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HomeMy WebLinkAboutProfessional Services Agreement with TAG Historial Research for HPC Commission Research and ConsultingPROFESSIONAL SERVICES AGREEMENT T 's Professional Services A reement the"A reement" is entered into this ~ da of g ( g ) Y ~ , 2011, by and between TAG Historical Research and Consulting, alb/n of The Arrowrock Group, Inc., an Idaho corporation located in Boise, Idaho, (the "Consultant"), for itself and its heirs, executors, administrators, related entities and assigns and the City of Meridian, Idaho (the "Client"). RECITALS WHEREAS, the CLIENT is in need of professional services for a literature review of recorded sites in the Ten Mile Interchange area, a windshield survey of the area, and recommendations for future work to document historic agricultural and other properties; WHEREAS, the Consultant has agreed to perform consulting work to assist the CLIENT with the foregoing needs and other related activities as described herein; NOW, THEREFORE, for good and valuable consideration, the parties hereby agree as follows: 1. Consultant's Services. Consultant shall be available and shall provide the CLIENT professional services as described in the Proposal attached hereto as Exhibit A, and incorporated herein by this reference as if set forth in full ("Consulting Services"}. 2. Consideration. 2.1 In consideration of the Consulting Services to be performed by Consultant under the Agreement, the CLIENT shall pay Consultant an amount not to exceed three thousand eight hundred and no dollars ($3,000.00) ("Project Fee" . J ) 2.2 The CLIENT shall pay the full amount of the Project Fee upon acceptance of the Consultant's final report. 3. Independent Contractor. Nothing contained herein or any document executed in connection herewith, shall be construed to create anemployer-employee, partnership or j oint venture relationship between the CLIENT and Consultant. Consultant is an independent contractor and not an employee of the CLIENT. The consideration set forth in Section 2 shall be the sole consideration due Consultant for the services rendered hereunder. It is understood that the CLIENT shall not withhold any amounts for payment of taxes from the compensation of Consultation hereunder. Consultant shall not represent itself to be or hold itself out as an employee of the CLIENT and Consultants acknowledges that it shall not have the right or entitlement in or to any of the pension, retirement or other benefit programs now or hereafter available to the CLIENT'S regular employees. Any and all sums subj ect to deductions, if any, required to be withheldand/or PROFESSIONAL SERVICES AGREEMENT - paid under any applicable state, federal or municipal laws or union or professional guild regulations shall be Consultant's sole responsibility. 4. Confidentiality. In the course of performing the Consulting Services, the parties recognize that the Consultant may come in contact or become familiar with information which the CLIENT may consider confidential. Consultant agrees not to discuss or divulge to anyone other than appropriate CLIENT personnel or their designees any information formally designated by the CLIENT as "Confidential." 5. Term. This Agreement shall commence on month, day, year, and shall terminate on month, day, years, unless earlier terminated by either party hereto. Either party may terminate this Agreement upon thirty (3 0) .days written notice. 6. Consultant's Taxpayer I.D. Number.. Consultant shall provide the CLIENT with its Taxpayer I.D. Number prior to receipt of any payment. 7. Representations and Warranties. The Consultant shall make no representations, warranties, or commitments binding the CLIENT without the CLIENT'S prior written consent. 8. The Waiver. Failure to invoke any right, condition, or covenant in the Agreement by either party shall not be deemed to imply or constitute a waiver of any rights, condition, o covenant and neither party may rely on such failure. 9. Notice. Any notice or communication permitted or required by this Agreement shall be deemed effective when personally delivered or deposited, postage prepaid, in the first class mail of the United States properly addressed to the appropriate party at the address set forth below: Notices to Consultant: Notices to Client: Barbara Perry Bauer City of Meridian TAG Historical Research & Consulting Purchasing Agent P.O. Box 73 3 3 3 3 E. Idaho Avenue Boise, ID 83707-1333 Meridian, Idaho 83642 10. Enforceability. If any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable, the remainder of the Agreement shall remain in full force and effect and shall in no way be impaired. 11. Miscellaneous 11.1 Entire Agreement and Amendments. This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and replaces and supersedes all other agreements or understandings, whether written or oral. No amendment or extension of this Agreement shall be binding unless in writing and si ned g by both parties.- PROFESSIONAL SERVICES AGREEMENT - 2 11.2 Governing Law, Severability. This Agreement shall be governed by the laws of the State of Idaho. