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Professional Service Contract with SSC City of Meridian Public Works Dept. RECEIVED JUL 2 0 2006 Memo City Of Meridian City Clerk Office TO: Mayor De Weerd & City Council From: Brad Watson, P.E. CC: File, City Clerk, Finance, City Attorney Date: 7/19/06 Re: July 25 City Council Meeting Agenda Items The Public Works Department respectfully requests that the following item be placed on the July 25 City Council agenda, under Consent Agenda, for Council's consideration. Professional Services Contract, Sanitary Services, Inc. I have been working with Sanitary Services to investigate the use of their public relations/outreach staff for cooperative tasks. After several meetings, I believe this working relationship will benefit the Public Works Department and help us meet the objectives in our Department Positioning Plan. SSG's staff would potentially help with: . Development of brochures, informational handouts or flyers for distribution to customers . Website content review (Engineering, Building, Water & Wastewater Divisions) . Development of newsletters . Other public relations/education projects that may arise and as directed by the Public Works Department. I have already worked with them on a pro-bono basis to incorporate one wastewater related artide in their August newsletter. The contract is on an hourly basis not-to- exceed amount of $7,500 through 12/31/06. Recommended Council Action: Approve award of contract to Sanitary Services, Inc. for a not~to..exceed amount of $7,500.00, and authorize the Mayor to sign and City Clerk to attest. Thank you for your con_~ . Page 1 -'!I City of Meridian Public Works Dept. Memo To: Mayor De Weerd & City Council From: Brad Watson, P.E. cc: File, City Clerk, Finance, City Attorney Date: 7/19/06 Re: July 25 Gity Council Meeting Agenda Items The Public Works Department respectfully requests that the following item be placed on the July 25 City Council agenda, under Consent Agenda, for Council's consideration_ Professional Services Contract. Sanitarv Services. Inc. I have been working with Sanitary Services to investigate the use of their public relations/outreach staff for cooperative tasks. After several meetings, I believe this working relationship will benefit the Public Works Department and help us meet the objectives in our Department Positioning Plan. SSG's staff would potentially help with: . Development of brochures, informational handouts or flyers for distribution to customers . Website content review (Engineering, Building, Water & Wastewater Divisions) . Development of newsletters . Other public relations/education projects that may arise and as directed by the Public Works Department. I have already worked with them on a pro-bono basis to incorporate one wastewater related artide in their August newsletter. The contract is on an hourly basis not-to- exceed amount of $7,500 through 12/31/06. Recommended Council Action: Approve award of contract to Sanitary Services, Inc. for a not-to..exceed amount of $7.500.00, and authorize the Mayor to sign and City Clerk to attest. Thank you for your conSiderati~ . Page 1 .... i AGREEMENT FOR PERSONAL SERVICES THIS AGREEMENT, made this day of , 2006, 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 Idaho Avenue, Meridian, Idaho 83642, and Sanitary Services, Inc., hereinafter referred to as "CONTRACTOR", whose business address is 2130 W. Franklin, Meridian, 10. 83642. 1. Scope of Services: CONTRACTOR shall perform all services, and comply in all respects, as specified in the document titled "Scope of Services" a copy of which is attached her~to as Exhibit "A" and incorporated herein by this referenCe, 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 on December 31, 2006 unless- earlier terminated or extended. 3. Indemnification and Insurance: CONTRACTOR shall 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 caused or incurred by CONTRACTOR, its servants, agents, employees, guests, and business invitees, and not caused by or arising out of the tortious conduct of CITY or its employees. CONTRACTOR shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance, in which the CITY shall be named an additional insured in the minimum amount as specified in the Idaho Tort Claims Act set forth in Title 6, Chapter 9 of the Idaho Code. The limits of insurance shall not be deemed a limitation of the covenants to indemnify and save and hold harmless CITY; and if CITY becomes liable for an amount in excess of the insurance limits, herein - provided, CONTRACTOR covenants and agrees to indemnify and save and hold hannless CITY from and for all such losses, claims, actions, or judgments for damages or liability to persons or property. Additionally, CONTRACTOR shall maintain Workers Compensation Insurance, in the statutory limits as required by law. CONTRACTOR shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing CONTRACTOR'S compliance with the requirements of this paragraph and. file such proof of insurance with the CITY. In the event the insurance minimums are changed, CONTRACTOR shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Clerk with a copy to Meridian City Accounting, 33 East Idaho Avenue, Meridian, Idaho 83642. PERSONAL SERVICES AGREEMENT - page I of 6 4. Independent Contractor: In all matters pertaining to this agreement, CONTRACTOR shall be acting as an independent contractor, and neither CONTRACTOR nor any officer, employee or agent of CONTRACTOR 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. 