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2013-10-22
E IDIA~~ CITY COUNCIL REGULAR IDAHO IUIEETING AGENDA AMENDED AGENDA City Council Chambers 33 East Broadway Avenue Meridian, Idaho Tuesday, Qctober 22, 2013 at 6:00 PM 1. Roll-Galt Attendance X David Zaremba X Brad Hoaglun X Charlie Rountree X Keith Bird X Mayor Tammy de Weerd 2, Pledge of Allegiance 3. Community Invocation by Darrell Taylor with Ten Mile Christian Church 4. Adoption of the Agenda Adopted 5. Consent Agenda Approved A. FP 13-037 Woodburn West Subdivision No. 1 by Northside Management Located North of W, Ustick Road Approximately 1I4 Mile East of N. Linder Road Request: Final Plat Approval Consisting of Fifty-Two {52) Building Lo#s and Ten {10) Commonl0ther Lots on 25.75 Acres of Land in the R-$ Zoning District B. Street Lighting Easement for Maintenance Access on Walmart Property at 795 W. overland Road C. Second Addendum to the Memorandum of Understanding Between The Julius M. Kleiner Memorial Park Trust and the City of Meridian regarding Well Relocation and Water Rights D. Release of Temporary Sanitary Sewer Easemen# for Reflection Ridge Subdivision No. 1 E. Approval of Award of RFQ and Master Agreements for Professional Services and Authorize the Purchasing Manager #o Sign the Non-Financial {Zero Dollar) Master Agreements with the 15 Firms Listed Below in the Following Categories: . Meridian City Council Meeting Agenda -Tuesday, October 22, 2013 Page 1 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation for disabilities related to documents and/or hearing, please contact the City Clerk's Office at 888-4433 at least 48 hours prior to the public meeting. 1C -Water Supply & Distribution Engineering -Water System Modeling (JUB, Keller Associates, Murray Smith & Associates} 2C - Wastewater Collection & Treatment Engineering - Sewer Line Extensions, Pressure Sewers, &Misc Collections Design (Civil Survey, JUB, Murray Smith & Associates} 2E -Wastewater Collection & Treatment Engineering - Sweer System Flow Monitoring; Sewer System Modeling (JUB, Keller Associates, Murray Smith & Associates} 9A -Surveying -Topographic Surveying, Construction Staking, As-Build Surveying, Misc {Civil Survey, JUB, T-O Engineers} 10B -Geographic Information Systems -Enterprise Software and Asset Management Software Support, Water Sewer Modeling Support {JUB, Keller Associates, Resource Data Inc) 6. Community ItemstPresentations A. Neighborhood S#ar Awards B. Presentation of Our Newly Sworn Fire Personnel C. Split Corridor Pedestrian Traffic -Discussion of the Sidewalk Network Near the MainlAda Intersection at the Cross-Over Island 7. Items Moved From Consent Agenda None $. Action Items A. Continued from September 17, 2013: Public Hearing: TEC 13-005 Cavanaugh Subdivision by Trilogy Development, Inc. Located Southeast Corner of S. Meridian Road and E. Victory Road Request: Two (2} Year Time Extension on the Preliminary Plat in Order to Obtain the City Engineer's Signature on a Final Plat Continued to November 6, 2013 9. Department Reports A. Finance Department: Budget Amendment for One Desktop Computer for Part Time Staff for the Not-to-Exceed Amount of $1,600.00 Approved B. Public Works: Budget Amendment for FY2014 in the Amount of $500,000,00 for Ground Reservoir #2 Construction Approved Meridian City Council Meeting Agenda -Tuesday, October 22, 20'f 3 Page 2 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation for disabilities related to documents andlor hearing, please contact the City Clerk's Office at 888-4433 at least 48 hours prior to the public meefing. C. Legal Department; Discussion of Proposed Ordinance Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings and Facilities D. Ordinance No. 13-1580; An Ordinance Amending Title 6, Chapter 3, By and Changing the Title of Chapter 3 From "Misdemeanors" to "Misdemeanors/infractions", Adding Section 6-3-12, Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings andlor Facilities; and Providing an Effective Date Approved 10. Future Meeting Topics 11. Executive Session Per Idaho State Code 67-2345 {1){b){c}(f): {b} To Consider The Evaluation, Dismissal Or Disciplining Of, Or To Hear Complaints Or Charges Brought Against, A Public Officer, Employee, Staff Member Or Individual Agent, Or Public School Student, {c} To Conduct Deliberations Concerning Labor Negotiations Or To Acquire An Interest In Real Property, Which Is Not Owned By A Public Agency, And {f} To Consider And Advise Its Legal Representatives In Pending Litigation Into Executive Session a# 6:45 p.m. Out of Executive Session at 8:13 p.m. Adjourned a# 8:13 p.m. Meridian City Council Meeting Agenda -Tuesday, October 22, 2013 Page 3 of 3 All materials presented at public meetings shall become property of the City of Meridian. Anyone desiring accommodation far disabilities related io documents andlor hearing, please contact the City Clerk's Office at 888-4433 at least 48 hours prior to the public meeting. Meridian City Council October 22, 2013 A meeting of the Meridian City Council was called to order at 6:00 p.m., Tuesday, October 22, 2013, by Mayor Tammy de Weerd. Members Present: Mayor Tammy de Weerd, Brad Hoaglun, Charlie Rountree, David Zaremba, and Keith Bird. Others Present: Bill Nary, Jaycee Holman, Caleb Hood, Kyle Radek, John Overton, Mark Niemeyer, Shelly Houston, Melissa Delaney and Dean Willis. Item 1: Roll-call Attendance: Roll call. X David Zaremba X Brad Hoaglun X Charlie Rountree X Keith Bird X Mayor Tammy de Weerd De Weerd: Well, I would like to welcome everyone here to our City Council meeting. It's always nice to see a good group of citizens in our crowd and it's -- that's not why you were invited, to fill our room, but we do appreciate you being here. So, welcome. For the record it is Tuesday, October 22nd. It is 6:00 p.m. We will start with roll call attendance, Madam Clerk.. Item 2: Pledge of Allegiance De Weerd: Item No. 2 is the Pledge of Allegiance and tonight we have Shelly Houston that's going to bring some of the kids in our audience forward to lead us in the pledge. So, if you will all rise and join us. (Pledge of Allegiance recited.) De Weerd: And so to those brave souls, our kids that helped to lead us today, we do have a City of Meridian pin that we hope you will take home and treasure. So, Shelly will get those to you. Item 3: Community Invocation by De Weerd: Okay. Item No. 3 is our invocation. Is Darrell here tonight? I don't see him. Bird: I didn't see him come in. Item 4: Adoption of the Agenda De Weerd: Okay. We will go ahead and move onto Item No. 4, adoption of the agenda. Meridian City Council October 22, 2013 Page 2 of 17 Hoaglun: Madam Mayor? De Weerd: Mr. Hoaglun. Hoaglun: On tonight's agenda, Item 8-A, the applicant has requested a continuance to November 6th of 2013. Under Item 9-B that ordinance number is 13-1580. So, Madam Mayor, I would move adoption of the amended agenda. Rountree: Second. De Weerd: I have a motion and a second to adopt the agenda as amended. All those in favor say aye. All ayes. Motion carried. MOTION CARRIED: ALL AYES. Item 5: Consent Agenda A. FP 13-037 Woodburn West Subdivision No. 1 by Northside Management Located North of W. Ustick Road Approximately 1/4 Mile East of N. Linder Road Request: Final Plat Approval Consisting of Fifty-Two (52) Building Lots and Ten (10) Common/Other Lots on 25.75 Acres of Land in the R-8 Zoning District B. Street Lighting Easement for Maintenance Access on Walmart Property at 795 W. Overland Road C. Second Addendum to the Memorandum of Understanding Between The Julius M. Kleiner Memorial Park Trust and the City of Meridian regarding Well Relocation and Water Rights D. Release of Temporary Sanitary Sewer Easement for Reflection Ridge Subdivision No. 1 E. Approval of Award of RFQ and Master Agreements for Professional Services and Authorize the Purchasing Manager to Sign the Non-Financial (Zero Dollar) Master Agreements with the 15 Firms Listed Below in the Following Categories: 1C -Water Supply & Distribution Engineering -Water System Modeling (JUB, Keller Associates, Murray Smith & Associates) 2C -Wastewater Collection & Treatment Engineering -Sewer Line Extensions, Pressure Sewers, & Misc Collections Design (Civil Survey, JUB, Murray Smith & Associates) Meridian City Council October 22, 2013 Page 3 of 17 2E -Wastewater Collection ~ Treatment Engineering - Sweer System Flow Monitoring; Sewer System Modeling (JUB, Keller Associates, Murray Smith & Associates) 9A -Surveying -Topographic Surveying, Construction Staking, As-Build Surveying, Misc (Civil Survey, JUB, T-O Engineers) 'IOB -Geographic Information Systems -Enterprise Software and Asset Management Software Support, Water Sewer Modeling Support (JUB, Keller Associates, Resource Data Inc) De Weerd: Item 5 is our Consent Agenda. Hoaglun: Madam Mayor? De Weerd: Mr. Hoaglun. Hoaglun: There are no changes to our Consent Agenda, so I move approval of the Consent Agenda and the Mayor to sign and Clerk to attest. Rountree: Second. De Weerd: I have a motion and a second to approve the Consent Agenda. Madam Clerk, will you call roll. Roll Call: Bird, yea; Rountree, yea; Zaremba, yea; Hoaglun, yea. De Weerd: All ayes. Motion carried. MOTION CARRIED: ALL AYES. Item 6: Community Items/Presentations A. Neighborhood Star Awards De Weerd: Under our community presentations -- I'm going to move down to the podium. Tonight we are really pleased to be able to recognize some very important people. These are people who quietly make our neighborhoods great places to live and so annually we have an opportunity to recognize -- some of these are unsung heroes that don't want recognition, they are doing it because they love their neighbors and they have a heart to care for others. The Neighborhood Stars award is a presentation that we are doing tonight and it does recognize Meridian residents who are exceptionally committed to reaching out and serving their neighborhoods, preserving, maintaining and improving the quality of life and the safety in those neighborhoods and blocks that they live. In preparing to present these annual Neighborhood Star awards we ask you, our Meridian City Council October 22, 2013 Page 4 of 17 citizens, neighbors, to look into their neighborhoods and say do you have a family member, friend, neighbor or nearby business who shines brightly by making significant contributions to improving the quality of life or safety of those on your street or in your neighborhood. An adult, a youth, a senior, who has helped enhance your neighborhood by performing an especially good deed or providing a service that you feel deserves special recognition. We are very pleased with the response that we got and we have asked both the nominators and those that they asked to be recognized to all be here in attendance tonight, because we know that without the nominators we would have never heard some of the amazing stories that you will hear tonight and we will get started on that. I'm going to ask Shelly and -- Shelly is in my office and the Melissa is our crime prevention specialist out of our police department -- to read descriptions on each of those that are being nominated and we will present you with a certificate. But more so the certificate is just a token that we give you to thank you for what you're doing in your neighborhoods. But sincerely on behalf of myself and the City Council and all of our city employees, you make our lives easier by improving the safety and the quality of life in your neighborhoods. You do make this a premier place to live, work, and raise a family. So, heartfelt thanks to all of you. Houston: Don and Judy Menger. Would you, please, join us. Yes. They were nominated by Michelle Rickro. Do you want to come up, too. No, she does not. That's the spirit. Come on. The Mengers -- or Mr. Don and Mrs. Judy as some neighbors call them -- do countless favors for their neighbors, whether loaning missing cooking ingredients or spraying neighborhood ant piles, it's said they are always thinking of others. Some families liken them to adoptive parents or grandparents, always showing great interest in the accomplishments of neighborhood children. Since Don's retirement both Mr. Don and Mrs. Judy have been active volunteers at the Meridian library, especially helping out with the summer reading program. They both also play a big part in the neighborhood watch program, helping keep nearby streets and neighborhoods safe. Don and Judy Menger. De Weerd: I'm just going read to you what we have on the certificate and this will be presented to all of our awardees. In recognition of your exceptional commitment to preserving, maintaining and improving the quality of life and safety in your neighborhood and our community and certainly it is signed with great honor. Delaney: Our next awardee is Carol Ogg, who was nominated by Marv Hagadorn. If you could both come up. Carol and her husband Ken are active in their church, creating and running educational programs for the needy. She works weekly at the Meridian Food Bank and was a dedicated volunteer at the animal shelter -- Meridian animal shelter. Prior to its passing Carol took her dog Belle to the Meridian Senior Center each week to share love and dog kisses with the seniors there. Carol is always helping out neighbors by watching and loving on their dogs. When people travel picking up mail and watching out for inappropriate activity in Seasons Park. All the neighborhood dogs know Carol has a treat in her pocket as she walks along. Besides all of her community involvement Carol stays fit by walking 10,000 steps per day. She certainly sets a high standard for others to emulate. Meridian City Council October 22, 2013 Page 5 of 17 Houston: Do we have representatives from the Tuscany HOA present? No shy ones. Come on. Is Ann Marie Baird present? Oh, hi. I'm sorry. She was kind enough to nominate the Tuscany HOA, which stands for homeowners association. So, Ann Marie, someone who manages a great number of neighborhood associations throughout the Treasure Valley, nominated the Tuscany HOA for the Neighborhood Star award. She describes Tuscany as one of the most inviting and generous neighborhoods she's ever had the pleasure of working with. Tuscany residents hold an annual door-to-door food drive, then, they meet at Renaissance Park where they hold a pancake feed and sort their food. Over the years Tuscany has held fundraisers for many other charitable organizations, such as those benefitting refugees and children's diseases. The association has helped Sienna K through 8 Magnet School share information between the school and residents and even helped with maintenance and beautification projects to keep the school grounds looking nice. Tuscany residents also support each other. They come together in times of need when loved ones are passed or when residents are sick or become disabled. They have taken care of foreclosed properties, shared the bounty from their community gardens and bought school supplies for a family who lost its belongings to fire. They are a model HOA, which deserves to be recognized for working so well. Delaney: The next awardees are Roger and Mary Noble, who I know. Right there. And nominated by Valerie James. Roger and Mary Noble have proactively taken care of their Raven Hill neighborhood for many years. They are the kind of people that glue neighborhoods together. Roger has served on the HOA board many times, collecting dues, paying bills, making sure the sprinklers are set right in the common areas, getting the grass mowed and the fence stained and trees trimmed. He will pick up trash down the street, take kids on four wheeler rides, help any neighborhood, in need, and will step up when our neighborhood needs to get things improved. For many years they set up a haunted house in their garage asking for donations for the Food Bank. Or to oversee the military gift packs. Mary has assisted this effort and volunteered for many things. Notably she's organized her first neighborhood watch working countless hours setting it up, mapping the neighborhood, finding volunteers to be block captains, hanging signs and keeping people informed. She has been the impetus at getting neighbors together for National Night Out every year. They have been steadfastly loyal to the neighborhood and never once waivered in their commitment to people and community. They also have great roses. Houston: Ron and Sonya Hope, could you come forward, please. And is Michael White present this evening? Okay. He wanted to be here, but he's had another engagement. Ron and Sonya Hope have been very active in the subdivision and community. Ron has served on the Edinburgh HOA board and volunteered for committees in all kinds of ways and capacities. He frequently invites any and all young children to his home near the subdivision's park to participate in fun and enriching activities. They have made airplanes, kites, bird houses and more. They kid all know the Hopes as caring people. They know that their home is a safe place at anytime. You will always find Sonya and Meridian City Council October 22, 2013 Page 6 of 17 Ron taking good care their home, their yard, and the subdivision. They make living in Edinburgh and Meridian better absolutely every day. Delaney: Okay. This is a pack of women who I know very well. They are from Tully Cove. And so I would like to have Roxanne Corsi, Diane Pride, Susan Lepore, and Arlene Baldwin who nominated them. Two other of the women of this pack were unable to come, Jody Gossett and Donna Olson. Please step forward. They know how to get things done. That's what I would say. The neighborhood watch captains of Tully Cove do an excellent job keeping their neighborhood safe, educated, and connected. Roxanne Carsi, Diane Pride, Susan Lepore, Judy Gossett and Donna Olson faithfully attend neighborhood meetings, participate in special events and help promote the goals and spirit of the neighborhood watch. In addition to communicating with homeowners, they also do an excellent job of engaging renters in order to instill in them a sense of pride in the neighborhood. That's great. Houston: Could Travis and Brenda Hansen please join us, as well as Diana Green. Paul, you come up here, too. She looks funny by herself. You're such a match set. Travis and Brenda Hansen are said to always be there when anyone needs assistance in their downtown Meridian neighborhood. At the beginning of irrigation season Travis was behind a fence hunting for a missing cat beloved by his five little children when he recognized that a neighbor was having difficulties starting his pump. He immediately stepped in and stayed until everything was working properly. Brenda is very active at Meridian Elementary School. She's a woman who listens with her whole heart and open face and gives great hugs, too. Whatever family in the neighborhood is in need Travis and Brenda are always the first to step up to try to make things better. Houston: Before we move on to the final award of the evening -- yes, you can stay. There were two award winners that were unable to join us tonight. Stan and Suzie Young who live in Baldwin Park, as well as George and Fran Olsy of Lochsa Falls, they will be honored at another time. They were unable to make it this evening. Now we will move to our final award of the evening and after that our special guests that were here just for the award, you're going to be free to leave and enjoy more refreshments or just to head home safely. So, thank you for joining us. Here is our last award. You're welcome to stay. Did you bring some No Doze? Okay. I'm just saying. I just call it like it is. Okay. Do you want me to read this one or do you want to? De Weerd: I would like to. Okay. Paul and Diana were nominated by my office and this was a complete surprise to them, but let me -- let me share what we think of the Greens. When it comes to good neighbors, God broke the mold after he made Paul and Diana Green. Paul and Diana are regular fixtures in downtown Meridian and at community events of all types and sizes. Despite losing their home and having to move to a new home to accommodate the split corridor road construction project, Paul and Diana weathered the move with incredible grace and good spirits. In fact, they attended every single community update meeting that was held to update the neighbors and nearby merchants about the enormous progress of this project, sharing the information with others in their neighborhood. Paul and Diana support downtown Meridian with their Meridian City Council October 22, 2013 Page 7 of 17 whole heart. They attend grand openings and ribbon cuttings, celebrate events and Boys and Girls Club, Meridian Elementary School, Meridian City Hall and they maintain close contact with their neighbors and help -- to help insure a safe and friendly atmosphere for their neighborhood. These two were incredible during a very difficult road construction project and they kept a smile and a good attitude the entire time. So, it's with great pleasure, honor and pride that I present this to the Greens. Presentation of ®ur Newly Sworn Fire Personnel De Weerd: So, Item 6-B is a presentation of our newly sworn fire personnel and I will ask the chief to come forward. Niemeyer: Madam Mayor, Members of the Council, thank you. Before we get started would like to invite Verlyn Brower and his wife Carla to come down to the podium. Oh, got a rock star already here. Madam Mayor, Members of the Council, as you know, you have heard me say several times that where we could find areas of cooperation and collaboration we are going to seek that out, hunt it out, and find it. We have done that with our response policies and breaking down some of those walls and barriers. We have done it other areas, such as EMS and the joint powers agreement. The other area that Chief Doan and Chief Winkle and I from Boise and Eagle fire got together and talked about was a recruit academy in bringing folks together early on. We note that these men and women have to work together out in the field at some point, so instead of waiting for day 101, let's pick day one and we did that. I do want thank real quick division chief of training Kevin Fedrizzi. This academy -- recruit academy was held at Boise fire, but certainly Chief Fedrizzi had a big part of that in making that happen. So, to you and your staff, chief, thank you very much. Verlyn Brower, as you know, has been with our department as a reserve and also as our department chaplain. With that, when we opened up the testing he had to test like everybody else. He had to go through the rigors of a written test and the CPAT and the oral interviews and sweating in front of a bunch of chiefs with suits and all kinds of good stuff and Verlyn did really well and we were very happy to give him a job and offer him that job, but, then, the real big test started and that was the recruit academy and as you know those recruit academies are not easy and it is with great pleasure that Verlyn completed that recruit academy. This is actually his second swearing in. He got sworn in on Friday. But we wanted to do it twice just to make sure he understands where he's at and that he's here in Meridian. Verlyn and Carla have a great philanthropic mind, they give back to the community, they give back to their children. What he brings in trust and honor and compassion and integrity is exactly what we are looking for in every single person we hire here in the fire department. He's a great representation of what we hire. So, with that we are going to say the oath and do the badge pinning. So, Mayor, I'm going to hand you the badge to hold. Verlyn, if you would raise your right hand. Repeat after me. I, Verlyn Brower, do hereby declare that I will support the Constitution of the United States and the state of Idaho and that I will faithfully discharge my duties as a firefighter for the Meridian Fire Department and to the citizens of Meridian to the best of my ability. I promise to protect and enhance our community through professionalism and Meridian City Council October 22, 2013 Page 8 of 17 compassion in accordance with the Meridian Fire Department's guiding principles and policies. (Repeated by Verlyn Brower.) Niemeyer: Congratulations. Carla, this is your one opportunity. You know that. Mayor and Council, let me present to you Verlyn Brower, newest member of the Meridian Fire Department. The microphone is yours, sir, if you would like to say a few words. You're good? Man of few words. Hoaglun: As Madam Mayor comes forward, Verlyn, we want to welcome you. You have been a very important part of this city to this time and now to have you as on board as one of our firefighters we are really pleased with that and we just know we will continue to have great service from you and everyone else that's part of the department. We are really proud of our firefighters and the folks that oversee that and we know you're joining the best in the state. So, welcome. De Weerd: And, Verlyn, I will just add, you know, it was -- it was certainly a pleasure to see you get pinned both times, but you have given lot to the department already. We just look forward to continuing that service and I know at the service on Friday they talked about an acronym PRIDE, which means Professionalism, Respect, Integrity, Dedication and Excellence. I think that the bar has been set high by the group that just graduated and I know that you will step up to every one of those character traits. You have already showed them. We are thrilled to have you part of an already great family. So, congratulations and thank you, Carla, for -- for your support through this. I did understand that you were given a hard time during your recruit academy, but you showed -- you showed the younger guys a thing or two; right? So, congratulations. C. Split Corridor Pedestrian Traffic _ Discussion of the Sidewalk Network Near the Main/Ada Intersection at the Cross-®ver Island De Weerd: Okay. Item 6-C is a discussion on our split corridor and I will turn this over to Caleb. Hood: Thank you, Madam Mayor, Members of the Council. The -- as you know the split corridor has been open for a little over a month now and a couple of weeks ago, as the Arts Commission was presenting their recommendation for the piece part that would go in the triangular -- the cross-over triangle. I don't have a real good term or a name for that area. It's the area that the city is currently looking to landscape and install a piece of art. It came up that a concern from a few citizens that were trying to walk in this area would -- were concerned again that there weren't any sidewalks going to or through that -- that triangular piece that you see on the screen now. So, just after that meeting I did engage with ACRD staff. Brought to their attention -- I believe Ryan had it here that night of that meeting, said, hey, can you guys look into this. I also talked with the project manager to refresh my memory a little bit as this was going through the Meridian City Council October 22, 2013 Page 9 of 17 design process, what did we talk about, what -- can you refresh my memory on why sidewalks don't go all the way around this. I do recall having some of those discussions. Basically there is a concern of a couple -- that pedestrians would get trapped in there. Essentially there is no good way to get to or from depending on how you're trying to get there and that the cross-over -- the two lane cross-over northbound we really were trying to encourage vehicles to use that area and at a higher speed and so to put a crosswalk right there that's around a curve and as speeds are getting higher from what they were further to the south, just wasn't a good idea to encourage pedestrians in this area. So, I talked with, again, various members of ACHD. Ryan Head is here tonight. They have communicated amongst themselves and he's here to explain some of that evaluation process and their recommendation based on our request for -- for that evaluation. So, with that, Madam Mayor, unless you have any questions of me at this point, I will turn it over to Ryan. De Weerd: No. We might have questions afterwards. Hi, Ryan. Head: Hi. De Weerd: If you will, please, state your name and address for the record. Head: Ryan Head. 3775 Adams Street, Garden City. Ada County Highway District. I'm feeling a little bit -- after the presentations that have been given -- not quite as popular and I'm not sure I'm going to be, but I appreciate the opportunity to -- to respond to the request that has been made. We have looked at this and in general to sum up -- and Iwill give the points as to why -- it is the feeling of ACHD that it's not appropriate to provide additional pedestrian crossings at this time to or from the triangle and, really, in looking at this we have -- we have considered some of the things that Caleb has already mentioned. First and foremost in the development of the split corridor it was done in partnership with the city and we really tried to evaluate and identify some of these issues ahead of time and this is a pedestrian attractor destination was not really in that picture. The triangle does -- as you can see have pedestrian access to it in the north -- northeast corner and it's the feeling of ACHD is that this is where pedestrian activity to and from should be encouraged. There is short crossings, which are most ideal for pedestrians and it would allow access to it. It also has areas which are lower in speed and volume, which are safer for pedestrians. We did do some -- we did take your request seriously and went out and did some pedestrian counts just to see what the activity is there. What we saw was from the hours that -- we looked at a couple different times. From the hours of 12:00 to 1:00 we saw one pedestrian go -- enter and exiting the triangle. From the time of 4:00 to 6:00 we saw four. They came in pairs. So, really, what we are seeing is there is not a high level of pedestrian activity. Additionally, the gaps in the traffic there for those who would still continue to use it are sufficient that it would still allow someone to cross safely, as long as they waited for those -- for those gaps to come. If pedestrian activity were to increase in this area through development, currently there are -- there are minimal amounts of attractors in particular to the west for pedestrians and that could currently use the existing crossing. We would most definitely consider the city's request for reconsideration of this. But, however, it is at this time that Meridian City Council October 22, 2013 Page 10 of 17 we do not feel that it is appropriate for additional crossings and I'd stand for any of your questions. De Weerd: Thank you, Ryan. Council, any questions? Bird: I have none, Mayor. De Weerd: Okay. Rountree: I have none. De Weerd: Okay. Thank you. Head: Thank you. De Weerd: I think as downtown develops and it does become a destination and a place that people do want to get out of their cars and walk we can visit it at that time and appreciate ACRD keeping that conversation and that door open. So, thank you, Ryan. Anything you want to add, Caleb? Hood: Madam Mayor, just one quick thing. I do want to -- just to that end, we have been in discussions involving not just ACRD, but our Parks Department on potentially if sidewalks ever do go in here this is the landscape plan that's going in there and we think with very little disruption to what's going to be installed, sidewalk crossing ramps could be put in with the landscape plan and the art that's planned. So, we are keeping that door open or the conversation going, if you will, and I don't think we are setting ourselves up for -- if ever it is warranted to do that with, again, very little disruption to the investment that's going to be made in the landscaping and art that's going to go in. so, I wanted to point that out. De Weerd: Okay. Thank you so much. Okay. Hoaglun: Madam Mayor, just a comment. Appreciate that, Caleb, what you guys did looking at that and, yeah, there is access to it and looking at how those cars pass by it -- Ithink ACRD has the right -- made the right assessment on that and -- and for now. Who knows what it's going to be ten years from now. Things may change and, then, we can take another look at it again. So, just appreciate everyone's time and effort in relooking at that, so thank you. Item 7: Items il~oved From Consent Agenda De Weerd: Okay. There were no items moved from the Consent Agenda. Item 8: Action Items Meridian City Council October 22, 2013 Page 11 of 17 ~,. Continued from September 17, 2013: Public Hearing: TEC 13- 005 Cavanaugh Subdivision by Trilogy Development, Inc. Located Southeast Corner of S. Meridian Road and E. Victory Road Request: Two (2) Year Time Extension on the Preliminary Plat in Order to Obtain the City Engineer's Signature on a Final Plat De Weerd: And Item 8-A is continued from September 17th and has asked another continuance to November 6th. Council, do I have a request or a motion? Bird: Madam Mayor? De Weerd: Mr. Bird. Bird: I move we continue public hearing TEC 13-005 to November 6, 2013. Hoaglun: Second. De Weerd: I have a motion and a second to continue this item to November 6th, 2013. All those in favor say aye. All ayes. Motion carried. MOTION CARRIED: ALL AYES. Item 9: Department Reports ~-. Finance Department: Budget Amendment for One Desktop Computer for Part Time Staff for the IVot-to-Exceed Amount of $1,600 De Weerd: Item 9-A under Department Reports is our Finance Department. Our Finance Department, yeah, I don't see anyone here to present this, so should we ,turn it down. Oh, there he is. Hood: There is a delay on the screen, so Todd was probably waiting for his turn. Hoaglun: We have a five second delay -- De Weerd: There he is. We Were getting ready to deny this budget amendment, but -- Zaremba: Well, actually, I was getting ready to explain that it's supported, but if Todd -- Todd's here. De Weerd: Todd, come on up. Meridian City Council October 22, 2013 Page 12 of 17 Lavoie: Well, I apologize for that, Madam Mayor, Members of the Council. I stand here to answer any questions about the 1,600 dollar amendment that the Finance Department was proposing for one computer for our part-time staff. De Weerd: You know, since you're the Finance Department and your asking for a budget amendment, there are all kinds of things we could say. But, Council, I would ask do you have any questions for Todd? Rountree: I have none. Hoaglun: Well, Madam Mayor, you know how many times they said no to other departments setting budgets. You can't believe how many people ask me about turning this down, you know, but we won't. Bird: Madam Mayor. Three weeks into the new year and they are asking for a budget amendment already? And they moan and groan about everybody else. De Weerd: I can't. Raising the bar high; right? Zaremba: Madam Mayor? De Weerd: Mr. Zaremba. Zaremba: In their defense I would say if we turn this down they would have apart-time person sitting at a desk twiddling thumbs with nothing to do and nothing to do it on and part of our job is to supply them with the tools they need to do their job. De Weerd: I'm sure we have a computer that's retiring they could probably use. Bird: There is one sitting right there. De Weerd: Okay. Do I have a motion or any further questions? Zaremba: Madam Mayor? Rountree: Thank you, Todd, for doing your job. Zaremba: Thank you. Madam Mayor? De Weerd: Mr. Zaremba. Zaremba: I move we approve the budget amendment for one desktop computer for part-time staff to the not to exceed amount of 1,600 dollars. Rountree: Second. Meridian City Council October 22, 2013 Page 13 of 17 De Weerd: I have a motion and a second. Any discussion? Bird: I have none. De Weerd: Madam Clerk, will you call roll. Roll Call: Bird, yea; Rountree, yea; Zaremba, yea; Hoaglun, yea. De Weerd: I think we had all ayes. And thank you, Todd. MOTION CARRIED: ALL AYES. Public Works: budget Amendment for FY20~4 in the Amount of $500,000.00 for Ground Reservoir 2 Construction De Weerd: Okay. 9-B is under our Public Works Department. I will turn this over to Kyle. Radek: Madam Mayor, Council Members, the Public Works Department is presenting a budget amendment for 500,000 dollars for ground reservoir number two construction. We bid this project out at the end of September and found that our engineer estimates were a little low and we were able to get the construction contract going, but we have the commitment of design changes, reimbursement agreement, materials testing and a generator that we could not afford with the current budget. So, the generator was taken out as an alternate, but we can put that back in after we get our budget amendment -- assuming we get our budget amendment. But that's what we were requesting. After all those limits, that leaves about 85,000 dollars left as a small contingency on this construction project. With that I will stand for any questions. De Weerd: Thank you, Kyle. Any questions from Council? Rountree: I have none. Madam Mayor? De Weerd: Mr. Rountree. Rountree: I move that we approve Item 9-B, budget amendment for an amount not to exceed 500,000 dollars. Zaremba: Second. De Weerd: I have a motion and a second to approve Item 9-B. If there is no discussion, Madam Clerk, will you, please, call roll. Roll Call: Bird, yea; Rountree, yea; Zaremba, yea; Hoaglun, yea. De Weerd: All ayes. Motion carried. Meridian City Council October 22, 2013 Page 14 of 17 MOTION CARRIED: ALL AYES. C. Legal Department: Discussion of Proposed Ordinance Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings and Facilities De Weerd: Item 9-C is under our Legal Department. I will turn this over to Mr. Nary. Nary: Thank you, Madam Mayor, Members of the Council. Last week you recall we passed a policy related to e-cigarettes with employees use during work hours. Previously you passed a new ordinance for the parks to change to -- and add e- cigarettes and the vapor units, whatever they are called, to the parks code. We already have prohibited park -- smoking or ingesting tobacco -- or smoking in the parks. Last year the state legislature created a new code provision that prevents the sale of e- cigarettes or a like product to minors, but they didn't amend the State Clean Indoor Air Act, which prohibits smoking inside buildings and so we felt it was appropriate and consistent with the actions you had already taken to make sure in the City of Meridian that the use of those products would be prohibited in the buildings just like smoking products are. Same thing in the parks. So, we felt for consistent sake, since the state hasn't amended the state act yet, that we should amend our city code to make sure that the same behavior isn't allowed in the city buildings or city facilities until the state catches up with it. You have the ordinance in front of you. Part of the reason we put it on tonight and asked you to consider accelerating it is because you have a two week -- you have a two week gap before you meet again. So, it's up to you, if you'd like to approve it tonight you can, because you won't meet again until November 6th. If you don't want to approve it tonight you don't have to, but I wanted to bring it to our attention that there was a little window gap here that we wanted to fill, too. De Weerd: Council, any questions for Mr. Nary? Bird: I have none. Rountree: Madam Mayor? De Weerd: Mr. Rountree. Rountree: Does the term facilities include vehicles? Nary: No. Facilities are not defined as vehicles. They are already prohibited in city vehicles now. Rountree: Okay. De Weerd: Yeah. This is just a clean up and make consistent to the intent of City Council. Meridian City Council October 22, 2013 Page 15 of 17 Rountree: Okay. D. Ordinance IVo. : An Ordinance Amending Title 6, Chapter 3, By and Changing the Title of Chapter 3 From "Misdemeanors" to "Misdemeanors/Infractions", Adding Section 6-3-12, Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings and/or Facilities; and Providing an Effective Date De Weerd: Okay. Madam Clerk, will you, please, read Ordinance 13-1580 by title only. Holman: Thank you, Madam Mayor. City of Meridian Ordinance No. 13-1580. An ordinance amending Title 6, Chapter 3, by changing title of Chapter 3 from misdemeanors to misdemeanors-infractions, adding Section 6-3-12 regarding the use of tobacco products and electronic cigarettes in city buildings and/or city facilities and providing an effective date. De Weerd: You have heard the reading of this ordinance. Is there anyone who would like to hear it read in its entirety? I thank everyone for not raising your hand. Zaremba: Madam Mayor? De Weerd: Mr. Zaremba. Zaremba: I move we approve Ordinance 13-1580 with suspension of rules. Rountree: Second. De Weerd: I have a motion and a second to approve Item 9-D. Any discussion on this item? Madam Clerk, will you call roll. Roll Call: Bird, yea; Rountree, yea; Zaremba, yea; Hoaglun, yea. De Weerd: All ayes. Motion carried. MOTION CARRIED: ALL AYES. Item 10: Future Meeting Topics De Weerd: Council, under Item 10 are there any topics for future meeting agendas? Zaremba: Madam Mayor? De Weerd: Mr. Zaremba. Meridian City Council October 22, 2013 Page 16 of 17 Zaremba: This is not a topic necessarily, but we have mentioned a couple times that the next meeting is on November 6th, which if anybody is paying attention is a Wednesday and I would like to point out to those that are listening or care that that is correct, our next meeting is on a Wednesday, because the Tuesday is election day and we hope you all vote, but we don't hold a meeting on election day. So, the 6th is correct. Item 11: Executive Session Per Idaho State Code 67-2345 (1)(b)(c)(f): (b) To Consider The Evaluation, Dismissal Or Disciplining Of, Or To Flear Complaints Or Charges Erought Against, A Public Officer, Employee, Staff IVlember Or Individual Agent, Or Public School Student, (c) To Conduct Deliberations Concerning Labor Negotiations Or To Acquire An Interest In Real Property, V-/hich Is Not Owned Ey A Public Agency, And (f) To Consider And Advise Its Legal Representatives In Pending Litigation De Weerd: Okay. Thank you Session. Do I have a motion? Bird: Madam Mayor? De Weerd: Mr. Bird. Appreciate that clarification. Item 11 is Executive Bird: I move we go into Executive Session as par Idaho State Code 67-2345(1)(b), (1)(c), and (1)(f). Hoaglun: Second. De Weerd: I have a motion and a second to adjourn into Executive Session. Madam Clerk, will you, please, call roll. Roll Call: Bird, yea; Rountree, yea; Zaremba, yea; Hoaglun, yea. De Weerd: All ayes. Motion carried. MOTION CARRIED: ALL AYES. EXECUTIVE SESSION: (6:50 p.m. to 7:00 p.m.) De Weerd: I will entertain a motion to come out of Executive Session. Rountree: So moved. Bird: Second. De Weerd: All those in favor say aye. All ayes. Motion carried. Meridian City Council October 22, 2013 Page 17 of 17 MOTION CARRIED: ALL AYES. De Weerd: Do I have a motion to adjourn? Rountree: So moved. Bird: Second. De Weerd: All those in favor? All ayes. MOTION CARRIED: ALL AYES. MEETING ADJOURNED AT P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) MAYOR TAMMY DE WEERD ATTEST: / /_ DATE APPROVED JAYCEE HOLMAN, CITY Meridian City Council October 22, 2013 Page 17 of 17 MOTION CARRIED: ALL AYES. De Weerd: Do I have a motion to adjourn? Rountree: So moved. Bird: Second. De Weerd: All those in favor? All ayes. MOTION CARRIED: ALL AYES. MEETING ADJOURNED AT P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) MAYOR MY DE WEERD DATE APPROVED ATTEST: ~, . ,, ~; ~. - I - ~ ~~ -~~w a~~~ 2 rf Meridian City Council Meeting DATE: October 22, 2013 ITEM NUMBER: PROJECT NUMBER: FP 13-037 ITEM TITLE: Woodburn West Subdivision FP 13-037 Woodburn West Subdivision No. 1 by Northside Management Located North of W. Ustick Road Approximately 114 Mile East of N. Linder Road Request: Final Plat Approval Consisting of Fifty-Two {52} Building Lots and Ten { 10} Common/Other Lots on 25.75 Acres of Land in the R-8 Zoning District MEETING NOTES L / ~~ Community ItemlPresentations Presenter Contact Info.lNotes CLERKS OFFICE FINAL ACTION BATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian City Caunci~ Meeting QATE: October 22, 2Q13 ITEM NUMBER: PROJECT NUMBER: ITEM TITLE: Street Lighting Easement - Walmart Property Street Lighting basement for Maintenance Access on Walmart Property at 795 W. Overland Road MEETING NOTES ~/i APPROYEU Community Item/Presentations Presenter Contact Info.INotes CLERKS 4FFtCE FINAL ACTIQN DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TQ APPLICANT NOTES INITIALS ~~i~E IDIAN~- P'ublic ~ D A H O Works Department Mayor Tammy de Weerd CiEq CoMecil Mam6er:~ KeiEh Bird Brad Hoaglun Charles Rountree David Zaremba TO: Mayor Tammy de Weerd Members of City Council FROM: Austin Petersen, EIT -Transportation and Utility Coordinator DATE: October 9, 2013 SUBJECT: STREET LIGHTING EASEMENT FOR MAINTENANCE ACCESS ON WALMART PROPERTY AT 795 W. OVERLAND ROAD ACTION A'. Move to: maintenance l . Approve the attached Street Lighting Easement 2. Authorize the Mayor to sign the easement. II. III. N, DEPARTMENT CONTACT PERSONS Austin Petersen, Transportation and Utility Coordinator 489-0352 Warren Stewart, PW Engineering Manager 489-0350 Torn Barry, Director of Public Works 489-0372 DESCRIPTION A, Background Wahnart has constructed a new store at the intersection of Overland and Stoddard Road. During construction they installed streetlights along both Overland and Stoddard roads in accordance with City of Meridian Street Lighting Improvement Standards. However, these lights are not located within ACRD or City of Meridian right of way. In order for the City to maintain the lights, the attached easement has been agreed upon. IMPACT A. Strategic Impact: The ability to install and maintain street lighting is an important component of the City's mission to continue being a safe, attractive, and inviting community. Page I of 2 B, Seryice/Delivery Impact: By having access to the streetlights on Walmart's property, the city will be able to ensure the lights continue illuminating the underlying streets at night. C. FiscalImpact: There is no cost associated with this easement. V. TIME CONSTRAINTS Execution of the attached agreement is required to ensure any required maintenance on these lights wil l be conducted without delay. VI. LIST OF ATTACI3MENTS r^ Street Lighting Easement (3 op~'es) ~ ' Approved for Council Agenda: ~ `~.~-~ c' - ~ 3 Dat Page2af2 ADA COUNTY RECORDER Christopher D. Rich AMOUNT ,00 I 801SE IDAH010123(13 10:10 AM DEPUTY Bannie0berbillig ~I~ I~IIIII~II"`f ~~I'~~I~~~~~I'I~lill RECORDED-REQUEST OF 11~117~~8 Meridian City Meridian (S). ID #3093-00 STREET LIGHTING EASEMENT THIS INDENTURE, made this ~~ day of ~~,Y z0i3 between Wal-Mart Rea[ Estate Business Trust, a Delaware statutory trust, the parties of the first part, and hereinafter called the Grantors, and the City of Meridian, Ada County, Idaho, the party of the second part, and hereinafter cal led the Grantee; WITNESSETH: WHEREAS, the Grantors desire to provide a street lighting system right-of-way across the premises and property hereinafter particularly bounded and described; and WHEREAS, the adjacent public road right-of-way does not contain sufficient space to construct the street lighting system fully within said right-of--way; and WHEREAS, the street lighting and associated conduits are to be constructed by others; and WHEREAS, it will be necessary to maintain and service said street lighting system from time to time by the Grantee; NOW, THEREFORE, in consideration of the benefits to be received by the Grantors, and other C good and valuable consideration, the Grantors c!o hereby give, grant and convey unto the Grantee the right-of--way for anon-exclusive easement for the construction, operation, maintenance, repair, and replacement of the street lighting system over and across the following described property: (SEE ATTACHED EXHIBIT A and B) The easement hereby granted is for the purpose of construction and operation of a street lighting system and their allied facilities, together with their maintenance, additiona] connection thereto, repair and replacement at the convenience of the Grantee, with the free right of access to such facilities at any and all times. TO HAVE AND TO HOLD, the said easement and right-of-way unto the said Grantee, it`s successors and assigns forever. Y 1T IS EXPRESSLY. UNDERSTOOD AND AGREED, by and between the parties hereto, that after construction, making repairs, performing other maintenance or making subsequent connection to the street lighti»g system, Grantee shall restore the area of the easement and adjacent property to that existent prior to undertaking such construction, repairs and maintenance. However, Grantee shall not be responsible for repairing, replacing or restoring anything planed within the area described in this easement that was placed there in violation of this easement. Gxantee agrees to use due care and comply with all applicable laws in Grantee's use of the easement.. Meridian (S). 1D #3093-00 Street Lighting Easement EASMT $TL.doc 2032436.1 8!26/13 THE GRANTORS hereby covenant and agree that they will not place or allow to be placed any permanent structures within the area described far this easement which would interfere with the use of said easement for the purposes stated herein; provided that, Grantor's use of the easement area for landscaping, paving, parking, drive aisles, sidewalks, and curbs are expressly allowed. THE GRANTORS hereby covenant and agree with the Grantee that should any part of the right- of--way and easement hereby granted shall become part of, or lie within the boundaries of any public street, then, to such extent, such right-of--way and easement hereby granted which .lies within such boundary thereof or which is a part thereof, shall cease and become null and void and of na further effect and shall be completely relinquished. THE GRANTORS do hereby covenant with the Grantee that they are lawfully seized and possessed of the aforementioned and described tract of land, and that they have a good and lawful right to convey said easement, and that they will warrant and forever defend the title and quiet possession thereof against the lawful claims of all persons whomsoever. 1N WITNESS WHEREOF, the said parties have hereunto subscribed their signatures the day and year first herein above written. GRANTOR: WAL-I~RT REAL ESTATE BUSINESS TRUST, fja Del re statutory trust L J hn E Clarke Its Vie resident of Real STATE OF ARKANSAS ~ ss County of Benton } On this .,~ day of , 2p 13, before me, the undersigned, a Notary Public in and for said State, personal appeared JOHN E, CLARKS, known ar identified to me to be the Vice President of Real Estate of Wal-Mart Real Estate Business Trust, a Delaware statutory trust, who executed the within instrument, and acknowledged to me that such trust executed the same. IN WITNESS WI-IEREOF, I have hereunto set my hand and afi'lxed my official seal the day and year, fist above„Wr,~~~n. ,~-..-- ~~. pl161.~G Meridian (S). TD #3093-00 Street Lighting Easement EASMT STL,doc 2032436.1 8!26113 GRANTEE; CITY OF MERIDIAN Tammy de We ayor ~~A~°'"~'~t;,~ tc ~ ~G~~ fso 1 f~ r ~~ - • " ~ioano L. Holman, City Clerk ._ . `~A. SEAL Approved By City Council On: UCH ~L.~°f STATE ~F IDAHO ) ss County of Ada ) On this ~~ day of~~o~; ,L , 2013, before me, the undersigned, a Notary Public in and for said State, personally appeared TAMIvIY DE WEERD and JAYCEE L. HOLMAN, known to me to be the Mayor and City Clerk, respectively, of the City of Meridian, Idaho, and who executed the within instrument, and acknowledged to me that the City of Meridian executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. 6~~t ~. Cl O~• ... ~! ~l U .,, -, ~ ~ ~ ,,~ T ~ ~ ~' ' ' N ARY P LIC FOR IDAHO C~(~ '., ~~-; -L j ~ A Residing at; ~-ke~r~d~~ar~ t p ~ r P., °~~; ~ ~ _ Commission Expires:_ `~ca.~,4 ~{ . ~~! i~ i ~ ~ I g ~ '~ ~ ~J i ,'e., l~ f~1~~~'~`~i ~ ~`a `l°i~; i)r L m$ t• ~ ~~„„~„~~ Meridian (S). ID #3093-00 Street Lighting Easement EASMT STL.doc 203243b.1 8/26/I 3 EXHIBIT A e Meridian {Sj Stare --Street Light i='~sernent IVo, 1 An easement being a portion of the NW %, of the NE %, of Section 24, 'township 3 North, flange 1 West Boise Meridian, Ada County, Idatro, and more partioularty described as follows` GoMmencing at a brass cap monumenf,marking the northwest cornet of said NW'/, of tbe:NE Y., frorh which a 5/$ inch diameter Iron pln ti9arkit?g the southwest corner' of said NW % of the NE +/. bears S t7°51'13" W ~ distance of 7317:47 feet; Thence S 4°51'13" W along the westerly boundary:oFsaid hlW'/. of the NE %, a tllstance of 753,24-feet to a point; Theltce leaving said westefy 6vundary 689°Otl'47" E a dlstance of.25.00 feet to a 518 ineh diameter Iros1 pin on the easterly r+ght-of--way of Stoddard Road and the POINT OF t3EG1NMRNG; Thence N 0°51'13• E along Bald easterly right-of--way a distance of 164.87 feet to a 5/B Inch diameter iron Pin: Thence leaving said easterly right-of-way S 89°47'17' E a distance of 7.00 feet to a point; Thence S 0°51'13" W a distance of 164.87 feat to a paint; Thence-N $9°47'f 7°l/t1 a distance of 7.Q0 feat to the POINT DF t3EGtNNING; This parcel contains 1154 square fast (t7.t128 acresy and Is subject to any other easeinenis'existing 4t in use. Clinton W. Hansen, PLS Land Solutions, PG May 24, 2012 d,.a ~t~l~~u~iratw+r~ Meridian {S). ID #3093-00 Street Lighting Easement 2032436.1 8/26/13 1918 irz~rl~~. W°,I~+alSla&tardAl7A 3,xwyr Jab IJO. 71aa Pup• 1 M 1 EASMT STL.doc 4 Le~i3! [?iesc~i talon Merldi~n {S~ .Store --Street l.ighi E~semertt No. 2 A(-:easement being>a portion of the NW: Y, of the.NE %, of Section 24, TowRSFiip 3 North, Range 1 West; Boise McNdien, Ada Cotmty, Idaho, and more par(ioularly described:as follews ' Commencing at a brass cap monument markiiag the northwest comer of said IJW °/, of the NE %,, from which a 518 inch diameter iron :pin ma~lcirig the northeast cavner of said .iVW Y isf the NE '/: bears S 89°47'17" E a distance of 1$09.33 feet; Thence S 89°47'97" E along the northerly boundary of said NW % of the NE'/, a distanaa of 51.06 feet to a point; Thence leaving said northerly boundary S 0°12'43" E a distance of 48.00 feet to a 5l8 inch diameter Iron pin on 1hs southerly right-of-way of Overland Road and the POINT QF BEGINNINf3; Thence S 89°47'17" E along said southerly right•uf--way a distance of 1029,07 feet fo a point; Thence leaving said southerly right-of--way S 0'12'43' W a distance of 7.00 feaf to a point; Thence N 89°47`17" W s distance of 1088.70 feet to a point; Thence N 47°41'59" E a distance Of 10.36 feet to the POINT OF BEGINNthIG; This parcel contains 7231 square fee# {0.166 acres} anti is subiect to any other easements existing ar in use, Clinton W. Hansen, PLS Land Solutions, PC Revised: July 8, 2013 s°;)It `l~~3~~~a~ifJ11~~ ~.~ iyw sumpiny.,id wn.°nmq Meridian (S). ID #3093-40 Street Lighting Easement 2032436.1 8/26/13 OvadaMStaddard ALTA Survey J°G'N°, 110 EASMT STL.doc EXHIBIT B MERiD~AN (~- S-TCyRE fF30'90 - 3TREEf L1GHTfASEMENTS LQCATED 1N THE fVw *di ~F THE NE. ys OF SECTION 24, i3[tR R i W, BM,ADA COUMY IDAHO `~ a _ s B?~7~'i' e r~N~ ~, .~~ -.____._._spy-7 re- ~ "-- ~... .----~..~~_..._ e~~ s ~~Oa,~.Yd' r~ s ~i 7JIlfl17' ~ r ; _ roaasr resxrra~c.. II _^_~-----__---_~------- k erfnr r ------------------ - --------------------- x rnr~~~ {f~ aw~..M +I ~~ g~ _c~ ~ ~ .w~uwwow S ~f *,~. ~~~ ~; jj~~~~ ¢¢~ Yln Iwln Iv4q z R S ,n tF ~~ ~f.~ ~ SAN , ~ c+~rrl ~~~~15TF~S~. ~ ~~~ .c or-rAs ~ 4 .... '. cur acr~r syeaxsav mar _ . f. 0 d N~,1 ~~ a 2 tan : ~ Qlu~tions fl is r_so aoo ~°~~yTre of ~o ~rw Ana wrvey~n9 and consurnng Y~1 EFfHST: SIEA Y ~ .= s~ ~ lY,T11~0 ~TSSIk .: ~.C*xa.,..~..s=.si~T`.?aia~, ~"_ '^^:^ ..3 s~rijV.