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. WHEREFORE, the undersigned parties have executed this Agreement as of the date first written above. CLIENT City of Meridian gy [c5: TAG HISTORICAL RESEARCH & CONSULTING alb/n of The Arrowrock Group, Inc. By: Its: PROFESSIONAL SERVICES AGREEMENT - EXHIBIT A PROFESSIONAL SERVICES AGREEMENT - 4 Proposal Literature Review and Windshield Survey of the Ten Mile Interchange Vicinity Meridian, Idaho Submitted to the City of Meridian By TAG Historical Research & Consulting (a/b/n The Arrowrock Group, Inc.) August 30, 2011 ............... : s Meridian was established in 1893 as an agricultural community. Having experienced rapid growth over the past twenty years, the city has developed tools to effectively plan while facing the many challenges of explosive growth. In anticipation of a new interchange at the intersection of Ten Mile Road and I-84 the city created the "Ten Mile Interchange Specific Area Plan," prior to its construction. As of 201 1, the interchange is complete. The surrounding area, formerly primarily used for agriculture, is undergoing commercial and residential development. The city recognizes the importance of its agricultural past and wants to document the physical remains of the farm economy in the vicinity of the Ten Mile Interchange. TAG Historical Research & Consulting can provide the necessary services to assist with the identification and documentation historic properties. The following proposal provides a methodology for a literature review of recorded sites in the area, a windshield survey, and recommendations for future work. Surveys of the project area were completed in previous surveys 1989,1990 and 1999 for the Idaho Historic Sites Inventory by the staff of the Idaho State Historical Society and consultants. Other sites have been documented through projects requiring compliance with Section 106 of the National Historic Preservation Act; such as the construction of roads and cell towers, but many sites, particularly those from the mid-twentieth, have not been identified. Methodology: 1. Identify project area. Based on information in the overview of the Ten Mile Interchange Specific Area Plan, the area is bounded by McDermott Rd on the west, the RR tracks north of Franklin Rd on the north, Linder Road on the east and. Victory Rd on the south, 2. Review previous surveys. Conducting a literature review at the State Historic Preservation Office, which will provide a map and a list of surveys and reports completed for locations in the Ten Mile Interchange Specific Area. 3. Create an initial list of properties to record. Compare the literature review list with the city of Meridian property list to create a list of properties with structures identified with construction dates 1966 and earlier.1966 is selected as the cutoff date to provide some flexibility for what may prove to be a multi- ear ro'ect. Y p J Although the general requirement for nomination to the National Register of Historic Places is 50 years of age, an overview study will generally include properties constructed 45 years ago. If funding or other factors delay a survey, this provides enough information to include properties that will soon be eligible to the NRHP as well as those that are already within the age range. 4, Conduct a windshield survey, A windshield survey is the most. basic method used to identify sites. Using the initial properties list, TAG will drive the surve area to verif Y y properties that merit recordation at the reconnaissance or intensive level. Photographs will be taken of selected properties only and will be taken from the public right-of way. 5. Prepare an executive summary and map. The executive summa will describe ry the methodology and results of the windshield survey and provide recommendations for future work. The map will be provided in hard copy and electronic format and will show previously recorded sites in the area that are non- extant, previously recorded existing sites, and an newl identified sites in the Y Y area. Deliverables (both hard copy and electronic files will be provided): Executive Summary Map Budget: Not to exceed $3,000.00 including professional services and ex enses. . p Professional services: Research, field work, writing, editing, and re ort p production up to 33 hours@$65.00/hour. Expenses: Map production $600.00; other ex enses hotoco ies SHP p (p p ~ o fees etc) $200.00 Schedule: Work begins upon execution of the contract; Executive Summa and ma rY p are due September 30, 201 1. Additional information: Insurance certificates and W-9 will be provided u on execution p of the contract. Equal. Employment Opportunity Policy Statement The Arrowrock Group, Inc, d/b/a TAG Historical Research & Consulting, is committed to equal employment opportunity to all qualified persons without regard to race, color, creed, religion, age, gender, national origin, ancestry, marital status, disability or any other protected status. We are committed to this policy by the laws of our country and by our own value system. Our policy of Equal Employment Opportunity applies~to all aspects of employment at TAG Historical Research & Consulting, including hiring, compensation, promotion, transfer, training and disciplinary action. It is also our policy to conduct all business without regard to age, race, color, religion, gender or national origin.