Field Services Agreement with Idaho Power for Christmas Tree at Generations Plaza~'~
`P~~INER® Fiel '
d Services A reeme
g nt
An IDACORP Company
Customer Name
and Address: Cit of Meridian Date:
33 E. Broadway Ave., Ste. 206
Meridian, ID 83642
CCIN #:
10/31/12
Customer authorizes Idaho Power Company to provide all materials a ui
specified below (the "Work" . The W ~ q pment, labor and services to complete the Work
ork is governed by this Field Services Agreement and no other un
regarding the Work, unless they are in writin and si ned b both C derstandings
g g y ustomer and the Company, shall apply.
Description of the Work:
Setting of Christmas Tree for the City of Meridian. Customer will be invoiced based upon actual charges at the
completion of the project.
Start Date: 11/07/12
Completion Date: 11/30/12
Compensation (check either Lump Sum Price or Unit Prices
^ Lump Sum Price: ~
Unit Prices (include estimated quantities and estimated amount
~~
Company will invoice customer for all labor, vehicles, equipment, and materials used for this project and Customer
agrees to pay Company in full within thirty (30) days of receipt of invoice.
CUSTOMER
CITY OF MERIDIAN
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Signature o~~ ~
~~ ^~ ~~
~~ °~
City a~
Printed Name ignor ~~ ~~~~~~
~, s~~~o
Title of Signor ~ ~~ ~~~
~~°~f~e T~F~~~~~y
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Date
Original-Customer
COMPANY
IDAHO POWER COMPANY
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Signature
I ._.../.~''~.
Printed Name of Signor
Title of Signor
.~~ / ~
Date
One Copy-Company
IPC Field Services Agreement LGL 117 (7/6/09) Page 1 of 2
FIELD SERVICES AGREEMENT
TERMS AND coNDlTrofvs
INDEPENDENT CONTRACTOR: Company agrees to perform the Work pursuant to the Agreement as an Independent contractor and not as Joint
venturer, partner, subcontractor, agent or employee of Customer. Company reserves the right to determine the method, manner, and means by which
the Work shall be performed.
WARRANTY AND LIMITATION OF LIABILITY: Company warrants to Gustomer that the Work provided hereunderwill be performed by qualified
personnel and consistent with prudent utility practices. Company agrees to correct any deficiencies resulting from Its negligent performance of the Work,
which are discovered and reported to Company within thirty (30}days from the date of completion of the negligent Work.
Notwithstanding any other provisions in this Agreement, including but not limited Co the "Indemnlflcation" proviston set forth herein, in no event shall
Company be liable for the indirect, Incidental, or consequential damages for ant(cipated profits or revenue of Customer and claims by Customer's
customers resulting from power interruptions. Company's total cumulative Ilabillry for claims of any kind, whether based an contract, tort (including
negligence or strict liability), warranty or otherwise, for any loss or damage relating to performance of Work under this Agreement shall not exceed the
total amount due under this Agreement by Customer to Company.
DELAYS: Company shall not be Ilable for delays in performance of the Work due to strike, ftre, unusual weather conditions, riot, act of God, act of public
enemy, acts of Customer, or other siml(ar unforeseeable causes beyond the control and without the fault or negligence of Company. If such delay
causes an increase in the cost of or the time required for the performance of this Agreement, an equitable adjustment in such provisions shall be made
and this Agreement modified it Writing accordingly. Customer reserves the right to bring in outside crews in the case of major delays.
CONFIDENTIAL INFORMATION: Each Party will hold and will cause its officers, employees and other representatives to hold in strict confidence,
unless compelled to disclose by judicial or administrative process (as to which It will g(ve the other Party notice and en opportunity to contest disclosure},
or, in the opinion of ceunsel, by other requirements of law, all documents and information concerning the other Party furnished to it and its
representatives in connection with this Agreement (except to the extent that such information can be shown to have been (i} in the public domain through
no fault of the disclosing Party or its representatives or (ii) later lawfully acquired from other sources, which acquisition can be demonstrated in writing,
unless it or its representatives know (or reasonably should know) that such other sources are not entitled to disclose such information} and will not use
such information or release or disclose such infom7ation to any other person, except as necessary in connection with the performance of this Agreement,
provided that such person will have first been advised of the confidentiality provisions of this Agreement.
NEGOTIATED SETTLEMENT: Except as may be expressly provided elsewhere in this Agreement, any dispute arising out of or in connection with this
Agreement or its performance, including but not limited to its validity, construction, or enforcement shall, to the extent possible, be settled amicably by
negotiation between the Parties represented by management of each party, prior to either party taking legal action. Both Company and Customer agree
to make good faith efforts to resolve any dispute under the Agreement as provided in this paragraph. Negotiations and meetings conducted pursuant to
this paragraph shall be confidential and shall be treated as compromise and settlement discussions not admissible In any legal proceeding involving this
Agreement, in accordance with state and federal Rules of Evidence.
INDEMNIFICATION: Each party agrees to protect, defend, indemnify and hold harmless the other Party, its officers, directors, and employees against
and from any and all liability, costs, and expenses of any nature, including court costs and attorney's fees resulting from suits, damage claims, and other
actions brought by third parties, even if such suits or claims are completely groundless, which arise as a result of Injury to or death of any person or
destruction, by loss or damage to property occurring in connection with or related to, this Agreement, but only to the extent such injury to or death of any
person or destruction, loss or damage to property is not due to the negligence of such other Parry, provided, however that each Party shall be solely
responsible for Gaims of and payment to its employees for injuries occurring in connection with their employment or arising out of any workers
compensation law.
TERMINATION: Either Party may, at Its option, terminate this Agreement, in whale or in part, at any time during performance of and prior to completion
of the Work, whether or not the other Parry is in default, Upon any such termination, Customer shall pay Company for all Work already completed by
Company. In addition, Customer shall reimburse Company the Company's reasonable expenses for winding down the Work, including the cost of any
materials purchased and related to the performance of this Agreement. Company shall deliver to Customer any material purchased under this proviston.
MISCELLANEOUS: Neither Party shall transfer or assign its duties under this Agreement without written consent of the other Party, which consent shall
not be unreasonably withheld. In addition, neither Party shall subcontract any of their duties or obligations under this Agreement to any third party or
entity, other than in the ordinary course of the transferring Parry's business, without the written consent of the other Party. This Agreement shall be
governed by and construed in accordance with the laws of the State of Idaho. During performance under this Agreement, Company agrees to comply
with all applicable equal employment opportunity, small business, and affirmative action laws and regulations to which Company is subject. This
Agreement shah constitute the entire agreement between the Parties regarding the subject matter hereof. No other agreements, representations, or
warranties, oral or written, purportedly agreed to by either Party, shall be deemed to be binding with respect to the subject matter hereof. This
Agreement may only be modified by written agreement duly signed by bosh Parties. Any provision of this Agreement prohibited or rendered
unenforceable by local, state, or federal law shall be ineffective only to the extent of such prohibition or unenforceabiliry without invalidating the
remaining provisions of this Agreement.
IPC Field Services Agreement LGL 117 (7/6/09) Page 2 of 2