~~•;, .. ~ tt -a s r .. x ~-~e „T:• ~." ~yz .tiwv C Meridian (S). ID #3093-00 Street Lighting Easement EASMT STL,doc 2432436.1 8/26/13 Meridian City Council Meeting DATE: October 22, 2013 ITEM NUMBER: 5C PRC3JECT NUMBER: ITEM TITLE: Julius M. Kleiner Memorial Park MOU Second Addendum to the Memorandum of Understanding Between The Julius M. Kleiner Memorial Park Trust and the City of Meridian regarding Well Relocation and Water Rights MEETING NOTES RPPROVED Community Item/Presentations Presenter Contact Info.INotes CLERKS OFFICE FINAL ACTION bA7E; E'MAILED TO STAFF SENT Tp AGENCY SENT TO APPLICANT NOTES INITIALS SECOND ADDENDUM TO THE MEMORANDUM OF UNDERSTANDING BETWEEN THE JULIUS M. KLEINER MEMORIAL PARK TRUST AND . THE CITY OF MERIDIAN THIS SECOND ADDENDUM TO THE MAY 1, 2012 MEMORANDUM OF UNDERSTANDING {"MOU"} is made and entered into on the ~ day of ~u~~u sT , 2013, by and between The Julius M. Kleiner Memorial Park Trust, UTA, Dated April 5, 2007 ("Trust"} and The City of Meridian, Idaho ("City"), to memorialize the satisfaction of certain obligations contained in the Agreement. The parties hereby agree as follows: 1. Well Relocation. The well relocation obligations contained in Section 1 of the MOU have been fulfilled by Trust and the fund transfer contingency contained therein is hereby extinguished. City and Trust acknowledge that the obligations contained in the Well Sharing Agreement (Ada County Instrument Number 108087272} have not been transferred to the City and it is the responsibility of the Trust to provide Termination Notice and fulfill any other applicable obligations under the Well Sharing Agreement when and if deemed necessary by the Trust. l SECOND ADDENDUM TO MEMORANDUM OF UNDERSTANDING - 1 2. Water Rights, State of Idaho Water Right No. 63-33613 referenced in Section 5 of the MOU has been successfully split to reflect ownership change and on August 1, 2013, the City of Meridian received Notice of.Ownership Change in Water Right No. 63-33658 (formerly a portion of Water Right No. 63-33613}. ALL OTHER PROVISIONS OF THE MOU REMAIN THE SAME. IN WITNESS WHEREOF, the parties da execute this Agreement the day and }year first above written. THE JULIUS M. KLEINER MEMORIAL PARK TRUST, UTA, DATED APRIL 5, 2007 By: ~~~ ~'-', Michael E. Huter, Co-Trustee Eiden E. Gray, Co-Trustee CITY OF MERIDIAN, IDAHO By: Tammy eerd, Mayor .~.~- ;~1Lpi~shALttlL'S1I 1 • / 1 ~ / 1 { n ~ X03 J'aq~ee L(~I olrnan, City Clerk t,~:-`~~`f ~ ~~~~aH-sv~-~ 1nAHU l .rb ~` tk ~ (~ ~.~:L ti .'' Q {:J t,,~•l , V ~~,nr* SECOND ADDENDUM TO MEMORANDUM OF UNDERSTANDING ~ 2 Meridian City Council Meeting DATE: C}ctober 22, 2013 ITEM NUMBER: 5D PROJECT NUMBER: ITEM TITLE: Reflection Ridge Subdivision No. 1 Release of Easement Release of Temporary Sanitary Sewer Easement for Reflection Ridge Subdivision No. 1 MEETING NOTES ~ ~ ~ F ~- ~. ~~ Y'ti l~ ~ e ii ~ t ~: rar Community ItemJPresentations Presenter Contact Info.INotes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS ADA COUNTY RECORDER Christopher D. Rich AMOUNT .DD ~ BOISE IDAHO tg123113 1q:1q AM DEPUTY Bonnie Oberbillig ~~(~~I~`Ill~~~illl~f~~~~lll~i~~l f I Ill RECORDED-REQUEST OF I 1 I I 1111 I 1 f f I I Meridian City i i ~ 11 ~~77 CITY OF MERIDIAN RELEASE OF EASEMENT WHEREAS, by easement dated February 28, 2007, and recorded on March 8, 2007 as Instrument Number 107033599 of the records of Ada County, State of Idaho, Corinthian Communities Inc granted to the City of Meridian, an Idaho Municipal Corporation, a temporary sanitary sewer"basement far the construction, operafion and maintenance of a sanitary sewer pump station and sewer line over and across the real property legally described and visually depicted on Exhibits A and B, attached hereto and incorporated herein. WHEREAS, the continuance of this easement is no longer necessary or desirable because the Black Cat Tnmk has been connected to the Glacier Springs Diversion Ivlattha[e and there is no longer any need to provide the sanitary sewer service through the pump station and associated pipe lines. NOW, THEREFORE, in consideration of the premises, file said City of Meridian does hereby release and abandon the said rights and easements hereinabove referred to and described, with the intent that the same shall forthwith cease and be extinguished. IN WITNESS WHEREOF, THE CITY OAF MERIDIAN has caused these presents to be executed by its proper officers thereuntp duly authorized this day of , 2013. r CITY OF MERIDIAN \. ..._~- By ~~ Ta y e Weerd, i ATTEST :Taycee L olman STATE OF IDAHO ) t ss County of Ada } R~~~~,,r~ n npcGS~ ~~Cp ll~°w _ n ~ c~ay ~~f ,SEAL ti~ a~ ;~:,: iR On this~~ day of ~~{~ar` , 2013, before me, a Notary Public, personally appeared. Tammy de Weerd and Jaycee L. Holman, know or identif:ed to me to be the Mayor and Clerk, respectively, of the City of Meridian, who executed the instrument of behalf of said City, and acknowledged to me that such City executed the same. IN WITNESS WHEREOF, I Dave hereunto set my hand and .affixed my official seal the day and year in this certificate first above written. ®~1lMW44 (SEAL) ~ ~„~..:- -p}' .~~{ee 4 ~~. ~~~ AX~.t'„ t{3k P '~ ~ ~?'r ~' ~'~',' o e ~, ,~ ~ ,~ *~~I~rF, t)F ~~~• ~ ; b r ll • Y O No Public fa Idaho Residing at: ~~~dlr~x-t _Lp Commission expires: ~~ an ~ .,~( r EXHIBIT A p.1 F4X Land Surveys, Inc. 4896 avedand Rd. STE ~5Z a ^olsi Idaho a 83700 a 20&342 7907 e20&3+12-7d3T FaX TEMPORARY SANITARY SEWER PUMP STATION DESCRIPTION A PORTION OF THE NORTH'/a oF'iHE SOUrHEA$T'/~, SECTION $O, TOWNSHIP 3 NORTH, RANGE 1 EAST, BOISE MERIDIAN, ADA COUNTY, IDAHO A portion of the North % of the Southeast'(,, Section 30, Township 3 North, Range 1 East, Boise Meridian, Ada County, Idaho, more particularly described as follows; Commencing at a found 518 inch rebar with no cap (set a plastic cap stamped "FLSI PLS 7612" marking the South 1J1fi Comer common to Sections 29 and 30, from which a found 5/8 inch rebar with plastic cap stamped "BRIGGS PLS 4998° marking the 'Is Comer common to said Sections bears North 00°30'07" West, a distance of 1,32fi.13 feet; thence North 75°51'59" W®st, a distance of 282.38 feet #o the beginning of anon-tangent curve to the left, the TRUE POINT OF BEGINNING; thence along said non-tangent curve to the left having a length of 17.36 feet, a radius of 115.00 feet, a central angle of 8°39'01", tangents of 8.70 feet, and a Tong chord which hears South 85°10'27" West, a distance of 17.35 feet to a point of tangency; i #hence South 80°50'56" West, a distance of 32.31 feet to the beginning of a curve to the right; thence along said curve to the right having a length of 15.27 feet, a radius of 85.00 feet, a central angle of 10°58'06", tangents of 8.18 #eet, and a long chord which bears South 86°19'59" West, a distance of 1fi.25 feet to the beginning of a compound curve; (hence along said compound curve to the right having a length of 67.97 feet, a radius of 969.00 feet, a central angle of 4°01'08", tangents of 34.00 feet, and a long Nord which bears North 85°10'24" West, a distance of fi7.95 feet to a point of tangency; thence North 84°09'50" West, a distance of 93.30 fee# to the beginning of a curve to the left; thence along said curve to the left having a length of 38.47 feat, a radius of 1,031.00 feet, a central angle of 2°08'15', tangents of 19.24 feet, and a long chord which bears North 85°13'58" West, a distance of 38.46 feet to a point; thence North 00°00'00" East, a distance of 13.20 feet to a point; (hence South 90°00'00" East, a distance of 83.29 feet to a point; thence North 00°00'00" East, a distance of 5.57 feet to a point; thence South 90°00'00" East, a distance of 103.66 feet to a point; thence North 00°00'00" East, a distance of 5.86 feet to a point; thence South 90°00'00" East, a distance of 28.78 feet to a point; EXHIBIT A p.2 thence South 00°oa'oo° West, a distance of 8.78 feet to a point; thence South 90°00'00" East, a distance of 12.83 feet to a poin#; thence South 00°00'00" West, a distance of 9.50 feet to a point; thence South 90°00'00" East, a distance of 55.77 feet to a point; thence South 00°OD'QO" West, a distance of 23.94 feet to the TRUE POINT OF BEGINNING. Containing ?,212 square feet (D.1fi5 acresj, more or Less. Refer to the attached °'Temporary Sanitary Sewer Pump Station t)escription" sketch. Fox Land Surveys, inc. Timothy J. Fox, President, PLS 7fi12 END OF DESCRIPTII ---~~~ . ~ EXHIBIT B N N ~ ~ .£L'8Z£! M..L0,0£o0Q N ~ °.~ 0 ~~,`tOR ~ w `' ~ ° ~° y+ ti N .~ O r ~ ~ ~ y ~ a ~ ~ ~~A~ a 0 Z 3' O 1 ~, w ~~ o ~ '+~ ry o rip[ 4- ~i gN~ pz ~ ~ ~~ O _ ~ ~ N O O rS ~ r ~ N r'~ Cdp~r ~r Cf~~ o ti ~, o ol~ d ° m ~ ~f ~~ ~ ~ i ~z ` ~~ ~~ W w ~~ O Cp a ~ °- ~ ~ $ °~° ~ ~ 0 oN~ Q a ~ ~~.I O 0 ~ ~ Z °' ~ ~ ° l ~ ~'° x o W~ z ~ oFN~ ~4Q o ~ o~to~ l ° ~ ~f~y~ W ~ ~ ~C-~ ~~JJ V Z \ J N w o° N ~O ~ + U ~ ° r f~, a~ N ,1') a ~ N G~i ~ ~ _ ~ ~ ~ U Z ~ ~ N N ~ ~ ~ ~ o ~ m (~ (fl l~ ILA Z ~ Z U cn f ~ ~ ° ~ a m ~ ~ ~ ~ ~ ~ ~ ~ m Q ~- ~ m ~ ~ ~ ~ o °~ o V p' ~ ~ GD N ~ Q g $ ~ ~ C~ r ~ ~ ti ~. ~ ~ c~ ~ ~ ~ ~ z ~ ~ ~ ~o w ~ m ~ rs J ~ ~ ~ N N ~ U f3 U U U Meridian City Council Meefing DATE: October 22, 2013 ITEM NUMBER: 5E PROJECT NUMBER: ITEM TITLE: Award of RFQ and Master Agreements for Professional Svices Approval of Award of RFQ and Master Agreements for Professional Services and Authorize the Purchasing Manager to Sign the Non-Financial (Zero Dollar) Master Agreements with the 15 Firms Listed Below in the Following Categories: 1 C -Water Supply & Distribution Engineering -Water System Modeling {JUB, Keller Associates, Murray Smith 8~ Associates} 2C -Wastewater Collection 8. Treatment Engineering -Sewer Line Extensions, Pressure Sewers, 8 Misc Collections Design {Civil Survey, JU6, Murray Smith & Associates} 2E -Wastewater Collection & Treatment Engineering - Sweer System Flow Monitoring; Sewer System Modeling (JUB, Keller Associates, Murray Smith & Associates) 9A -Surveying -Topographic Surveying, Construction Staking, As-Build Surveying, Misc {Civil Survey, JUB, T-O Engineers} 106 -Geographic Information Systems -Enterprise Software and Asset Management Software Support, Water Sewer Modeling Support (JUB, Keller Associates, Resource Data Inc} MEETING NOTES ~~FR6BED Community ItemlPresentations Presenter Contact tnfo.INotes CLERKS OFFICE FINAL ACTt4N DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES tNlTIALS Memo To: Jaycee I_. Ho;man, City Clerk, From. Keith Waits, Purchasing Manager CC: Kyle Radek Date: 10-17-2013 Re: October 22 City Council. Meeting Agenda Item The .Purchasing Department respectfully requests. that the following item iae placed on tha October 22 City Council Consent Agenda for Council's consideration. ,~-Water Supply and Distribution Engineering -Water System Modeling. 2C -Wastewater Collection and Treatment Engineering -- Sewer Line Extensions, Pressure Sewers, and Miscellaneous Collections design. 2E -Wastewater Collection and Treatment Engineering -Sewer System Flaw Monitgring; Sewer System Modeling. 9A -Surveying -Topographic Surveying; Construction Staking, As-Build .Surveying, Misc. 10B - Geographic Information Systems - Enterprise. Software and asset management software support, Water and Sewer Modeling support. This award is the result of Formal RFQ.#CW~01-2013 issued August 5th and opened August 19. Twenty three responses were received in which 15 Master Agreements will be entered in#o utilizing the City's Standard template. Recommended Council Action: Approval of Award of RFQ and Authorize the Purchasing Manager to sign the non-financial {zero dollar) Master Agreements with the 15 #irms listed on page 2 of this memo. Task Orders issues! from the Master Agreements will be approved per the existing Purchasing Policy. Thank you for your consideration ~ Page 1 C~%E YDIAN~-~- FAAFi0 .. CITY OF iUlER1D~AN Professional A ~ E :Services Roster for Projects over $2~K Categories 1 c, 2c, 2e, 9a and 10b SELECTION RFQ NUMBER: CIN-01-2013 DUE DATE & TIME: August i9, 2013 4:Q0 p.m. VENDOR SELECTION: (in alphabetical order} Category is JUB Keller Assoc~a#es Murray, Smith & Associates Category 2C Civil Survey JUB Murray, Smith & Associates Category 2e JUB Keller Associates Murray, Smith & Associates Ca#egory 9a Civil Survey JUB. T-0 Engineers Category 7Qb JUB Keller Associates Resource Data s Page 2 MASTER :AGREEMENT FOR PROFESSIONAL SERVICES {Unlimited} THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22"tl day of October, 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and Civi! Survev Consultants. Inc., hereinafter referred to as "ENGINEER", whose business address is ~ 400 Watertawer Street. Suite i 00. Meridian. iD 83642. INTRODUCTION Whereas, the City has a need for W1N Collection and Treatment ~rlna -Sewer Line Extensions. Pressure Sewers. and Misc Gollectior Services - 2C to be defined by individual Task Orders which will set forth Services, Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOVU, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter captained, the parties agree as follows: TERMS AND COND1T10NS 1. Scope of Services: 1.1 Upan execution of this Master Agreemen# AND any associated Task Order(s) and receipt of the City's, written Notice to proceed, Engineer shall comply in all respects and perform and furnish to the City, ail ser~rices listed, in any corresponding task order(s) incorporated herein by this reference,, togel:her with any amendments that may be agreed to in writing by the parties. 1:2 All documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or (imitations with respect to their further use thereof. All documents or materials prepared for the GITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees toany third party without the express written consent of the CITY. Use of these documents by the C1TY on any other project, without written verification or adaptation by the ENGINEER forthe specific purpose intended, will be atthe City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGf VEER from all claims, damages, losses and expenses MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2C page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER .shall provide :services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its vuork in accordance with generally accepted industry s#andards and practices for the profession or professions that are used in performance of this Agreement and resulting task order{s} in effect at the time of perfiormance of this Agreement and associated task order{s}. Except for that representation and any representations made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGIN EER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in atimely manner in accordance with a Schedule of 1Nork, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2, Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The :rate schedule may be amended once ,per calendar year if mutually agreeable to bath parties, It is the responsibility of the engineer to notify the City of a desire to submlt a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes ar Social Security Tax #rom any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of ENGINEER, 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to na receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered, under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of .overtime, health insurance bane#its, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2c page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1St for two additional one year periods unless sooner terminated in writing. 4. .Independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGI VEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City, The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method., details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER .shall be responsible to City only #or the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall riot be subjected to City's control with respectto the physical action oractiuities of ENGINEER in fulfillment of this Agreement. Indemhification and Insurance: ENGINEER shall indemnifyand save and hold harmless CfTYfrom and foranyand .all losses, claims, actions, judgments for damages, or injury #o persons or property and losses and expenses and other costs including litigation casts and attorney's fees, arising out of, resulting from, or in connection with the negligent acts and/or errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business invitees, and not caused by or arising out, of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically :agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as follow: General liability One Million Dollars {$1,000,040} per incider+t or occurrence, Professional Liability/ Professional errors and, omissions One Million .Dollars ($1.,000;000} aggregate, Automobile Liability Insurance One Million Dollars {$1,0OO,OQO) per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required bylaw. The CITYshall be named an additional insured on both General Liability and. Automotive policies, The limits of insurance shall not be deemed a (imitation of the covenants to indemnify and save and hold harmless CITY; and if CITY becomes liable for an MATER AGREEMENT FOR Ef~fGINEERWG SEF~VICES UN~IMlTEb - 2c page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and far all such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, ncludimg litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER ar Engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. ENGINEER shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing ENG[NEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at ieastten (10) days prior to tl~e date ENGINEER begins performance of it's gbligatior)s under this Agreement. In the event the insurance minimums are changed, ENGINEER steal! immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 6. Notices: Any and ali 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 requested, addressed as fallaws: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 C'v_il Survey Consultants. Inc. Attn: Timothy A. Burgess 1460 Vllatertower Street. Ste 100 Meridian. ID 83642 208-888-4312 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, 7. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shalt 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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER 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. MASTER AGREEMENT FOR ENGINEERING SERVICES Uh1LIMITED - 2c page 4 of 7 9. .Discrimination. Prohibited: In . performing the Services required herein, ENGINEER shall. not. unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 10.1 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, 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4~ years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any farm of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof. 1 i. 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 fior examination all of ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER 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. i 2. Publicatiion, 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. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with ail applicable laws, ordinances, and codes of 1=ederal, State, and focal governments. i4. Public Information: Pursuantto.Idaho Gode Section 9-335, et seq., information or documents received from the Contractor may be :open to public inspection and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis far such exemption, The State will not accept the marking of an .entire document as .exempt. In addition, the State will not accept a legend or :statement on one (1) page that all, or substantially all, of the document is exempt from disclosure. The Ccntractor shall indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation ar far the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FC3R ~IVGINEERtNG SERVICES UNLIMITED _ 2c page 5 of 7 exempt any document ar portion of a document that is released by the State shall constitute a complete waiver of any and ail claims for damages caused by any such release. 15, 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 ENGINEER'S compensation, which are mutually agreed upon by and between the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. i6. Termiination: If, through anycause, ENGINEER, its officers, employees, oragents 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 ENGINEER of such termination and specifying the effective date thereof at least fifteen (15}days before the effective date ofi such termination. ENGINEER may terminate this agreement at .any time by giving at least sixty (60} days notice to CiTI', In the event of any termination of this Agreement, .all finished or unfinished documents, data, and reports prepared by ENGINEER ender this Agreement shall, at the option afi the CITY, become its property, and ENGINEER shall be entitled to .receive just and equitable compensation .for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and tihe CITY may withhold any payments to ENGINEER for the purposes of setRoff until such time as the exact amount ofi damages due the CITY from ENGINEER is determined. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liabilityto the CITY for damages. 17, 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. 18. .Advice of Attorney: Each party warrants and represents :that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 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 ar contemporaneous herewith, MASTER AGflEEMENT FOR ENGINEERING SERVICES UNLIMITEQ -- 2C page 6 of 7 2(}. Resulting Task Orders and Survival: Ail Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed acid accepted by tf~e City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21. 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY GF MERIDIAN Civil Survey Consultants, Inc. BY: Keith Watts, Purchasing Manager BY:1"IM BURGESS, Vice President Dated: Public Works Department Approval BY: Kyle Radek, Assistant City Engineer Dated: Approved as to Form :CITY ATTORNEY Dated: MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2c page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES (Unlimited} THIS AGREEIUIENT FOR PROFESSIONAL SERVICES is made this 22"d day of October, 20i 3, and entered into 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 Broadway Avenue, Meridian, ldaho 83642, and Civil Survey Consultants. Inc., hereinafter referred to as "~NGfNEER", whose business address is 140Q Watertower Street. Suite 10Q. Meridian. 1D 83642. .INTRODUCTION Whereas, the City has a need for Surveying -Topographic Surveying; Constuction Staking. As-Built Surveying Misc. Services - 9A to be defined by individual Task Orders which will set forth Specific Services; Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE; in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Orders} and receipt of the City's written, notice to proceed, Engineer :shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task orders}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respectto their further use thereof. All documents or materials prepared far the CITY shall not be distributed. by the ENGINEER, sub-engineer's, their agents, representatives oremployees tawny third party without the express written consent of the CITY. Use of these documents by the CITY on any other project, without written verification or adaptation by the ENGINEER for the specific purpose intended, will be at the City's sole risk and sha11 be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FQR ENGINEERUVG SERVICES lJNLIMlTED - 9a page ~ of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, .state and city laws, ordinances, regulations .and resolutions. The ENGINEER represents and warrants that it wilt perform its work in accordance with generally accepted industry standards and practices forthe profession or professions that are used in performance of this Agreement and resulting task orders} in effect at the time of performance of this Agreement and associated task order{s). Except far that representation and any representations made or contained in any proposal submitted by the ENGINEER and stay reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement.. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in atimely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file. with the .City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance ofi the City. The rate schedule may be amended once per calendar year if mutually agreeable to bath parties. It is the responsibility of the engineer to notify the City of a desire. to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 22 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs .incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice :and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of al! taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the farm of overtime, hEalth insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MA$TEFI AGREEMENT FOR EfVGINEER,ING SERVICES UNLIMITED -- 9a page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy, Any requested travel relatedlmeal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'SIC~NSULTANT"S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon, execution by both parties, and shall automatically renew annually on October 1$~ for two additional one year periods unless sooner terminated, in writing. 4. .Independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee oragent of ENGINEER will be deemed an employee of CITY, Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and .services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to Gity only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action or activities of ENGINEER in fulfillment of this Agreement; 5. Indemnification and Insurance: ENGINEER shall indemnify and save and hold. harmless CITYfrom andforanyand all Losses, claims, actions, judgments fog damages, or injury to persons or property and losses and expenses and other costs including litigation .casts and attorney's fees, arising out:of, resulting from, ar in connection vuith~the negligent acts andlor errors or omissions by the ENGINEER, its servants, :agents, officers, employees, guests, and business invitees, and, not caused by or arising :out, of the tortuous conduct of CITY or its employees. ENGINEER shall maintain; and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the. minimum amounts as follow: General Liability One Million Dollars ($1,000,044) per incident or occurrence, Professional Liability I Professional errors and omissions One Million Dollars .($1,440,000) aggregate, Automobile Liability Insurance One Million Dollars ($1,000,000) per incident or occurrence and Workers' Gompensatian Insurance , in the statutory limits as required bylaw. The CITY shall be named an additional insured on both General Liability and Automotive policies. 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 MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIM1TEd - 9a page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnifiy and save and hold harmless CITY from and far all such losses, claims, ac#ions, or judgments far damages ar injury to persons or property and other cos#s, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER ar Engineer's officers, employs, agents, representatives ar subcontractors and resulting in or attributable to personal injury, death, ar damage or destruction to tangible or intangible property, including use of. ENGINEER shall provide GITYwith a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten {10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing .Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho .83642. 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, certi#ied, return receipt requested, addressed as follows: City of Meridian Purchasing Manager 33 E.'Broadway Avenue Meridian, Idaho 83642. Givi! Survey Consultar7ts. lnc. Attn: Timothy A. Burgess 1404 Watertower Street. Ste 100 .Meridian. ID 83642 208-888-4312 Either party may change their address for the purpose. of this paragraph by giving written notice of such change ~o the other in the manner herein provided. 7. 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. 8. Assiignment: ft is expressly agreed and understood by the parties hereto, that ENGINEER 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. MASTER AGREEMEN"f FOR ENGINEERING SERVICES UNLIM[TED - 921 page 4 of 7 9, Discrimination Prohiibited In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of anyfederal, state or local law, male ar regulation against any person on the basis of race, color; religipn, sex, national :origin or ancestry, age or disability, 10. Reports and Information: 10.1 At such times and in such fiorms 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. