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HomeMy WebLinkAboutProfessional Services Agreement Hosac Engineering, Inc. 1986 Sewer and Water Extension• PROFESSI©NAL ENGIIEERING SERVICES AGRE~fE3~1T THIS AGREEMENT, made and entered into this 31st day of October, 1986, by the between HOSAC ENGINEERING, INC., an Idaho corporation, hereinafter referred to as "ENGINEER," and CITY OF MERIDIAN, IDAHO, hereinafter referred to as "CLIENT"; W I T N E S S E T H WHEREAS, CLIENT is desirous of obtaining engineering and related services from a licensed civil engineer; and WHEREAS, ENGINEER is a corporation duly licensed and practicing in the field of civil engineering and planning, and is desirous of performing services for CLIENT; NOW, THEF.EFORE, in consideration of the mutual covenants herein contained, it is hereby agreed as follows: I. SERV~CF~ TO BE RENDEREp. ENGINEER agrees to render services to client as described in a Professional Engineering Services Proposal dated October 31, 1986, marked as "Exhibit A", attached hereto and incorporated herein as though set out at length. II. FEE. In consideration for the services described hereinabove, CLIENT agrees to pay to ENGINEER professional services fees as provided for in the hereinabove-referred to Exhibit "A". • • City of Meridian Professional Engineering Services Agreement October 3I, 1986 Page T~vo. III. TERM. This contract shall commence upon the execution hereof, and shall, except as hereinafter provided, extend until all services included in Exhibit "A" have been completed and all professional services fees have been paid in full. IV. PROFESSIONAL STANDARDS. The ENGINEER shall render his services under this Agreement in accordance with generally accepted professional practices and standards for the intended use of the project, and makes no warranty either express or implied. V. INDEPENDENT C01_VTRACTQR. ENGINEER, his employees, agents and subcontractors, shall perform the services required hereunder without the supervision or control of CLIENT, except as provided herein, and shall be deemed an independent contractor in all regards, rather than an employee of CLIENT. VI. TERMINATION OF AGREEMENT. This Agreement may be terminated by either party, upon fifteen {15) days' written notice to the other, in the event of a substantial failure to perform in accordance with the terms hereof by either party through no fault of the other party. If terminated due to the fault of others than the ENGINEER, ENGINEER shall be paid for services performed to the date of termination, including reimbursements then due, together with any termination expenses. If termination is due to the fault of the ENGINEER, CLIENT is not • • City of P~eridian Professional Engineering Services Agreement Oiaober 31, 1986 Page Three. obligated to pay any fees or expenses which specifically arise from the items of fault. VII. TENSION. This Agreement shall not be extended or modified without the written consent of both parties. VIII. SEFARABILITY. In the event any provisions of this Agreement shall be held to be invalid and unenforceable, the remaining provisions shall be separably therefrom valid and binding upon the parties. One or more waivers by either party of any provision, term, condition or covenant shall not be construed by the other party as a w giver of a subsequ`nt breach of the same. IX. CHOICE OF LAW. This Agreement shall be governed by the laws of the State of Idaho as the same may be amended from and after the date of this contract. X. ACTS OF GQD. Neither party shall hold the other responsible for damages or delay in performance caused by Acts of God, strikes, lockouts, accidents, or other events beyond the control of the other or the other's employees and agents. Delays beyond the control of the ENGINEER or excessive review and comment periods by governmental agencies and/or public interest groups shall be valid cause for an extension of time under this Agreement. City of Meridian Professional Engineering Services Agreement C'~=Lobo ai, i986 Fage Four. • XI. INDEMIVITY_$Y_CLIEI~T. It is agreed that the professional services of the ENGINEER da not extend to or include the review, site observation, or inspection of the contractor's work or performance. It is fur~i~er agreed that the CLIENT will defend, indemnify, and Y'iold harmless the ENGINEER from any claim or suit whatsoever, including but not limited to all payment, expenses, or costs involved, arising from or alledged to have arisen from the contractor's performance or failure of the contractor's work to conform to the design intent in the ENGINEER'S instruments of servic It is further agreed that the ENGINEER has not been retained or compensated to provide design or construction review services relating to any contractor's saf ety precautions or to means, methods, techniques, sequences, or procedures required for any contractor to perform his work. Omitted services include, but are not limited to, shoring, scaffolding, underpinning, temporary retainment of excavations and any erection methods and temporary bracing. ENGINEER agrees to be responsible for his own employees' negligent acts, errors or omissions. The CLIENT shall indemnify and hold the ENGINEER and the property of the ENGINEER harmless from any claims, losses, damages, injuries, and liabilities arising from the death or injury of any person or persons including employees or agents • • City of ~€eridian Professional Engineering Services Agreement Cectober 31, 1980 Page Five. of the CLIENT and employees or agents of the contractor, caused by or connected with the performance of this Agreement by the CLIENT, its agents, or employees, XII. LITIGATION. Should litigation occur between the parties to this Agreement, the prevailing party shall be entitled to its reasonable costs incurred, which shall include reasonable attorneys' fees, expenses and witness fees. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands the date first above written. CFI ENT : ATTEST: ~~ - .~.~ ~~ti~,--_ ~~.~~i ~ ~ ~~~~_ ENGINEER: CITY OF MERIDIAN y- ~ Title• ~ Z~'1. AC E ~INEERING, INC. ~` ter`' x; 'Steven W. Hosac President • • City of Meridian Professional Engineering Services Agreement October 31, 1986 page Six. STATE OF IDAHO ) ss County of Ada ) On this _~__ day of ~~__~. 1985. before me, a Notary Public in and for said State, personally appeared _- known or identified to me tc be the _____ _ of the CLIENT that executed the within instrument, and acknowledged to me that the CLIENT executed the same. Wherefore, I have set my hand and affixed by official seal the day and year first above written. Notary Public for Idaho Residing at Professional Engineering Services Agreement Page Five. STATE OF IDAHO ) ss: County of Ada ) On this ,~~ ~Yday of ~~~~.~L-~L! 1986, before me, a Notary Public in and for said State, personally appeared Steven W. Hosac, known or identified to me to be the person whose name is subscribed on the within instrument, and acknowledged to me that he executed the same. Wherefore, I have set my hand and affixed by official seal the day and year first above writ en. ~~ ~~ i~ _~ Notary Public for Idaho Residing at Boise, Idaho