5. Compensation:. CONTRACTOR shall be compensated for personal services pursuant te and specified in attached Exhibit "A." 6. Method of Payment: CONTRACTOR will invoice the City of Meridian Accounting Department at 33 East Idaho Avenue, Meridian, Idaho 83642 directly fer 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 invaices within thirty (30) daysafter.receipt. 7. Notices: Any and all natices required to be given by either of the parties herete, unless .otherwise stated in this agreement, shall be in writing and be deemed cemmunicated when mailed in the United States mail, certified, return receipt requested, addressed as follaws: City of Meridian 33 E. Idaho Avenue Meridian, Idahe83642 Sanitary Services P.O. Bax 626 Meridian, Idaha 83680 Either party may change their address for the purpose of this paragraph by giving written notice of such change te the other in the manner herein pravided. 8. Attorney Fees: Should any litigatian be commenced between the parties . hereta cancerning this Agreement, the prevailing party shall be entitled, in additian ta any ather relief as may be granted, ta court casts and reasanable attarneys' fees as determined by a Court of competent jurisdiction. This previsien shall be deemed te be a separate centract between the parties and shall survive any default, termination or farfeiture of this Agreement. 9. Time is .of the Essence: The parties herete acknowledge and agree that time is strictly of the essence with respect ta each and every term, candition and provision hereof, and that the failure to timely perfarm any PERSONAL SERVICES AGREEMENT - page 2 of 6 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 CONTRACTOR 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 performing the Services required herein, CONTRACTOR 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 ~nspections: 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 CONTRACTOR'S records with respect . to all matters covered by this Agreement. CONTRACTOR 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. 15. Compliance with Laws: In performing the scope of services required hereunder, CONTRACTOR 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 performed hereunder. Such changes, including any increase or decrease in the amount of CONTRACTOR's compensation, which are mutually agreed upon by and between the CITY and CONTRACTOR, shall be incorporated in written amendments to this Agreement. 17. Termination: If, through any cause, CONTRACTOR, its officers, employees, or agents fails to fulfill in a timely and proper manner its PERSONAL SERVICES AGREEMENT - page 3 of 6 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 CONTRACTOR of such termination and specifying the effective date thereof at least fifteen (15) days before the effective date of such termination. CONTRACTOR 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 CONTRACTOR under this Agreement shall, at the option of the CITY, become its property, and CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, CONTRACTOR shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by CONTRACTOR, and the CITY may withhold any payments to CONTRACTOR for the purposes of set-off until such time as the exact amount of damages due the CITY from CONTRACTOR is determined. This provision shall survive the termination of this agreement and shall not relieve CONTRACTOR 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. 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 of Idaho, 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. PERSONAL SERVICES AGREEMENT -page 4 of6 .,.~ CONTRACTOR ~ . -k ' .. ~ - Co. .. BY: Steve Sedlacek CITY OF MERIDIAN BY: TAMMY de WEERD, MAYOR Approved By Council: Attest: WILLIAM G. BERG, JR, CITY CLERK PERSONAL SERVICES AGREEMENT - page 5 of 6 <. EXHIBIT "A" I. SCOPE OF WORK. The CONTRACTOR will provide services and otherwise do all things necessary for or incidental to the performance of work, as set forth below: Assist Public Works Department Staff with development of public relations/education material. Specific work areas include but are not limited to assistance in the following areas: · Development of brochures, informational handouts or flyers for distribution to customers · Website content review (Engineering, Building, Water & Wastewater Divisions) · Development of newsletters · Other public relations/education projects that may arise and as directed by the Public Works Department. . The CITY shall be responsible for any and all bulk printing, pUblication or mailing costs that may arise from distribution of products development under this agreement. II. COMPENSATION AND PAYMENT. CITY shall pay an amount noUo exceed Seven Thousand Five Hundred Dollars ($7,500.00) for the performance of all things necessary for, or incidental to, the performance of work as set forth in the Scope of Work. CONTRACTOR'S compensation for services rendered shall be based on the following rates or in accordance with the following terms: Thirty-five Dollars ($35.00) per hour. CITY shall make no payments in advance or in anticipation of services. to be provided under this Work Contract. The CONTRACTOR shall provide to the CITY monthly billings detailing number of hours spent on individual projects or tasks as listed in Part I above. PERSONAL SERVICES AGREEMENT -page 6of6