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the ;performance of this Agreement for a minimum of four (4} years from the termination ar completion of this or Agreement. This .includes any handwriting, typewriting,, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof. 11. Audits and inspections: At anytime 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 ENGINEER'S records with respect to all matters covered by this Agreement, ENGINEER shall permlf 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. 12. 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 unrestricteal authority to publish, disclose and otherwise use, in whale or irti part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and loco! governments. 14. Public Information:. Pursuantto .Idaho Cade Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection and. copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as '"exempt'` on .each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as exempt. in addition, the State will not accept a legend or .statement on one {1 }page that .all, or substantially all, of the document is exempt from .disclosure. The Contractor shill indemnify and defend the State against all liability, claims, damages, lasses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or far the Contractor's failure to designate individual documents as exempt. The Contractor`s failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVECES UNLIMITED - 9a page 5 of 7 exempt any document ar portion of a document that is released by the State shall constitute a complete waiver of any and all claims far damages caused by any such release. 15. 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 ENGINEER'S compensation, which are mutually agreed upon by and Eaetween the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Ternnina#ion: lf, through any cause, ENGINEER, 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 ofi 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 C17Y shall thereupon have the right to terminate this Agreement by giving written notice to ENGINEER of such termination and specifying the effective date thereof at feast fifteen {~ 5}days before the effective date of such terminatiari. ENGINEER may terminate this agreement at any time by giving at feast sixty {60) days notice to CITY, !n the event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option ofi the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGlN~ER, and the CITY may withhold any payments to ENGINEER for the purposes of setoff until :such time as the exact amount of damages due the CITY from ENGINEER is determined, This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY far damages. 17. Construction and Severabiflty: 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 ofi completion. 18. Advice of Attorney: Each party warrants and represents that in executing this Agreement, It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 19. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral ofi written, whether previous to the execution hereof or contemporaneous herewith. MASTER AGREEMENT FOR E[~GINEERING SERVICES UNLIMITED - 9a page 6 of 7 2d. .Resulting Task Qrders and Survival; All Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and, conditions of the Master Agreement until all tasks are completed and accepted ay the City whether or not the Master Agreement is terminated or unless tasks are canceled via a~ change order. 21, Applicable Law:, This Agreement shall be governed by and construed and enforced in accordance with the [aws of the State of Idaho, and the ordinances of the City of Meridian. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. GiTY OF MERIDIAN CIVIL SURIJEY CONSULTANTS, INC BY: KEITH WATTS, Purchasing Manager BY: Tim Burgess, Vice President Department Approval BY: KYLE RADEK, Asst. City Engineer Dated:. Approved to as of Form CITY ATTORNEY MASTER AGREEMENT FOf~ ENGlNEER[NG SERVICES UNLIMITED - 9a page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES (Unlimited) THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22"d day of October, 2p13, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and JUB Engineers Inc;, hereirlafiter referred to as "ENGINEER", whose business address is 250 South Beechwood Ave. Suite 201. Boise. 1D 83709, i1NTROpUCTION Whereas, the City has a need for Geogralphic Information Systems -- Modelina Support Services -108 to be defined by individual Task Orders which will set forth Specific Services, Time of Performance and Payment; and, WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such. services; NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereina#ter contained, the parties agree as follows: TBRMS AND CONDITIONS 1. Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order(s) and receipt of the City's written notice to proceed., Engineer shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task order(s) incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties, 1;2 All documents or materials acquired or produced by the ENGINEER in conjutic#ion with the project shall become the property of, arFd be delivered to, tine CITY without any restrictions or limitations with respect to their further use thereof, All documents or materials. prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployeesta anyThird party without the express written consent of the CITY., Use of these documents by the CITY on any other project; without written verification or :adaptation by the ENG INEER far the specific purpose intended, will be at the City's sole risk and shall be without liability ar legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 10b page 1 of 7 including attorney's fees arising out of ar resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to fiurther compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, .state and city laws, ordinances, regulations and .resolutions. The ENGINEER represents and warrants that it wil! perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are :used in performance of this Agreement and resulting task orders} in effect at the time of performance of this Agreement and associated task arderts}. Except for that representation and any representations made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes na other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement wil! be performed in atimely manner in accordance with a Schedule of V1lork, which the parties hereto shall agree to. The Schedule of Work may be revised from time to .time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task .Orders and sha(I be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties. It is the responsibility of the englneer to notify the City of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the City with a monthly statement, as services warran#, of fees earned and costs incurred fior services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The Gity will not withhold any Federal or State income taxes ar Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of .ENGINEER, 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, heal#h insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEI] -10b page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel .related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1St far two .additional one year periods unless sooner terminated in writing. 4, Independent Contractor: 4.i In all ma#ters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority ar responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the. performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action or activities of ENGINEER in fulfillment of this Agreement. 5, lndernnification and Insurance: ENGINEER shall indemnify and save and hold harmless CITYfrom and for any and. all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation costs and attorney's fees, arising out of, resulting from, or in connection with the negligent acts and/or errors or omissions ay the ENGINEER, its servants, agents, officers, employees, guests; and .business invitees, and not caused by or arising out of the tortuous conduct, of CITY or its employees. ENGINEER shall maintain;, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as follow: General .Liability One Million Dollars ($1,000,000} per incident or occurrence, Professional Liability/ Professional errors and. omissions One Million .Dollars ($1;000,000} .aggregate; Automobile Liability Insurance One Million Dollars t$1,400,000} per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required bylaw. The CITY shall be named an additional insured on both General Liability and Automotive:policies. 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 far an MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - lob page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and :save and hold harmless CITY from and far all such losses, claims, actions, or judgments for damages or injury to persons or property acid other casts, including litigation casts and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs., agents, representatives or .subcontractors and resulting in or attributable to personal injury, death, or damage ar destruction to tangible or intangible property, including use of. ENGINEER shall provide GITYwith a Certificate of Insurance, ar other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten (10}days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 6. Notices: Any and aii notices required to be :given by either of the parties hereto, unless otherwise stated fn this agreement, shall be in writing and be deemed communicated when mailed in the United States mail, certified, return receipt requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 JUB Engineers Inc. Attn: Phillip Krichbaum 250 South Beechwood. Ste 201 Boise. I D 83709 208-870-3G28 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, 7. 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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGIN EER shall not have the right to assign, transfer, hypothecate ar sell any of its rights under this Agreement except upon the prior express written consent of CITY. MASTER AGREEMENT FQR ENGINEEFiI~lG SERVICES UNLIMITED - iflb page ~ of 7 9. Discrimination Prohibited: In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 1 Q. Reports and Information: i0,1 At such times and in such farms as the CITY may require, there shall be furnished to the CITY such statements, records, reports, data arjcl information as the CITY may request pertaining to matters covered by this Agreement. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this or Agreement, This includes any handwriting, typewriting, printing, .photo static, photographic and every other means of recording I~pon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof. 11. Audi#s 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 ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER 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. 12. 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. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEERshall complywith all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public lnformation; Pursuant to Idaho Code Section 9,335, et seq., information ar documents received from the Contractor may be open to public. inspection and copying unless exempt from disclosure. The Contractor .sha11 clearly designate individual documents as "exempt" on each page 'of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as exempt. In addition, the State will not accept a legend or .statement on one (1 }page that all, or substantially all, of the document is exempt from disclosure. The Contractor shalt indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -10b page b of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. 15. 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 ENGINEER'S compensation, which are mutually agreed upon by and between the CITY and ENGINEER, shall be incorporated in written amendments to ti~is Agreement. 16. Termination: If, through any cause, ENGINEER, 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 ar documert required to be prepared under this agreement, engages in fraud, dishonesty, or any other act of misconduct in the performance of this contract, or i# 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 td ENGINEER of such termination and specifying the effective date thereof at least fi#teen (15} days before the effective date of such termination. ENGINEER may #erminate this agreement at anytime by giving at least sixty (60} days notice to CITY. In the event of any termination of this ,;Agreement, ail finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstandingche above, ENGINEER shall not be relieved of liability to the CITY for damages .sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the purposes of set-off .until .such time as the exact amount of damages due the CITY from ENGINEER is determined. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Severabiility: If any part of this Agreement is held to be invalid or unenforceable, s[ach holding will not affect the validity ar enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 18. Advice of At#orney: Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 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. MASTER AGREEMENT I"OR ENGINEERING SERVICES UNLIMITED -10b page 6 of 7 2Q. Resulting Task Orders and Survival: All Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms antl conditions of the IVlaster Agreement until all tasks are .completed and accepted by the City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the fawn of the State of Idaho, and the ordinances of the City of Meridian.. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF IVIERIDIAN JUB ENGINEERS INC. BY: KEITH VIIATTS, Purchasing Manager BY: Phillip Krichbaum, P. E. Dated: Department Approval BY: KYLE RADEK, Asst, City Engineer Dated:: Approved to as of Form CITY ATTORNEY Dated MAS71=R AG3~EEMEN`f FOR ENGINEERING SERVICES UNLIMI7Eb - 14b page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES {Unlimited) THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22"d day of actober 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and JUB Engineers Inc., hereinafter referred to as "ENGINEER", whose business address is 250 South Beechwood Ave. Suite 201. Boise. ID 83709. 1NTRODUCTiON Whereas, the City has a need far Water Su i istribution En inee in Water Svstem Modelina Services -1 C to be defined by individual Task Orders which will set forth Specific Services, Time of Performance and Payment; and WVHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFQRE, in consideration of the mutual, promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution of this MasterAgreement AND any associated Task Order{s) and. receipt of the City's written. notice to proceed, Engineer shall comply in ail respects ar>fd perform and furnish to the City, all services listed in any corresponding task order(s) incorporated herein by this reference, .together with any amendments that may be agreed to in writing by the parties. 1.2 Afl documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become tide property of, arld be delivered to, the CITY without any restrictions or limitations with respect to their further Use thereof. All documents or materials prepared for the. CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees toany third party without the express written consent of the CITY. Use of these documents by the CITY on any other project, without written verification or .adaptation by the ENGINEER far the specific purpose intended, will be at the City's sale risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from al! claims, damages, losses and expenses including attorney's fees arising out of or resulting from the use of such documents. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - iC page 1 of 7 Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The ENG[NEER represents and warrants that it will perform its work iri accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and resulting task order{s} in effect at the time of performance of this Agreement and associated task order(s). Except for that representation and any representations made or contained %n any proposal .submitted by the ENG INEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Wark, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2:i The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City: Additional personnel :may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties. It is the responsibility of the engineer to notify the City of a desire to submit a new .rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2,2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct .invoice and approval by the City. The City wilt not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and .conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited ta, meals, lodging, transportation, drawings, renderings or mockups. Specifiically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the farm of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLfMITED -1c page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cast, per the City's existing travel policy- Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of fawn travel. 3. Time of Performance: This agreement shat! become effective upon execution by both parties, and shall automatically renew annually on October 1St for two additional one year periods unless sooner terminated in writing, 4. Independent Contractor: 4.1 In ail matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER rlor any of#icer, employee ar agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City: The selection and designation of the personnel of the CITY in the performance of this agreement Shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as. expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action oractivities of ENGINEER in fulfillment of this Agreement: 5, Indemnification and Insurance: ENGINEER shall indemnify and save and hold harmless CITYfrom and foranyand ail lasses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation :costs and attorney's fees, arising out of, resulting firam, or in connection with the negligent acts andlor errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and :business invitees, and not caused by or arising :out, of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as follow: General Liability One Million Dollars .($1,000,000} per incident or occurrence, Professional Liability/ Professional errors and omissions One Million Dollars ($1,000,000} aggregate, Automobile Liability Insurance One Million Dollars {$1,000,000) per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required by faw. The CITYshall be named an additional insured on both General Liability and Automotive policies. 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 far an MASTER AGREEMENT FQR ENGINEERING SERVICES UNLfMITEd - is page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments far damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or :subcontractors and resulting in ar attriputable to personal injury, death, or damage ordestruction to tangible or intangible property, including use of. ENGINEER shall provide CITYwith a Certifiicate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and fife. such proof of insurance with the CITY at least ten X10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement; In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 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 maiEed in the United States mail, certified, return receipt requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 JUB Engineers Inc. Attn: Phillip Krichbaum 250 South Beechwood Ave. Ste 20~ Boise. I D 83709 208870-3628 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, 7. 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: Assignmen#: Ft is expressly agreed and understood by the parties hereto, that ENGINEER shall not have the right to assign, transfer, hypothecate or self any of its rights under this Agreement except upon the prior express written consent of CITY. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 1c page.4 of 7 9. .Discrimination Prohibited: In performing the Services required herein, ENGINEER shalt not unlawfully discriminate in violation of any federal, state or local taw, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 10,1 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. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4~ years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every :other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds ar symbols or any combination thereof. 71. 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 ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER shall permit the CITY to audit, .examine, and snake 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. 1.2. 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 ar 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 Phis Agreement. 13. Compliance with laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public Information:. Pursuant to Idaho Code Section 9-335, et seq,, information or documents received from the Contractor may be open to public inspection :and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as :exempt. In addition, the State will not accept a legend or :statement an one (1) page that all, or substantially all, of the document is exempt from disclosure, The Contractor sh~li indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever far honoring such a designation or for the Contractor's failure to .designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FpR ENGINEERING SERVICES UNLIMITED -- 1c page 5 of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. 15. 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 amountof ENG[NEER"S compensation, which are mutuallyagreed upon by and between :the CITY and ENGINEER, sha[I be incorporated in written amendments to this Agreement. 16, Termination: If, through any cause, ENGINEER, its officers, employees, ar 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 ENGINEER of such termination and specifying the effective date thereof at least fifteen (t 5) days before the effective date of such termination. ENGINEER may terminate this agreement at any time by giving at least sixty (64) days notice to CITY. In the .event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation .for any work .satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined, This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Seuerabiility: I# 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, 18. Advice of Attorney; Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 7~. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements ar understandings, oral of written, whether previous to the execution hereof or contemporaneous herewith. MARTER AGREEMENT FOR ENGINEEFIWG SERVICES UNLIMITE[3 - 1c page 6 of 7 28. Resulting Task Orders and Survival; Alf Task Orders resulting from this. Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the MasterAgreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated or un[es5 tasks are canceled via a change order. 21. 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN JUB Engineers Inc. BY: Keith Watts, Purchasing Manager BY: Phil Krichbaum Dated: Public Works Department Approval BY; Kyle Radek, Assistant City Engineer Dated: Approved as to Form CITY ATTORNEY Dated: MASTER AGREEMENT FQR ENGlNEER[NG SERVICES UNLIMITEb -1C page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SER1l1CES (Uniimited} THIS AGREEMENT FOR PR~3FESSIONAL SERVICES is made this 22"~ day of October, 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and JUB Engineers Inc., hereinafiker referred to as "ENGINEER"-, whose business address is 250 South Beechwood Ave.:Suite 201. Boise. ID 83709. INTRODUCTION Whereas, the City has a need for _. Cawrar 1 Ina Fvfancinne Draei Design Services -~ 2C to be defined by individual Task Orders which will set forth Specific Services; Time of Performance and Payment; and 1/11FIEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual promises; covenants, terms and conditions hereinafter contained, the parties agree as fiollows: TERMS AND CONDITIONS Scope of Services 1.1 Upon execution of this MasterAgreement AND any associated Task Order(s) and receipt of the City's, written notice to proceed, Engineer :shall comply in all respects and perform and furnish to the City, all services listed in any corresponding taslcorder(s}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1,2 All documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. Ali documents or materials prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, :representatives oremployees toany Third party without the express written consent of the CITY. llse of These documents by the CITY on any other project; without written verification or adaptation by the ENGINEER for the specific purpose intended, will be atthe City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOf3 ENGINEERING SERVICES UNLIMITED - 2c page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents, Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide .services and work under this Agreement consistent with the requirements and standards established by applicable. federal, state and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices forthe profession or professions that are used in performance of this Agreement and resulting task order(s~ in effect at the time of performance of this Agreement and associated task order(s). Except for that representation and any representations made or captained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER under this Agreement, ENGINEER makes no other warranties, either express or implied., as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to, The Schedule of Work may be .revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be foilled per the approved Rate Sheet an fife with the City, Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once ;per calendar year if mutually agreeable to both parties. it is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the Citywith a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any f=ederal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement, Payment of all. taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall pat be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type ofi remuneration for services rendered under this Agreement, .including, but pat limited to, .meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER .shall not be entitled by virtue of this Agreement to cansicferation in the form of overtime, health insurance benefits, retirement benefits, paid holidays ar other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEa - 2c page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel relatedlmeal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the projecf site is not considered. out of town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1St for two additional one year periods unless sooner terminated in writing. 4. Independen# Contractor: 4.1 In all, matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the requirements and results specified in this, Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of .ENGINEER in fulfillment of this Agreement. 