, 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 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 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 ofliability 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 CONSULT ANT is determined. This provision shall survive the termination of this agreement and shall not relieve CONSULTANT of its liability to the CITY for damages. 18. 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. PROFESSIONAL SERVICES AGREEMENT- EMILY PEESO Page 3 of 4 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. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State ofldaho, and the ordinances of the City of Meridian. 21. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CONSULTANT BY:~ E LYPEESO CITY OF MERIDIAN Attest: ~PL6:J &6 e~~ 6-tb-Clb \ SEAL _ ~CL ~ cf ~ ~"\. ~, ~ "$ '1'/t")~ r 1'(f\ . P $ 'i" "fl'{l i>"f: -:::- "/,.. ~, ,.' .~-, "" TJ'I.~f'\'!. 1 \" Ilfl \\\\ trllOll Hl\" PROFESSIONAL SERVICES AGREEMENT- EMILY PEESO Page 4 of 4 EXHIBIT "A" SCOPE OF WORK Peeso's Responsibilities 1. Responsibilities. Peeso's work is to conduct a Reconnaissance Survey of the City of Meridian including no less than 40 properties, at a rate of $25 per hour, for 120 hours of work. The survey will continue in the 21 block downtown area where previous survey had begun and then move east along Pine and Idaho Streets. The work is to include a "windshield" survey (survey forms, maps and photographs) and organization of the survey data (entering the hard data into an electronic database). The data collected, as directed by the Idaho State Historic Preservation Office, is to produce a list of potentially historically significant properties in the City of Meridian. The data collected is intended to help the City of Meridian Planning Department as well as the Idaho State Historic Preservation Office. 2. Deliverables. Peeso will compile the hard copy survey forms and photographs of each property in the survey area. There will also be a sketch map outlining the boundaries of the survey area. The survey data will also be organized into an electronic database to be distributed to the City of Meridian Historic Preservation Commission, the City of Meridian Planning Department and the Idaho State Historic Preservation Office. 3. Reporting. Peeso will submit an invoice/timesheet and current work product documenting her work in progress every month to be reviewed and acted upon by the City of Meridian HPC at the Commission's monthly meeting. The project is to average 10 hours per week for 12 weeks. At a rate of $25.00 per hour for 120 hours, the project will total $3000.00. Upon completion, Peeso will report the findings of the survey to the City of Meridian HPC. 4. Timeline. The project shall commence upon execution of the Agreement for Professional Services. The project shall be completed on or around August 31, 2006. Page 1 of 1