5, .Indemnification and Insurance: ENGINEER shall indelmnify and save and hold harmless CITYfrom and forany and all losses, claims, actions, judgments for damages, or injury to persons or property and lasses and expenses and o#her costs including litigation costs and attorney's fees, arising out of, resulting.from, or in connection with the negligent acts and/or errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business invitees, .and not caused by or arising out of the tortuous conduct of CITY or its employees. ENGINEER .shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as fallow: General Liability One Million Dollars {$1,,000,000) perinciderrt oroccurrence, Professional Liability/ Professional errors and omissions One Million Dollars ($1,O0O,OOn) aggregate, Automobile Liability Insurance One Million Dollars($1,000,000)perincidentor occurrence and Workers' Compensation insurance , in the statutory limits as required bylaw. The CITY shall be named an additional insured on both General Liability and Automotive policies. The limits of insurance shall not be deemed a limitation of the covenants to MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2c page 3 at 7 indemnify and save and hold harmless CITY; and if GITY becomes liable far an amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save.and hold harm~ess'ClTY from and for al! such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out af, resulting from , or in connection with the negligent performance of this Agreement by the .ENGINEER ar Engineer's officers, employs, agents, representatives or subcontractors and resin#ing in or attributable to personal injury, death, or damage or destruction to tangible ar intangible property, including use of. ENGINEER shall provide CITY vuifh a Certificate of Insurance, ar other proof of insurance evidencing ENGINEER`S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at leastten {10~ days prior to the date ENGINEER .begins performance of it's obligations under this Agreement, In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of .compliance with the changed limits, Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to .Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 6. Notices: Any and a!I 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 tine United States mail, certified, return receipt requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 JUB Engineers Inc. Attn: Phillip Krichbaum 256 South Beachwood :Ave. Ste 201 Boise. I D 83709 20&870-3628 Either party may change their address far the purpose of this paragraph by giving written notice of such cl3ange to the other in the manner herein provided. 7. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shalt be entitled, in addition to any other relief as may be granted, #o court costs and reasonable attorneys' fees as determined by a Court of competent jurisdiction. This provision shall be deemed to be a separate con#ract between the parties and shall survive any default, termination or forfeiture of this Agreement. 8. Assignmen#: It is expressly agreed and understood by the parties hereto, that ENGINEER 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. MASTER AGREEMENT" FOR ENGINEERWG SERVICES U~lLIMITEb - 2c page 4 of 7 9. Discrimination Prohibited: In performing the Services required herein, .ENGINEER shall not unlawfiully discriminate in violation of any federal, state or local law; rule or regulation .against any person on tl,e basis of race, color, religion, sex, national origin or ancestry, age ar disability. 10. Reports and information;. 10.1 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. 10.2 ENGINEER. shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4} years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, wards, pictures, sounds or symbols or any combination thereof. 11. Audits and Inspections: At anytime 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 ENGINEER'S records with respect to al! matters covered by this Agreement. ENGINEER .shall permit the CITY to audit, examine, and make excerpts or #ranscripts 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, 12. Publication, Reproduction and Use of 1Material: 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 whale or in part, any reports, data ar other materials prepared under this Agreement 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall complywith all applicable laws, ordinances, and codes of Federal, State; and local governments. 14. Public Information: Pursuantto Idaho Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection .and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of :such documents and shall indicate the basis for such exemption. The State will not accept fhe marking of an entire document as exempt: In addition, the State will not accept a legend or statement on one (1 }page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall :indemnify ar~d defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to MASTER AGREEMENT FOFt ENGINEER[NG SERV[CE5 lJNL[MITE[7 - 2c page 5 of 7 designate individual documents as exempt. The Contractor's failure to designate as exempt any document or pardon of a document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. i 5. 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 ENGINEER'S compensation, which are mutually agreed Upon by and between the CITY and ENGINEER, shall be incorporated in written :amendments to this Agreement. i6. Termination: If, through anycause, ENGINEER, its officers, employees, oragents fails to fulfill in a timely and proper manner its obligations under this Agreement, violates any of the covenants, agreements, ar 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 ifi 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 ENGINEER of such termination and specifying the effective date thereof at least fifteen (1 b) days before the effective date of such termination. ENGINEER 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 ENGINEER underthis Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and. the CITY may withhold any payments to ENGINEER for the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Severabiiity: 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. 18. Advice of A#torney: Each ,party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's ar the opportunity to seek such advice. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2C page 6 of 7 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. 2Q. Resulting Task Orders and Survival: All Task Orders resulting from this Master Agreement and executed ~y both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed acrd accepted by tine City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21. 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDfAN JUB ENGINEERS INC. BY: KEITH VIIATTS, Purchasing .Manager BY: Phillip Krichbaum, P, E. Dated: Department Approval BY: KYLE RADEf<, Asst. City Engineer Approved to as of Form CITY ATTORNEY Dated: MASTER AGREEMENT FOR ENGINEERING SERVICES UNL[MITED - 2c page 7 of 7 MASTER AGREEMENT FOR PROFESSlC1NAL SERVICES {Unlimited} THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22~a day of October, 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and JUB Engineers Inc., hereinafter referred to as "ENGINEER", whose business address is 250 South Beachwood Ave. Suite 201. Boise. 1D 8370J. INTROpUCTION Whereas, the City has a need fior 1NW Collec#ion and Treatment L+IIWnIGGl1111A - JGYYGI JyJiClll rIVYY IYlVllllVllllll. JCIpICI ~JVJLC[Il IV!{JUCIIIiU ~7C1 V14C.`! 2E to be defined by individual Task Orders which will set forth Specific Services, Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual, promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution. of this Master Agreement AND any associated Taslt Orders} and receipt of the City's written notice to proceed, Engineer shall comply +n all respects and perform and furnish to the City, all services listed in any corresponding task orderts}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents or materials acquired or produced by the ENGINEER. in conjunc#ion with the project shall became the property of, artd be delivered to, the CIT1(without any restrictions or limitations with respect to their further use thereof. Al] documents or materials prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives aremployees toany third party without the express, written consent of the CITY. Use of these documents by the CITY on any ofiher project, without written verification or :adaptation by the ENGINEER far the specific purpose intended, will be at the City's sale risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall `indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR E[~GINEERING SERVICES UNLIMITEQ _ 2e page i qi 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its wark in accordance with generally accepted industry standards and practices for the profession or professions that are .used in performance of this Agreement and resulting task orders} in effect at the time of performance of this Agreement and associated task order(s). Exceptfor that representation and any representations made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issuetl as part of the work performed by the ENGINEER under this Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and wark, provided by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of 1Nork, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties, 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate s~heduie may be amended once per calendar year if mutually agreeable to both parties. It is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the Citywith a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the Gity. The City will not withhold any Federal or State income taxes or Social Security Tax Pram any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment afi all taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited ta, meals, lodging, transportation, drawings, renderings ar mockups. Specifically, ENGINEER shall not be entitled ay virtue at` this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FC7R ENGINEERING SERVICES UNLIMITED - 2e page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon executron by both parties, and shalt automatically renew annually on October 1$t for two additional one year periods unless sooner terminated, in writing. 4. tndependerit Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has na authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the. performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and .services to be .provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities, ofi ENGINEER in fulfillment of this Agreement. 5. lndemhificatton and Insurance: ENGINEER shall indemnify and save and hold harmless C1TYfrom and for any and .all losses, claims, actions, judgments far damages, or injury to persons or property and losses and expenses and other casts including litigation costs and attorney's fees, arising aut:of, resulting from, o'r in connection with the negligent acts and/or errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business invitees, and, not caused by or arising out of the tortuous conduct of CITY ar its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the. minimum amounts as fallow: General Liability One Million Dollars ($1,000,000) per incident or occurrence, Professional Liability) Professional errors and omissions One Million Dollars x$1,000,000) aggregate, Automobile Liability Insurance One Million Dollars ($1,000,000) per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required by law. The CITYshall be named an additional insured on both General Liability and Automotive policies. 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 MASTER AGREEMENT FOFt ENGINEERING SERVICES UNLIMITED - 2e page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for ali such losses, claims, actions, ar judgments for damages ar injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out af, resulting from , or in connection with the negligent performance of Phis Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. ENGINEER shall provide CITYwith a Certificate of insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least~en {1 b}days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits, Evidence of all insurance shall be submitted to the City Purchasing .Agent with a copy to .Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83fi42. 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 requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 53642 JUB Engineers Inc. Attn: I'hilfil~ Krichbaum 250 South Beachwood Ave, Ste 20~ Boise 83709 208-8703625 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. 7. 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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER shall not have the right to assign, trans#er, hypothecate or sell any ofi its rights under this Agreement except upon the prior express written consent of CITY. MASTER AGREEMENT FOR ENGINEERING SE#iVICES (JNLIMITEd - 2e page ~ of 7 9. Discrimination Prohibited: In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any persprl on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 10.1 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. 10;2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the ,performance of this Agreement for a minimum of four {4) years from the termination or completion of this or Agreement, This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof. 1i. Audits and Inspections; At anytime duririg normal business hours and as often as the CITY may deem necessary,-there shall be made available to the CITY for examination all of ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER shalt permit the CITY to audit, examine, .and make excerp#s or :transcripts from such, records, and to make audits of ail contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 12, Publication, Reproduc#ion and Use of IlAaterial: 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 shah have unrestricfied authority to publish, disclose and o#herwise use, in whole or impart, any reports, data or other materials prepared under this Agreement, 13. Compliance with Laws: In performing the scope of services required. hereunder, ENGINEER shall comply with all applicable Laws, ordinances, and codes of Federal, State, and local governments: 74. Public Information: Pursuant to .Idaho Code Section 9-335, et seq_, information or documents received from the Contractor may be open to public inspection and copying unless exempt from disclosure. The Contractor .shall clearly designate individual documents as "exempt" on each page of such documents and shall .indicate the basis for such exemption. The .State wi11 not accept the marking of an entire document as exempt. In addition, the State will not accept a legend or statement on one (1 }page that all, or subs#an#ially all, of the document is exempt from disclosure. The Contractor shall indemnify and defend the State against ail liability, claims, damages, lasses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 5 of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. 15. Changes: The CITY may, #rom time to time, request changes in the Scope of Services to be .performed hereunder. Such .changes, including any increase or decrease in the amountof ENGINEER'S compensation, which are mutually agreed upon by and between .the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16, Termination: Ifi, through any cause, ENGINEER, its officers, employees, oragents 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 th"rs 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 ENGINEER of such termination and specifying the effective date thereof at least fi#teen (15}days before the effective date of such termination. ENGINEER 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, artd reports prepared by ENGINEER underthis Agreementshall, at the option of the CITY, become its property, and ENGI~JEER shall be entitled to receive just and equitable compensation .for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall riot be relieved of liabilityto the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined, This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CfTY fordamages, 17, Construction and Severabili`ty: if any part of this Agreement is held to be inualid or unenforceable, ,such holding will not affect file validity or enforceability of any other part of this Agreement sa long as the remainder of the Agreement is reasonably capable of completion. 18. Advice of Attorney: Each party warrants and represents That in executing this Agreement. It has received independent legal, advice from it's attorney's or the opportunity to seek such advice. 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. MASTER AGREEMENT FOR ENGINEERING SERVICES l1NLIMITED - 2e page 6 of 7 ~2~. Resulting Task Orders and Survival: All Task Orders resulting from this Master Agreement and executed by bath parties during the term of this Master Agreement uvill be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated ar unless tasks are canceled via a change order. 21. Appllcable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State ofi Idaho, and the ordinances of the City of Meridian. 22. Approval Requiired: This Agreement shall not became effective ar binding until approved by the. City of Meridian, CITY OF IVIERID1AiV JU13 ENGINEERS fNC. BY: KEITH 1NATTS, Purchasing Manager BY: Phillip Krichbaum, P. E. Dated: Department Approval BY: KYLE RADEK, Asst. City Engineer Dated: Approved to as of Form CfTY ATTORNEY MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES (UnEimited} THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22~'d day of October, 2013, and entered into by and between the City of Meridian, a municipal corporation or~ar~ized under the laws of the .State of ldaha, hereinafter referred to as "CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and JUB Engineers Inc., hereinafter referred to as "ENGINEER", whose business address is 250 South Beachwood Ave. Suite 2Q1. Boise. ID 83709: INTRODUCTION 11Uhereas, the City has a need for Surveying -- Topographic Surveying. Constuction Stakinq~As-Built Surveyina Misc. Services - 9A to be defined by individual Task Orders which will set Earth. Specific Services, Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS 1. Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order{s} and receipt of the City's written notice to proceed, Engineer shall comply in all respects and perform and furnish to the City, al! services listed in any corresponding task arder(s}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents or .materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, acid be delivered to, the CITY without any restrictions or limitations with respect to (heir further use thereof. All documents or materials prepared :for the. CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees to any third party without the express written consent of the CITY. Use of these documents by the CITY on any other project, without written verification ar adaptation by the ENGINEER for the specifiic purpose intended, will be at the Gity's sole risk and shall be without liability or legal exposure fio the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, lasses and expenses MA8TER AGREEMENT FOR ENGiiVEERlNG SERVICES UNLIMITED - 9a page'! of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide .services and work under this Agreement consistent with the requirements and standards established by applicable federal, :state. and city laws, ordinances, regulations .and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and resulting task orders} in effect at the time of perfiormance ofi this Agreement and associated task orders}. Except far that representation and any representations made or contained in any proposal submitted I,y the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express ar implied, as part of this Agreement. 1,4 Services and work.: provided ~y the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to .time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Tasic Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, wifh the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to bath parties. it is the responsibility of the engineer to notify the City of a desire. to submit a new rate. schedule for reulew. Amended rates may only be billed upon City's written acceptance thereof. 2,2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and casts incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval bythe City. The City wil) not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensatian, salary, wages, or other type of remuneration for services rendered. under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the farm of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 9a page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel related/meal reimbursement must be accompanied by itemized receipts. .Far the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance; This agreement shall become effective upon execution by bath parties, and shall automatically renew annually on October 1St for two additianal one year periods unless sooner terminated in writing. 4. Independent Contractor: 4.1 fn all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has na authority ar responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER sha11 determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. EIVCINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action or activities of ENGINEER in fulfillment of this Agreement. 5, Indemnification and :Insurance: ENGINEER shall indemnifyand save and hold harmless CiTYfrom andforanyand all losses, claims, acti6ns, judgments for damages, or injury to persons ar property and losses and. expenses and other costs including litigation casts and attorney's fees, arising out of, resulting from, ar in connection with the negligent acts and/or errors or omissions by the ENGINEER, its servants, .agents, officers, employees, guests, and business invitees, and not caused by or arising out of the tortuous conduct of CITY or its employees. ENGII~IEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as fallow:. General Liability One Million Dollars ($1,000,000} per incident or occurrence, Professional Liability! Professional errors and omissions One Million Dollars {$1,000,00D} aggregate, Automobile Liability Insurance One Million Dollars {$1,000U00) per incident ar occurrence and Workers' Compensation Insurance , in the statutory limits as required by law. The GITYshall be named an additianal insured an both General Liability and Automotive:policies. The limits of insurance shall not be deemed a limitation of the covenants to indemnity and save:and hold harmless. CITY; and if CITY becomes liable for an MASTER AGREEMENT FOR ENGIt`lE~R~NG SERVICES UNLfMITER - 9a page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation casts and attorneys' fees, arising oot of, resulting from , ar in connection with the negligent performance of this Agreement by the ENGINEER or engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. ENGINEER shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at feast ten (10}days prior to the date ENGINEER begins performance of it's obligations under this Agreement. !n the event the insurance minimums are changed, ENGINEER :shall immediately sl.lbmit proof of compliance with the changed limits. Evidence of ail insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. fi. Notices: Any and ail notices required to be:given by either of the parties hereto, unless otherwise stated in this agreement, shall be in writing and be deemed communica#ed when mailed in the United States mail, certified, return receipt requested, addressed as follows.: City of Meridian Purchasing Manager 33 E. Broadway Avenue .Meridian, Idaho 83642 JUB Engineers Inc. Attn: Phillip Krlchbaum 250 South Beachwood Ave. Ste 201 Boise. ID 83709 208-870-3628 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. 7. Attorney Fees; Should any litigation be commenced between the parties hereto concerning this Agreement, the preva'ifing 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 parries and :shall survive any default, termination or forfeiture of this Agreement. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER 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, MASTER AGREEMENT FOk~ ENGINEERING SERVICES UNLIMITED - 9a page 4 of 7 9. Discrimination Prohibited: In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of any federal, state or focal law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 1 Q. Reports and Information: 10.1 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. 10.2 ENGINEER shall maintain all writings, documents and records prepared or .compiled in connection with the performance of this Agreement for a minimum of four (4} years from the termination or completion of this or Agreement, This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of comml~nication or representation including letters, words, pictures, sounds or symbols or any combination .thereof. 11. Audits and Inspections: At anytime 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 ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER 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 Phis Agreement. i2. 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 whale or in part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public Information: Pursuant to Idaho Code Section 9-335, et seq,, information or docerlments received from the Contractor may be open to public inspection and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as exempt. In addition, the State will not accept a legend or statement an one ~1 }page that all, or substantially all, of the document is exempt from disclosure. The Contractor shalt indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVECES UNLIMITED - 9a page 5 of 7 exempt any document or portion of a document that is:released by the State shall constitute a complete waiver of any and all claims #or damages caused by any such release. 15. 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 amountaf ENGINEER'S compensation, which are mutuallyagreed upon by and be#ween the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Termination: If, through any cause, ENGINEER, 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 irl 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 ENGINEER of such termination and specifying the effective date thereof at least fifteen (15}days before the effective date of such termination. ENGINEER may terminate this agreement at any time by giving at least sixty (60} days native to CITY. In .the event of any termination of this :Agreement, all finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation .for any work .satisfactorily complete hereunder. ' Notwithstandingche above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY .may withhold any payments to ENGINEER for the .purposes of set-off until such time as the exact amount ofi damages due the CITY from ENGINEER is determined,. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Severabili#y !f any part of this Agreement is held to be invalid or Unenforceable, such holding will .not affee# the validity or enforceability of any other .part of this Agreement so long as the reminder of the Agreement is reasonably capable of completion. 18. .Advice of Attorney: Each party warrants and represents .that in executing this Agreement. It has received independent legal. advice from it's attorney's or the opportunity to seek such advice. 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, MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 98 page E of 7 20. Resulting Task Qrders and Survival: All Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21, 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. 22, Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY t~l= MERIDIAN JUB ENGINEERS 1NC. BY: KEITH VI/ATTS, Purchasing Manager BY: Phillip Kricllbaum, P. E. Dated: pepartment Approval BY: KYLE RADEK, Asst. City Engineer Dated: Approved to as of Farm CITY: ATTORNEY Dated: MASTER AGREEMENT FQR ENGINEEFIING SERVICES UNLIM[TED - 9a page 7 of 7 MASTER .AGREEMENT FOR PROFESSIONAL SERVICES (Unlimited) THIS AGREEMENT FOR PR4FESSIQNALSERVi~ES is made this 22"d day of October 2Q13, and entered into 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 Broadway Avenue, Meridian, Idaho 83G42, and Keller Associates, hereinafter referred to as "ENGINEER", whose business address is 131 SW 5th Avenue, Suite A. Meridian. 1D 83842, INTRODUCTION Whereas, the City has a need for 1Nater SuEply & Distribution Eft gineerina -Water Svs#em Modefina Services ~ 1 C to be defined. by individual Task Orders which will set iforth Specific Services, Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, inconsideration of the mutual promises, covenants, terms and cond',tions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upan execution of thls Master Agreement AND any associated Task Orders} and receipt of the City's written, notice to proceed, Engineer .shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task order(s) incorporated herein by this reference, together with any amendments that may be' agreed to in writing by the parties. 1.2 All documents or .materials acquired or produced tyy the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. .All documents or materials prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives aremployees to any third party without the express written consent of the CITY. Use of these documents by the CITY on any other project, without written verification or adaptation by the ENG I N EER for the specific purpose intended, will be at the City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -1 c page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents, Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER," 1.3 The ENGINEER shall provide .services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city [aws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices forthe profession orprofessions that are used in performance of this Agreement and resulting task order{s) in effect at the time of performance of this Agreement and associated task order{s}. Except for that representation and any representations made or contained in any proposal submitted by the ENG WEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the Guy's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent. of the parties, 2. Consldera#Ion 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on fife with the City. Additional personnel may be added to the .Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to bath patties. It is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review. Amentled rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the Gity, The City will not withhold any Federal .or State income taxes or Social Security Tax from any payment made by Gity to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the. City any additional consideration, compensation, salary, wages, or other type of remuneration for :services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically; ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays ar other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED -1 c page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy. Any requested travel related/meal reimbursement must be accompanied by itemized receipts. Far the purposes of this agreement and resulting task orders, Crave! between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew .annually on October 1$~ for two additional one year periods unless sooner terminated in writing. 4. Independent Contractor: 4,1 In all. matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and r4either ENGINEER nor anyoffiicer, employee aragent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the. performance of this agreement shall be made by the CITY. 4,2 ENGINEER shall determirte the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER .shall be responsible to City only for the requirements and results .specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action oractivities oJ' ENGINEER in fulfillment of this Agreement. 5. Indemnfffcatioh and Insurance: ENGINEER s. hall indemnify and save and hold harmless CITYfrom and for any and al{ lasses, claims, actions, judgments for damages, or injury to persons or property :and losses and expenses and other costs including litigation casts and attorney's fees, arising out of, resulting from, or in connection with the negligent acts andlor .errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business invitees, and not caused by :or arising out of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically :agrees that it will maintain, throughout the term of this Agreement, liability insurance in the .minimum amounts as follow: General Liability One Million Dollars x$1,000,000) per incident oroccurrence, Professional Liability/ Professional errors and, omissions One Million Dollars .($1,000;000) aggregate, Automobile Liability Insurance One Million Dollars ($1,00O,OOQj per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required bylaw. The CfTYshali be named an additional insured on both General Liability and Automotive policies. 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 far an MASTER AGREEMENT FQR ENG[NEERING SERVICES l1NL[MITED -1c page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for ali such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation casts and attorneys' fees, arising out of, resulting #rom , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer"s .officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use af. ENGINEER shall provide CiTYwith a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten X10}days prior to the date ENGINEER ,begins performance of it's obligations under this Agreement: In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of atl insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City .Accounting, 33 East Broadway Avenue, Meridian, fdaha 83642. 6. Notices: Any and all notices required to be given by either of the parties hereto, .unless otherwise stated in #his agreement, shall be in writing and be deemed cornmunicated when mailed in the United States mail, certified, return receipt requested, addressed as follows: City of Meridian Purchasing Manager 33 E, Broadway Avenue Meridian, Idaho 83fi42 Keller Associates Attn: James Bledsoe 131 SW 5th Avenue. Ste A .Meridian X3642 2Q8-288-_~ 999 Bledsoe kellerassaciates.com Either party may change their address far the purpose of this paragraph by giving written notice of such change tq the other in the manner herein provided. 7. Attorney Fees: Should arty 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. 8. .Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER shalt 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. MASTER AGREEMENT FQR ENGII~fEERING SERVICES UNLIMITED - is page 4 of 7 9. Discrimination Prohibi#ed: In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of anyfederal, state or local law, rule or regulation against any person or- the basis of race, color, religion, sex, national :origin or ancestry, age or disability. 10. Reports and Information: 10.i At such times ar~d 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. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement far a minimum of four (4) years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communicatipn or representation including letters, words, pictures, sounds or symbols or any combination thereof. 11. 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 examinational! of ENGINEER'S records with respect to all matters covered by,this Agreement. ENGINEER shall permit the CITY to audit, examine, artd make excerpts or transcrip#s from suc~l 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. 12. 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. 13. Compliance with Laws: In performing the scope of services required, hereunder, ENGINEER shall comply with all applicable taws, ordinances, and codes of Federal, State, and local governments. 14. Public information: Pursuantto Idahp Code Section 9-335, et seq,, information or documents received from the Contractor may be open to public inspection :and copying unless exempt from .disclosure. The Contractor shall clearly designate individual documents as "exemp#" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as exempt, In addition, the State will not accept a legend or statement on one (t }page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall indemnify and defend the .State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to MASTER AGREEMEfVT FOR ENGiIVEERWG SERVICES UMLiMIi'ED - is page 5 of 7 designate individual documents as exempt. The Contractor's failure to designate as exempt any document or portion. of a document that is released by the State shall .constitute a complete waiver of any and all claims for damages caused by ar~y such release. i5. Ghanges: The. CITY may, from time to time, request changes in the Scope of Services to be performed hereunder. Such changes, including any increase ar decrease in the amount of ENGINEER'S compensation, which are mutually agreed upon by and between the CITY and ENGINEER, sha[i be incorporated in written amendments to this Agreement. ~6. Termination: If, through any cause, ENGINEER, 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 givir3g written notice to ENGINEER of such termination and. specifying the effective date thereof at least #ifteen {15) days before the effective date of such termination. ENGINEER may terminate this agreement at any time by giving at least sixty (64) days notice to CITY. In the event of any termination of this Agreement, all finished, or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, became its property, and .ENGINEER shall be entitled to receive just and equitable .compensation for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of IiabiNty to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined, This provision shall survive the Termination of this agreement and shall nat relieve ENGINEER ofi i#s liability to the CITY for damages. 17. Construction and Severability: Jf any pact of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity ar enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 18. Advice of Attorney; Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. MASTER AGREEMENT EDR ENGINEERING SERVICES UNf_IMITED -- is page ~ of 7 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. Resulting Tas[c Qrders and Survival: All Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated. or unless tasks are canceled via a change order. 21. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the caws of the State of Idaho, and the ordinances of the City of Meridian. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN Keller Associates BY: Keith Watts, Purchasing Manager BY: James Bledsoe, P.E. Dated: Public Works Department Approval BY: Kyle Raclek, Assistant City Engineer Dated: Approved as to Form CITY ATTORNEY Dated: MASTER AGREEMENT FQR ENGINEERIiVG SERVICES UNLIMITED -1C page 7 of 7 MASTER .AGREEMENT FQR PROFESSIONAL SERVICES (Unlimited) THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22"d day of October, 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and Keller Associates, hereinafter referred to as "ENGINEER", whose business address is 131 SVII 5t11 A_ve~ue. Suite A. Meridian, iD 83642. INTRODUCTION Whereas, .the City has a need for Modelina Suppor# Services --10b to be defined by individual Task Orders which will set forkh Specific Services, Time of Performance and Payment; and WHEREAS, the ENGf NEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE:, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order{s) and receipt of the City's, written notice to proceed,, Engineer :shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task order{s) incorpora#ed heroin by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 A11 documents or ,materials acquired or produced by .the ENGINEER in. conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. Ali documents or materials prepared for the. CITY shall not be distributed by the ENGINEER, :sub-engineer's, their agents, representatives oremployees to any third party without the express written consent of the CITY, Use of these documents by the CITY on any other project, without written verification or adaptation by the ENGINEER for the specific purpose intended, wilt be at the City's sole risk and shall be without liability ar legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from al! claims, damages, losses and expenses MASTr=13 AGREEMENT FOR EIVGINEERII~G SEfiVICES U[VLIMITED -- 10b page 1 of 7 including attorney's fees arising out of or resulting fram the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shat! provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, s#ate and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in perfiormance of this Agreement and resulting task order{s} in effect at the time of performance of this Agreement and associated task order{s). Exceptfor that representation and any representations made or contained in any proposal submitted by the ENGINEER and'any reports ar opinions prepared or issued as part ofthe work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as park of this Agreement. 1.4 Services acid work provided by the ENGINEER at the City's request under this Agreement will lae performed in a timely manner in accordance with a Schedule of UVork, which the parties hereto shall agree to. The Schedule ofi Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2,i The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet an file with the City. Additional personnel may be :added to the Rate Schedule at any time, with the written acceptance ofi the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties. it Is tfte responsibility of the engineer to notify the City of 'a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 22 The ENGINEER shah provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will. pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or' Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and. other assessments on such sums is the sale responsibility of ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall riot be entitled to no receive fram the. City any additional consideration, .compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically; ENGINEER .shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or atherpaid .leaves of absence of any type or kind whatsoever. MASTED AGREEMENT FQR ENGINEERING SERVICES UNLIMITED -10b page 2 of 7 2.4 Any oufi of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy: Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGlNEER'SICONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon. execution by both parties, and shall automatically renew :annually on October 1st for two additional one year periods unless sooner terminated in writing, 4. Independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City, The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENG INFER sf~all determine the method., details and means of performing the work and services to be .provided by ENGINEER under this Agreement. ENGINEER shat! be responsible to City only for the requirements and results specified in this Agreement :and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of ENGINEER fn fulfillment of this Agreement. 5. Indemnification and .Insurance: ENGINEER shall indemnifyand save and hold harmless CITYfrom andforanyand. all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation .costs and .attorney's fees, arising out of, resulting from, or in connection withthe negligent acts and/or errors or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business invitees, and not caused by or arising :out of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as follow: General Liability One Million Dollars ($x,000,000) per incident or occurrence, Professional Liability / Professional errors and omis$ions One Million Dollars {$~.;000,000) aggregate, Automobile Liability Insurance One Mif lion Dollars ($1;000;000) per incident or occurrence and Worf~cers' Compensation Insurance , in the statutory limits as required by law. The CITYshall be named an additional insured on both General Liability and Automotive policies. The limits of insurance shall not be deemed a (imitation of the covenants to indemnify and save and hold .harmless, CITY; and if CfTY becomes liable for an MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -10b page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and :save and hold harmless CITY from and far all such lasses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arisir7g out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives ar subcontractors and resulting in or attributable to personal injury, death, or damage or destructiar~ to tangible ar intangible property, including use of. ENGINEER shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at leas# ten (i o) days: prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, .Idaho 83642, 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 requested, addressed as follows,: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, fdaho 83642 Keller Associates .Attn: James Bledsoe. Principal f 31 SW 5th Avenue. Ste A Meridian. ID 83642 .208-288-1999 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. 7. 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 reliefi as may be granted, to court casts 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. 8. Assignment: It is expressly agreed and understand by the parties hereto, that ENGINEER shall not have the right to assign, transfer, hypothecate. ar sell any of its rights under this Agreement except upon the prior express written consent of CITY. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -10b page 4 of 7 9. Discrimination Prohibited: In perfiorming the Services required herein, ENGINEER shall not unlawfully discriminate in violation of anyfiederal, state or [oval law, rule or regulation against any person on the basis of race, color, religion, sex, national :origin or ancestry, age or disability. 1 Q. Reports and Information: 10.1 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 pertair>!ing to matters covered by this Agreement. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static,'photographicond every other means ofi recording upon any tangible thing, any form of communication or representation including letters, wards, pictures, sounds or symbols or any combination thereof. 11. 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 ENGINEER'S records with respect to all matters covered by this Agreement: ENGINEER 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. 12. Publication, Reproduc#lon and Use. of Material: No material produced in whole ar in part under this Agreement shall be subjec# 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. 13. Compliance with Laws: In performing the scope of services required here~lnder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public Information: Pursuant to Idaho Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection :and copying unless exempt from disclosure. The Contractor shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption, The State will not accept the marking of an entire document as exempt. in addition, the State will not accept a legend or .statement on one (1) page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall indeml~ify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney flees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEQ -10b page 5 of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and ali claims for damages caused by any such release. 15. 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 ENGINEER'S compensation, which are mutually agreed upon by and laetween the CITY and ENGINEER, shall be incorporated iri written amendments to this Agreement. 16. Termination; It, through any cause, ENGINEER, 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, ar 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 tlZe right to terminate this Agreement by giving written notice to ENGINEER of such termination and specifying the effective date thereof at least fifteen {15) days before the effective date of such termination. ENGINEER may terminate this agreement at any time by giving at least sixty {60) days notice to CITY, In the event of any termination of #his :Agreement, all finished or unfinished documents, data, and reports prepared by ENGINEER underthis Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensatian for any work satisfactorily complete hereunder, Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the ,purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined,, This provision shall survive the termination of #his agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Severability; If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity gr;enfiorceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 18. Advice of Attorney: Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 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 hereafi or contemporaneous herewith, MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED --10b page 6 of 7 2p. Resulting Task Orders and. Survival: All Task Orders resulting from this Master Agreement and executed by both parties during the term of this MasterAgreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is termingted or.unless tasks are canceled via a change order. 21. 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian, CITY OF lltfER1D1AN ~ KELLER ASSOCIATES BY: KEITH WATTS, Purchasing Manager BY: James Bledsoe, P.E. Department .Approval BY: KYLE RADEK, Asst, City Engineer ©ated: ; Approved to as of Form CITY ATTURNEY MASTER AGREEME[~T FQR ENGINEERING SERVICES UNLIMITED - 10b page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES {Unlimited} THIS AGREEMENT FQR PROFESSIONAL SERVICES is made this 22nd day of October; 2Qt 3, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and Keller Associates, hereinafter referred to as "ENGINEER"-, whose business address is 131 SW 5th Avenue. Suite A. Meridian. ID 83642. INTRODUCTION Utlhereas, .the City has a need for VIIVII Collection and Treatment . Cawr~r ~~~etam >rtnw Mnnifinrinn• Co~nrar Carc#nm Mnr~lniinn Ce 2E to be defiined by individual Task Orders which will set forth Specific Services, Time of Performance and. Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NO1N, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND COND1T10NS Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order{s} and receipt of the City's written notice to proceed, Engineer :shall comply in all respects and perform arrd furnish to the City; all services listed in any corresponding task orders}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 A!I documents or materials acquired or produced by the ENGINEER in conjunction with the'praject shall became the property of, and be delivered to, the CITY without any restrictions ar limitations with respect to their further use thereof. Alf documents ar materials prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives aremployees toany thin party without the express written consent of the CITY.. Use of these documents by the CITY an any .other project, without written verification or .adaptation by the ENGINEER far the specific purpose intended, will be at the Gity's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hall harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 1 qi 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER," 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practises for the profession or profiessions that are used in performance of this Agreement and resulting task orders} in effect at the time of performance of this Agreement and associated task arder(s}. Except for that representation and any representations. made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. t .4 Services and work provided, by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Woris, which the parties hereto shall agree to: The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration ~.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once ;per calendar year if mutually agreeable to both parties. It is the responsibility of the engineer to notify the Ci#y of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 22 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will, pay within 30 days of receipt of a correct invoice anal approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole ;responsibility of ENGINEER. 2.S Except as expressly provided in this Agreement and correspond"mg Task C)rders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, ar other type of remuneration for .services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be .entitled by virtue of this Agreement to consideration in the form of overtime, health insurance bene#its, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITEQ - 2e page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel policy, Any requested travel related/meal reimbursement must be accompanied by itemized receipts. Far the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/GaNSIILTANT'S offices and the project site is not considered out of town travel. Time ofi Perfiormance: This agreement shall became effective upon execution by both parties, and shall automatically renew annually an October iSt for two additional one year periods unless sooner terminated in writing. 4. Independent Contractor: 4.1 in all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee oragent of ENG INFER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority ar responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the. performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action oractivities of ENGINEER in fulfillment of this Agreement. 5. .Indemnification and .Insurance: ENGINEER shaft indemnify and save and hold harmless CITYfrom and for any and al! losses, claims, actions, judgments for damages, ar injury to persons or property and fosses and expenses and other costs including litigation costs and attorney's flees, arising out .of, resulting tram, or in connection with the negligent acts and/or .errors ar omissions by the ENGINEER, its servants, agents, officers, employees, guests, and business irrviteeS, and, not caused by .or arising :out of the tortuous conduct. of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughout tFle term of this Agreement, liability insurance in the minimum amounts as follow: General Liability One Million Dollars {$1,000,000} per incident or occurrence, Professional Liability/ Professional errors and, omissions One Million .Dollars ($1,0,00,000) aggregate, Automobile Liability Insurance One Million Dollars {$1,000,000} per incident or occurrence and Workers' Compensation insurance , in the statutory limits as required bylaw. The C1TYshall be named an additional insured on both General Liability and Automotive policies. 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 MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEQ - 2e page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and :save and hold harmless CITY from and for all .such losses, claims, actions, or judgments for damages or injury to persons or property arid other casts, including litigation costs and attorneys` fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in or at#ributable to personal injury, death, or damage ar destruction to tangible or intangible property, including use of. ENGINEER shall provide C1TYwith a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten (10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement. !n the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing .Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83fi42, 6. Notices: Arty 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 lJnited States mail, certified, return receipt requested, addressed as follows.: City of Meridian Purchasing Manager 33 E. Broadway Avenue Merid',an, Idaho 83642 Keller Associates Attn: James Bledsoe 131 S1N 5th Avenue. Ste A .Meridian. ID 83642 208-288-1999 Either party may change their address far the purpose. of this paragraph by giving written notice of such change to the other in the manner herein provided. 7. 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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER sha11 not have the right to assign, transfer, hypothecate ar sell any of its rights under this Agreement except upon the prior express written consent of CITY. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 4 of 7 9. Discrimination Prohiibited: In performing the Services required herein, ENGINEER shall not unlawfullydiscriminate in violation of anyfederai, state arlacal law, rule or regula#ion against any person oar the basis of race, color, religion, sex, national .origin or ancestry, age or disability, 10. Reports :and Information: 10.1 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 GITY may request pertaining to matters covered by this Agreement. 10.2 ENGINEER shall maintain all. writings, documents and records prepared or compiled in connection with the ,performance of this Agreement for a minimum of four {4} years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or arty combination thereo#; 17. 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 fior examination all of ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER shall permit the CITY to audit, examine, and make excerpts or :transcripts from such, records, and to make audits of ail contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement, 12. Publication, Reproduction and Use of Material: No material produced in whole or in parfi under this Agreement shall be subject to copyright in the United States or in any other country. The CITY shall have unrestricted authorityta publish, disclose and otherwise use, in whole or in part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with afl applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public information: Pursuant to Idaho Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection :and copying unless exempt from disclosure. The Contractor shall clearly .designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an :entire document as exempt. In addition, .the State will not accept a legend or statement an one {~} page that all, ar substantially all, of the document is exempt from disclosure.. The Contractor shall indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, .attorney fees and suits whatsoever for honoring such a designa#ion or for the Contractor's failure to designate individual documents as exempt. The Contractor`s failure to designate as MASTE~i AGREEMENT FUR ENGINEERING SERVICES UNLIMITED - 2e page 5 of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims far damages caused by any such release. i 5. Changes: The CITY may, from #ime to time, request changes in the :Scope of Services to be performed hereunder. Such changes, including any increase or decrease in the amount of ENGINEER'S compensation, which are mutually agreed upon by and between the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Terming#ion: !f, through any cause, ENGINEER, its officers, employees, oragents 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 ENGINEER of such termination and specifying the effective date thereof at least fifteen (15) days before the effective date of such termination. ENGINEER 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 ENGINEER under this Agreement shall, at the option of the CITY, became its property, and ENGINEER shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the G1TY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and .the CITY rrtay withhold any payments to ENGINEER far the purposes ofi set-off .until :such time as the exact amount of damages due the CITY from ER1G[NEER is determined., This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liabiiity to the CITY fordamages. 17. Construction and Severability; If any part of this Agreement is held to be invalid or unenforceable, such hololing 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. 1 S. Adviice of Attorney: Each party warrants and. represents that in executing this Agreement. It has received independent .legal advice from it's attorney's or the opportunity to seek such advice, i9. 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. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -- 2e page 6 of 7 20, Resulting Task Orders and Survival: Alf Task Orders resulting from this Mas#er Agreement and executed by bath parties during the term of this Master Agreement will be bound to the terms and conditions of fihe Master Agreement until all tas[<s are completed and accepted by the City whether or nat the Master Agreement is terminated or Unless tasks are canceled via a change order. 21. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State o€ Idaho, and the ordinances of the City of Meridian. 22. Approval Required: This Agreement shall not become effective or binding until approved by the. City of Meridian. CITY OF MERIDIAN KELLER ASSOCIATES BY: KEITH WATTS, Purchasing Manager BY: James Bledsoe, P. E. Dated: Department Approval BY: KYLE RADEK, Asst. City Engineer Dated: Apprnued to as of Form CITY ATTGRNEY MASTER AGREEMENT FOFi ~iVGINEERING SERVICES UNLIMITED - 2e page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES tllJnllmited} THIS AGREEMENT FOR PROFESSIQNAL SERVICES is made this 22"d day of October, 2013, arEd entered into 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 Broadway Avenue, .Meridian, Idaho 83642, and Murray. Smith. & Associates. Inc., hereinafter referred to as "ENGINEER",whose business address is 1649 VII. Shoreline Drive. Suite 200. Boise. ID 83702. INTRODUCTION. Whereas, the City has a need fiat Water Supp~ & Distribution Enginee,~fna ~- Water Svstem Modeling Services-1 C to be defined by individual Task Orders which will set forth Specific Services, lime of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; N01N, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafiter contained, the parties agree as follows: TERMS AND CONDITIONS 1. Scope of .Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order{s) and receipt of the City's written notice to proceed, Engineer shall comply in all respects and perform and furnish to the City, all services I.is#ed in any corresponding task order{s) incorporated herein by this reference, together with any amendments tha# may ~e agreed to in writing by the parties. 1;2 All documents or materials acquired or produced by the ENGINEER in conjunction with the project shall. become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. All documents or materials prepared for the CITY shall not be distributed by the ENGINEER, sub engineer's, their agents, representatives or empbyees toany third party without the express written consent of the CITY. Use of these documents by the .CITY on any :other project, without written verification or adaptation by the ENGINEER for the specific purpose intended, will be atthe City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses including attorney's fees arising out ofi or resulting from the use of such documents. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - is page 1 pf 7 Any verification ar adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER,'' 1.3 The ENGINEER shall pra~ide services and work under this Agreement consistent with the requirements:and standards established by applicable federal, state .and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and resulting task order{s} in effect at the time of performance of this Agreement and associated task order{s). Except for that representation and .any representations made or contained in any proposal submitted by the ENGINEER artd any reports or opinions prepared or issued as part of the work performed by the ENGINEER under this Agreement; ENGINEER makes no other warranties, .either express or implied, as part of this Agreement. .4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in_ atimely manner in accordance with a Schedule, of Work, which the parties hereto shall agree to. The Sct~eduie of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER .shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties, Ilt ifs the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review, Amended rates may only be billed upon City's written acceptance thereof. 2,2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made b}r City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes .and other assessments on such sums is the sole responsibility of ENGINEER, 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the Gity any additional consideration, compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not limited. to, meals, lodging, transportation, drawings, renderings or mockups, Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FOR ENGINEERING SERVICES UNL[MITED - 1 C page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel ;policy. Any requested travel relatedJmeal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered. out of town (ravel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually an October 1$t for two .additional one :year periods unless sooner terminated in writing. 4. independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, :and neither ENGINEER nor any officer, employee oragent of ENGINEER will be deemed an employee of CITY. Except as expressly provided, in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method,, details and means of performing the work and services to be .provided by ENGINEER under this Agreement. ENGINEER .shall be responsible to City only for the .requirements and results specified in this. Agreement and, except as expressly provided in this Agreement, .shall not be subjected to City's control with respect to tine physical action oractivities of ENGINEER in fulfillment of this Agreement. 5, Indemnlflcation .and Insurance: . ENG I NEER shall indemnif y and save and hold harmless C1Ty from and for any and all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation .costs and attorney's fees, arising out of, resulting from, or in connection with the. negligent acts andlor .errors or omissions by the ENGINEER, its servants, .agents, officers, employees, guests, and business invitees, and not caused by or arising :out of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the minimum amounts as follow: General Liability One Million Dollars ($1,000,000} per incident or occurrence, Professional Liability 1 Professional errors and. omissions One Million Dollars {$1,000,000) aggregate, Automobile Liability Insurance One Million Dollars ($1,OOO,o00} per incident or occurrence and Workers` Compensation Insurance , in the statutory limits as required bylaw. The CITY shall be named an additional insured on bath General Liability and Automotive policies. 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 MASi'ER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEd -- 1c page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for all .such losses, claims, actions, or judgments for damages or injury to persons or property and other casts, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage ordestruction to tangible or intangible property, including use of. ENGINEER shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten (10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement: In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shat! be submitted to the City Purchasing Agent with a copy to Meridian City .Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 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 requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 Murray. Smith. & Associates. inc. Attn: David Stan el P.E. 16491(IJ. Shoreline Drive. Ste 200 BoiseJD. 83702 208-947-9033 dsCa~msa-ep.com 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, 7. 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. 8. .Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER 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. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLlMiTED -1 c page 4 of 7 9. Discrimination Prohiibilted: In performing the Services required herein, ENGINEER shall not unlawfully discriminate in violation of any federal, state or [oval law, rule or regulation .against any person on the basis of race, color, religion, sex, national origin ar ancestry, age or disability. 10. .Reports and Information:. 10.1 At such times and in such forms as the CITY may require, there shall be furnished to the CITY such statemen#s, records, reports, data and information as the CITY may request pertaining to matters covered by this Agreement. 10.2 ENGINEER shall, maintain all writings, documents and records prepared or compiled in connection wi#h the performance of this Agreement for a minimum of four (4} years from the termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof, 11. 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 ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER .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, cand'+tions ofi employment and other data .relating to all matters covered by this Agreement, 12. Publication, Reproduction and Use of Material: No material produced. in whale 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, 13. Compliance with Laws.: In performing the scope of services required hereunder, ENGINEER shah comply with ali applicable laws, ardinanaes, and codes of Federal,. State, and focal governments. 14. Public Information:. Pursuant to Idaho Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection and copying unless exempt from .disclosure. The Contractor shall clearly designate individual documents as "exempt" orf each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an entire document as exempt. In addition, the State will not accept a legend or statement on one {1 ~ page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall indemnifiy and defend the State against all liability, claims, damages, losses, expenses, .actions, attorney fees and suits whatsoever for honoring such a designafion or for the Contractor's failure to MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED -1c page 5 of 7 designate individual documents as exempt. The Contractor's failure to designate as exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. 15. 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 theamountof ENGINEER'S compensation, which are mutuallyagreed upon by and between the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Termination: If, through any cause, ENGINEER, 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 irt!terest of CITY, the CITY shall thereupon have the right to terminate this Agreement by giving written notice to ENGINEER of such termination and specifying the effective date thereof at least fifteen (15~ days before the effective date of such termination. ENGINEER 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 ar unfinished documents, data, and reports prepared by ENGINEER underthis Agreementshall, at the option of the CITY, become its property, and ENGINEER shall be .entitled to receive just and equitable .compensation .for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of .liability to the CITY fior damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold. any payments to ENGINEER for the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is deterr'nined. This provision Shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. Construction and Severability: if any part of this Agreement is he[d to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other park of this Agreement so long as the remainder of the Agreement is reasonably capable of completion, 18. Advice of Attorney; Each party warrants and represents that in executing this Agreement. it has received independent legal advice from it's attorney's or the opportunity to seek such advice. ~9. Entire Agreemen#: 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 ar contemporaneous herewith, ` MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 1c page 6 of 7 20. Resulting Task Qrders and Survival: Ali Task Orders resulting from this fViaster Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21. Applicable Law: This Agreement sha[i 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. 22. Approval Required: This Agreement shall not become effec#ive or binding unfil approved by the City of Meridian. CITY OF MERlD1AN Murray, Smith, & Associates, Inc. BY: Keith. Watts, Purchasing Manager BY: David Stangel, P. E. Dated: Public Works Department Approval BY: Kyle Radek, Assistant City Engineer Dated: Approved as to Form CITY ATTORNEY Dated: MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -1c page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES {Unlimited} THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22nd day of October, 2013, and entered into 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 Broadway Avenue, Meridian, fdaho 83642, and Murray, Smith. & Associates. lnc., hereinafter referred to as "ENGINEER",whose business address is 1649 W. Shoreline Drive Suite 200 Boise ID 83702; INTRODUCTION Whereas, the City has a need for ~~~ nwc~nr -~JGYrG~ Lu~G GALGiWIV~IJ rIC~.1.LlIC a7CVYG1~ d IU.IWI,G VUIIGGIIUI Design Services -- 2C to be defined by individual Task Orders which will set forth Specific Services, Time of Performance and Payment; and WHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual, promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order{s) and receipt of the City's written, notice to proceed.; Engineer shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task order{s) incorporated herein by Phis reference, together with any amendments that may be agreed to in writing by the parties. 1,2 Ali documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respectto their further use thereof. Ali documents or materials. prepared far the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees to any third party without the express written consent of the CITY. Use of these documen#s by the CITY on any other project, without written verification or .adaptation by the ENGINEER farthe specific purpose intended, will be at the City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, lasses and expenses MAS7EFi AGREEMENT FOR ENGINEERWG SERVICES UE`ILIM[TED - 2c page f of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, :state and city laws, ordinances, regulations .and resolutions. The ENGINEER represents and warrants that it will perform its vuark in accordance with generally accepted industry standards and practices for the profession or pro#essions that are used in performance of this Agreement and resulting task orders} in effect at the time of perfarmance of this Agreement and associated task order(s). Except for that representation and any representations, made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of 1Noric, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on fife with 'the .City. Additional personnel may be added to the .Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties. It is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review: Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER. shall provide the City with a monthly statement, as services warrant, of fees earned and costs :incurred for services provided during the billing period, which the City will. pay within 30 days of receipt of a correct invoice :and approval by the City, The City will not withhold any :Federal or State income taxes or Socia! Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment ofi all taxes and other assessments on such sums is the sale responsibility of .ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders,, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation, salary, wages, or other type of remuneration far services rendered under this Agreement, including, bfat not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MA5TER AGf~EEMENT FQR ENGINEERfNG SERVICES UNLIMfTED - 2c page 2 of 7 2.4 Any out of town travel required by individual Task Qrders will be reimbursed at cost, per the City's existing travel policy, Any requested travel relatedlmeal reimbursement must be accompanied by i#emized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the project site is not considered out of town. Crave I. 3. Time of Performance; This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1 SI for two additional one :year periods unless sooner terminated in writing. 4. Independent Contrac#or; 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGf VEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and .services to be provided by ENGINEER under this Agreement, ENGINEER shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respectto the physical action oractivities of ENGINEER in fulfillment of #his Agreement. 5. Indemnlffcation and Insurance; ENGINEER shall indemnify and save and hold harmless CITYfrom and foranyand all lasses, claims, actions, judgments for damages, ar injury to persons or property and fosses and expenses and other costs irlciuding litigation casts and attorney's fees, arising out of, resulting from, or in connection with the negligent acts and/or errors. or omissions by the ENGINEER, its servants, agents, officers, employees, guests, and :business invitees, and not caused 'by or arising out of the tortuous conduct of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughoutthe term of this Agreement, iiabilityinsurance in the minimum amounts as follow; General .Liability One (Million Dollars ($1,000,p00) per incident or occurrence, Professional liability l Professional errors and omission. s one Million Dollars x$1,000,000) .aggregate; Automobile Li .ability Insurance One Million Dollars {$1,000,000) per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required by law. The CITYshall be named an additional insured on both General !-lability and Automotive policies. 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 MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2c page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants acid agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments for damages or injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage ordestruction to tangible or intangible property, including use of. ENGINEER shall provide CITY with a Certificate ofi Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at leastten (i 0}days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of .compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 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 requested, addressed as follows: City of Meridiar>I Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 Murray. Smith. & Associates. inc. Attn: David Stangel 1649 W. Shoreline Drive. Ste 200 Boise 83702 208947-9033 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. 7. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to arty .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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENG INFER shall nat 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. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2C page 4 of 7 9. Discrimination Prohibited: In performing fhe Services required herein, ENGINEER shall not unlawfully discriminate in violation of any federal, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability, i a. Reports and information: 10.1. 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. 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the .performance of this Agreement for a minimum of four (4} years from the termination or completion of this or Agreement, This includes any handwriting, typewriting,, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof, 1 i. 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 ENGINEER'S records with. respect to ail matters covered by this Agreement. .ENGINEER 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. i 2. 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 whale or in part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public Information:, Pursuant to Idaho. Code Section 9-335, et seq., information or documents received from the Contractor may be open to public inspection :and copying unless exempt from disclosure. The Contractor shall clearly .designate individual documents as "exempt" an each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking afi an entire document as exempt. In addition, the State will not accep# a legend or statement on one (1 } page that all, ar substantially all, of the document is exempt from disclosure. The Contractor shall indemnify and defend the State against all liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor`s failure to designate individual documents as exempt. The Contractor`s failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2c page 5 of 7 exempt any document or portion of a document that is released by the State shall constitute a complete waiver of any and all claims far damages caused by any such release. i5. 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 ENGINEER'S compensation, .which are mutually agreed upon by and between the CITY and ENGINEER, shah be incorporated in written amendments to this Agreement. 16. Termination: If, through any cause, ENGINEER, its officers, employees, oragents fails to fulfil! in a timely and proper manner its obligations under this Agreemen#, violates any of tl~e 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 ofi CITY, the CITY shall thereupon have the right to terminate this Agreement by giving written notice to ENGINEER of such termination and specifying the effective date thereof at feast fifteen (15}days before the effective date of such termination. ENGINEER may terminate this agreement at any time by giving at least sixty (so) days notice to CITY. In .the event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY 'far damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to .ENGINEER for the ,purposes of set-off until such Time as the exact amount of damages due the CITY from ENGINEER is determined. This provision shall survive the termination, of this agreement and shall not relieve ENGINEER of its liability to the CITY fordamages. 17. Construction and ~everabifi#y: If any part of this Agreement is held to be invalid ar unenforceable, such holding will .not of#ect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. 18. Advice of Attorney: Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's or the opportunity to seek such advice. 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, MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED -- 2c page 6 a( 7 20. Resulting Task Orders and Survival: Ali Task Orders resulting from this Mas#er Agreement and executed by bath parties during the term of this Master Agreement will be bound to the terms and conditions of the lUlaster Agreement until ail tasks are completed and accepted ay the City whether or not the Master Agreement is terminated or unless tasks are canceled via a change order. 21: Applicable Law: This Agreement shall be governed byand construed and enforced in accgrdance with the laws of the State of Idaho, and the ordinances of the City of Meridian. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN Murray, Smith, & .Associates, Inc. BY: Keith Watts, Purchasing Manager BY: David Stangel, P. E. Dated: Public Works Department Approval BY: Kyle Radek, Assistant City Engineer Dated: Approved as to Form CITY ATTORNEY Dated: MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEQ - 2c page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES (Unlimited) THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22nd day of October; 2013, and entered into by and between the City of Meridian, a municipal corporation organized under the laws of the State ofi Idaho, hereinafter referred to as "CITY'', 33 East Broadway Avenue, Meridian, Idaho 83642, and Murray. Smith, & Associates. Inc., hereinafter referred to as "ENGINEER",whose business address is 1 G49 W. Shoreline Drive. Suite 200. Boise. ID $3702, INTRODUCTION Whereas, the Gity has a need far 1N1N Collec#ion and Treatment GIIUIIICCl111C1 ^ •7CVVC1 a7YtiLC111 <-1UVY lVIV111WIliI(,1..7CWCI .7xtiLC111 IViV1.ICllIl1.1 .?CI VI~I:C~S ^ 2E to be defiined by individual Task Orders which will set forth, Specific. Services, Time of Performance and, Payment; and V1IHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE; in consideration of the mutual promises, covenants, terms and conditions hereinafter captained, the parties agree as follows; TERMS AND CONDITIONS. 1. Scope of Services. 1,1 Upon execution of this MasterAgreement AND any associated Task Order{sy and receipt of the City's written notice to proceed,, Engineer .shall comply in all respects and perform and furnish to the City, all services listed in any corresponding task order(s) incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents or materials acquired or produced by the ENGINEER in conjunction with the project shall become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. Ali documents or materials. prepared for the CITY shall not be distributed by the ENGINEER, sub-engineer's, theiragents, representatives oremployeesto any third party without the express written cgnsent of the CITY. Use of these documents by the CITY on any other project, without written verification or adaptatiar~ by the ENG f NEER for the specific purpose intended, will be at the City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations :and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or prpfessions that are used in performance of this Agreement and resulting task orders} in of#ect at the time of performance of this Agreement and associated task order{s}. Except for that representation and any representations made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task girders and shall be billed per the approved Rate Sheet an file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once ;per calendar year if mutually agreeable to both parties. At is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule #or review. Amended. rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and costs incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of :ail taxes and other assessmen#s on such sums is the sole responsibility of :ENGINEER. 2,3 Except as expressly provided in this Agreement and corresponding Task girders, ENGINEER shall not be entitled to no receive from the City any additional consideration, compensation,. salary, wages, or other type of remuneration far services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or otherpaid .leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2e page 2 of 7 2.4 Any out of town travel required by individual Task Orders~will be reimbursed at cost, per the City's existing travel policy. Any requested travel relatedlmeai reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/CONSULTANT'S offices and the projectsite is not considered autof town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1S{ far two additional one year periods unless sooner terminated in writing. 4. Independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit P-, ENGINEER has no authority or responsibility to exercise any rights or power vested in the City. The selection and designation of the personnel of the CITY in the performance of this agreement shall'be made by the CITY, 4.2 ENGINEER shall determine the method,, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only far .the requirements and results specified in this Agreement and, except as expressly provided in phis Agreement, shall not be subjected to City's control with respect to the physical action or activities of ENGINEER in fulfillment of this Agreement. 5. Indemniifiication and Insurance: ENGINEER shall indemnify and save and hold harmless CITYfrom and for any and all losses, claims, actions, judgments for damages, or injury to persons ai• property and lasses and expenses and other costs including litigation costs and attorney's fees, arising out of, resulting from, or in connection with the negligent acts and/or errors or omissions by the ENGINEER, its servants, :agents, officers, employees, guests, and business invitees, and. not caused by or arising out of fhe tprtuous conduct of CITY of its employees. ENGINEER shall maintain, and specifically agrees that it will maintain, throughoutthe term of this Agreement, liability insurance in the minimum amounts as follow: General Liability One Million Dollars {$1,000,000}perincidentor occurrence, ProfessionalLiabi[i#y/ Professional errors and omissions One Million .Dollars .($1,000,000) aggregate, Automobile Liability Insurance One Million Dollars ($1,000,000} per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required by law. The CITY shall be named an additional insured on both General Liability and Automotive.policies. 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 MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for ail such lasses, claims, actions, or judgments for damages or injury to persons or property and ather costs, including litigation casts and attorneys' fees, arising out of, resulting from , ar in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's. officers, emplpys, agents, representatives ar subcontractors and resulting in or attributable to personal injury, death; or damage ordestruction to tangible or intangible property, including use of. ENGINEER shall provide CITYwith a Certificate of Insurance, ar other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the C1TY:at least ten (10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence ofi all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 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 requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 Murray. Smith. & Associates. Inc. Attn: David Stan el 16491Li1. Shoreline Drive. Stg 200 Boise`I D. 83702 208-9 -9033 Either party may change their address far the purpose. of this paragraph by giving written notice of such change to the other in the manner herein provided, 7. 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 ar forfeiture of this Agreement. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER shall not have the right to assign, transfer, hypothecate orseli any of its rights under this Agreement except upon the prior express written consen# of CITY. MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 2e page 4 of 7 9. Discrimination Prohibited: In performing the Services required herein, ENG[NEER shall not unlawfullydscriminate in violation of anyfederal, stateorfocal law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 1 D;1 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. 10.2 ENGINEER shall maintain ail writings, documents and records prepared or .compiled in connection with the performance of this Agreement far a minimum of four (4} years from the Termination or completion of this or Agreement. This includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, wards, pictures, sounds or symbols or any combination thereof. 11. 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 far examination all of ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER shall permit the CITY to audit, examine, .and make excerpts or transcripts from such records, and to malfe audits of .all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 12. 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 shalt have unrestricted authority to publish, disclose and otherwise use, in whale or in part, any reports, data or other materials prepared under this Agreement, i 3. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. 14. Public Information: Pursuant to Idaho Gade section 9-335, et seq., information or documents received from the Contractor may be open to public inspection and copying unless exempt from disclosure. The Contractor .shall clearly .designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the .marking of an entire document as exempt. In addition, the State will not accept a .legend or statement an one (1 }page that all, or substantially all, of the document is exempt from disclosure. The Contractor shall indemnify and defend the State against all liability, claims, damages, lasses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or far the Contractor`s failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FQR ENGINEERING SERVICES UNLIMITED - 2e page 5 of 7 exempt any document or portion of a document that is released by the State shall .constitute a complete waiver of any and all claims for damages caused by any such release. 15. 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 amountof ENGINEER'S compensation, which are mutually agreed upon by and between he CITY and ENGINEER, shall be incorporated in written amendments to this Agreement, 16. Terming#fon: lf, through any caUSe, ENGINEER, its officers, employees, oragents 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 ENG[NEER of such termination and specifying the effective da#e thereof at least fifteen (15) days before the effective date of such termination. ENGINEER may terminate this agreement at any tune by giving at least sixty (60) days notice to C1TY. In the event of any termination of this Agreement, a!I finished or unfinished documents, data, and reports prepared by ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shall be entitled to receive just and equitable compensation .far any work satisfactorily complete hereunder, Notwithstanding the above, ENGINEER shall not be relieved of liability to the CITY far damages .sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER for the ,purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined.. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17. 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. 18. Advice of Attorney: Each party warrants and represents :that in executing this Agreement. It has received independent .legal advice from it's attorney's or the opportunity to seek such advice. 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. MASTER AGREEMENT FOR ENGINEERING SERVICES U~iLIMITEf] - 2e page 6 4f ~ 20. Resulting Task Orders and Survival: All Task Orders resul~r~g from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and corEditions of the'Master Agreernerit until all tasks are completed and accepted by the City whe#her or not the Master Agreement is terminated or unless tasks are canceled via a change order. 2i. 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN MURRAY, SMITH.& ASSOCIATES, INC BY: KEITH WATTS, Purchasing Manager BY: David Stangef, P. E. Dated: Department Approval BY: KYLE RADEK, Asst. City Engineer Dated Approved to as of Farm CITY. ATTORNEY Dated: MASTER AGREEMENT FOR ENGINEERING SERVICES UI~UM[TEQ - 2e page 7 of 7 MASTER AGREEMENT FOR PROFESSIQNAL SERVICES (Unlimited) THIS AGREEMENT FpR PROFESSIONAL SERVICES is made this 22"d day of October, 2413, and entered into by and between the City ofi Meridian, a municipal corporation organized under the laws of the State of :Idaho, hereinafter referred to as "CITY", 33 East Broadway Avehue, Meridian, Idaho 83642, and Resource Data. Inc., hereinafter referred to as "ENGINEER", whose business address is 1476 Eagle Flight Way. Suite 150. Boise. ID 83709. INTRODUCTION Whereas, the City has a need for Modeling Suplaort Services -108 to be defined by individual Task Orders which will set forth Specific Services, Time of Performance and Payment; and VI/HEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFaRE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties agree as follows: TERMS AND G4NDITIONS Scope of Services: .1 Upon execution of this Master Agreement AND any associated Task Orders} and receipt of the City's written notice to proceed, Engineer shall comply in all respects and perform and furnish to the City, ali services fisted in any corresponding task orders}incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 1.2 All documents or materials acquired or produced by the ENGINEER in .conjunction with the'project shall become the property'of, ar~d be delivered to, the CITY without any restrictions or limitations with respect to theirfurther use thereof. All documents ar materials prepared far the CITY shall not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees toany third party without the express written. consent of the CITY. Use of these documents by the CITY an any other project; without written verification or adaptation by the ENGINEER for the specific purpose intended, will be at the City's sole risk and shall be without liability or legal exposure to the ENGINEER_ The CITY shall indemnify and hold harmless the ENGINEER from al! claims, damages, losses and expenses MASTER AGS~EEMEN7 FCR ENGINEERING SERVICES UfVLIMITED - 1Ob page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents. Ar~y verification or adaptation wil! entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide services and work under this Agreement consistent with the requirements and standards established by applicable federal, state and city laws, ordinances, regulations .and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession ar professions that are used in performance of this Agreement and resulting task orcler(s} in effect at the time of performance of this Agreement and associated task order(s), Except for that representation and any representations made or contained in any proposal slabmitted by the ENG INFER arad any reports or opinions prepared ar issued as part of the vuork performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as pari: of this Agreement. 1.4 Services and work provided by the ENGINEER at the City's request under this Agreement wilt be performed in atimely manner in accordance with a Schedule of Vltork, which the parties hereto shall agree to, The Schedule of Work may be revised from time to time upon mutual written consent of the parties. 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on file with the City. Additional personnel may be added to the Rate Schedule at any time, with the written acceptance of the City, The rate schedule may lae amended once per calendar year if mutually agreeable to bath parties. it is the responsibility of the engineer to notify the Ciity of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the City with a monthly statement, as services warrant, of fees earned and casts incurred for services provided during the billing period, which the City will pay within 30 days of receipt of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the soie,responsibility of ENGINEER, 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additions! consideration, compensation, salary, wages, or other type of remuneration far services rendered under this Agreement, including, but not limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overkime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR E~lGINEERING SERVICES UI+1LlMlTED --10b page 2 of 7 2.4 Any out of town travel required by individual Task Orders will be reimbursed at cost, per the City's existing travel .policy. Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'S/GONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effiective upon execution by both parties, and shall automatically renew annually on October 1 Sc for two additions! one year periods unless, sooner terminated in writing. 4. Independent Contractor: 4.1 In all matters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any officer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights or power :vested in the City. The selection and designation of the personnel of the CITY in the performance ofi this agreement shalt be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be .provided by ENGINEER under this Agreement. ENGINEER shall be responsible to City only for the .requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action ar activities of ENGINEER in fulfillment of this Agreement. 5. lndemniification and Ensurance: ENGINEER shall indemnify and save and hold harmless CITYfrom and for any and all lasses, claims, actions, judgments for damages, or injury to persons or property and fosses and. expenses and other costs incll~ding litigation costs and attorney`s fees, arising out of, resulting from, or in connection with the negligent acts andlar errors or omissions by the ENGINEER, its servants, :agents, officers, employees, guests, and business invitees, and not caused by yr arising out of the tortuous conduct ofi CITY or its employees, ENGINEER shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance in the :minimum amounts as follow: General Liability One Million Dollars ($1,00O,OOD} per incident or occurrence, Professional Liability! Professional errors and omissions Orte Million Dollars ($1,000,000) aggregate, Automobile Liability Insurance One MIIIion Dollars {$1,000,OOU} per incident or occurrence and Workers' Compensation Insurance , in the statutory limits as required bylaw. The CITY shall be named an additional insured on both General Liability and Automotive policies. The limits ofi 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 MASTER AGREEMENT FOR ENGINEER[NG SERVICES UNLIM[TEE? -10b page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and for all .such losses, claims, actions, or judgments far damages ar injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including use of. ENGINEER shall provide CITYwith a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten {10) days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits, Evidence of all insurance shall be submitted to the City Purchasing Agent with a copy to Meridian City .Accounting, 33 East Broadway Avenue, Meridian, Idaho 83642. 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 requested, addressed as follows: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83fi42 Resource Data. Inc, Attn: Chris Adam 1476 Eagle Flight Way. She 150 .Boise. I D 83709 ~Q$-424-2203 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. 7. 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. 8. Assignment: It is expressly agreed and understood by the parties hereto, that ENGINEER 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. MASTER AGREEMENT FOR ENGINEERING $ERVECES [JNLIM1TEb -1Qb page 4 of 7 9. Discrimination Prohibited: In pertorming the Services required herein, ENGINEER shall not unlawfully discriminate in vio[atian of anyfederai, state or local law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 10.1 At such times and in such #orms as the CITY may require, there shall be furnished to the CITY such statements, records, reports, data and information as the GITY may request pertaining to matters covered by this Agreement. 10.2 ENGINEER shall maintain all writings, documents and records prepared or .compiled in cannectiori with the performance of this Agreement for a minimum of four {4) years from the termination or completion of this or Agreement. phis includes any handwriting, typewriting, printing, photo static, photographic and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof, 11. 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 far examination all of ENGINEER'S records with respect to all matters covered by this Agreement, ENGINEER shall permit the GITY 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. 12. Publication, Reproduction and Use of Material: No material produced in whole or in part under this Agreement shall bb subject to copyright in the United Sfiates or in any other country. The GITY shall have unrestricted authority to publish, disclose and otherwise use, in whole ar in part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments: 14. Public [nformatlon Pursuant to Idaho Code Section 93.35, et seq., information or documents received from the Contractor may be open to public inspection and copying unless exempt from disclosure, The Contractor .shall clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption, The State will not accept the marking of an .entire document as exempt. In addition, the State will not accept a legend or statement on one w;1) page that all, or substantially all, of the document is exempt from disclosure, The Contractor shall indemnify and defend the State against all. liability, claims, damages, losses, expenses, actions, attorney fees and suits whatsoever far honoring such a designation or for the Gantractor's failure to designate iindividual documents as exempt. The Contractor's failure to designate as MASTER AGREEMEN`i FOR E[VGI[VEERWG SERVICES UNLIMITED -10b gage 5 of 7 exempt any document ar portion of a document tha# is released by the State shall constitute a complete waiver of any and all claims for damages caused by any such release. i 5. 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 ENGINEER'S compensation, which are mutually agreed upon by and between the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Termination; If, through any cause, ENGINEER, 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 fihis agreement, engages in fraud, dishorsesty, or any other act of misconduct in fihe performance of this contract, ar if the City Council deterrrlines 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 ENGINEER of such termination and specifying the effective da#e thereof at least fifteen (15) days before the effective date of such termination. ENGINEER 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 ENGINEER udder this Agreement shall, at the option of the CITY, become Its property, and ENGINEER shall be entitled to receive just and equitable compensation for any wont satisfactorily complete hereunder. Notwithstandingtke above, ENGINEER shall not be relieved of liability to the CITY for damages sustained by the CITY l,y virtue of any breach of this Agreement by ENGINEER, and the CITY :may withhold any payments to .ENGINEER for the ,purposes of set-off .until such time as the exact amount of damages due the CITY from ENGINEER is determined, This provision shall survive the termination. of this agreement and shall not relieve ENGINEER of its liability to the CITY for damages. 17, Construction and Severability; If any part of this Agreement is held to be invalid or unenforceable, such holding will not ai#ect the validity cr enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably :capable of completion, 18. Advice of Attorney: Each party warrants and represents .that in executing this Agreement. It has received independent :legal advice from it's attorney's or the opportunity to seek such advice. 19. Entire Agreement; This Agreement contains the entire agreement of the parties and supersedes any and all other agreements ar understandings, oral of written, whether previous to the execUtian hereof or contemporaneous herewith. MASTER AGREEMENT FQFi ENGINEER[NG SERVICES UNLIMITED - 10b page 6 of 7 20. Resulting Task Orders and Survival:, All Task Orders resulting from this Master Agreement and executed by bath parties during the term of this Master Agreement wil! be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether yr not the Master Agreement is terminated or unless tasks are canceled via a change artier. 2y, 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. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF IVIER1DlAN RESOURCE I]14TA ING BY: BY: KEITH UVATTS, Purchasing Manager Chris Adam Dated: Department Approval BY: KYLE RA©EK, Asst. City Engineer Approved to as of Form CITY ATTORNEY MASTER AG~iELMEN7 FQR ENGINEERING SERVICES UNLIMITED _ 10b page 7 of 7 MASTER AGREEMENT FOR PROFESSIONAL SERVICES {Unlimited) THIS AGREEMENT FOR PROFESSIONAL SERVICES is made this 22nd day of October, 2013, and entered into 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 Broadway Avenue, Meridian, Idaho 83642, and T-O Engineers, inc., hereinafter referred to as "ENGINEER", whose business address is 9777 Chinden Blvd. Boise. I D. 83714. WTRODUCTION Whereas, the City has a need for Surveying --Topographic Surveying Constuction Stakiina. As-Built Surveying Misc. Services - 9A to be defined by individual Task Orders which will set Earth Specific Services, Time of Performance and Payment; and V-IHEREAS, the ENGINEER is specially trained, experienced and competent to perform and has agreed to provide such services; NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafiter contained, the parties agree as follows: TERMS AND CONDITIONS Scope of Services: 1.1 Upon execution of this Master Agreement AND any associated Task Order(s) and .receipt of the City's. written, notice to proceed, Engineer shall comply in al! respects and perform and furnish to the City, all services fisted in any corresponding task order(s) incorporated herein by this re#erence, together with any amendments that may be agreed to in writing by the parties. 12 All documents or .materials acquired or produced by the ENGINEER in conjunction with the project shat! become the property of, and be delivered to, the CITY without any restrictions or limitations with respect to their further use thereof. All documents or materials prepared for the C1TY shall. not be distributed by the ENGINEER, sub-engineer's, their agents, representatives oremployees to anythird party without the express written consent of the CITY, Use of these documents by the CITY on any other project, without written verification or adaptation by the ENGINEER for the specific purpose intended, wifi be atthe City's sole risk and shall be without liability or legal exposure to the ENGINEER. The CITY shall indemnify and hold harmless the ENGINEER from all claims, damages, losses and expenses MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITEQ - 9a page 1 of 7 including attorney's fees arising out of or resulting from the use of such documents. Any verification or adaptation will entitle the ENGINEER to further compensation at rates to be agreed upon by the CITY and the ENGINEER." 1.3 The ENGINEER shall provide :services and work under this Agreement consistent with the requiremenfis and standards established by applicable federal, .state and city laws, ordinances, regulations and resolutions. The ENGINEER represents and warrants that it will perform its work in accordance with generally accepted industry standards and practices for the profession or professions that are used in performance of this Agreement and resulting task order(s) in effect at the time of performance of this Agreement and associated task orders}. Except for that representation and any representations made or contained in any proposal submitted by the ENGINEER and any reports or opinions prepared or issued as part of the work performed by the ENGINEER underthis Agreement, ENGINEER makes no other warranties, either express or implied, as part of this Agreement, 1.4 Services and work provided by the ENGINEER at the Gity's request under this Agreement will be performed in a timely manner in accordance with a Schedule of Work, which the parties hereto shall agree to. The Schedule of Work may be revised Pram time to time upon mutual written consent of the parties, 2. Consideration 2.1 The ENGINEER shall be compensated as defined by corresponding Task Orders and shall be billed per the approved Rate Sheet on fife with the .city. Additional personnel may be added fo the Rate Schedule at any time, with the written acceptance of the City. The rate schedule may be amended once per calendar year if mutually agreeable to both parties. It Is the responsibility of the engineer to notify the City of a desire to submit a new rate schedule for review. Amended rates may only be billed upon City's written acceptance thereof. 2.2 The ENGINEER shall provide the Citywith a monthly statement, as services warrant, of fees earned and costs incurred far services provided during the billing period, which the City will pay within 30 days of receip# of a correct invoice and approval by the City. The City will not withhold any Federal or State income taxes or Social Security Tax from any payment made by City to ENGINEER under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of .ENGINEER. 2.3 Except as expressly provided in this Agreement and corresponding Task Orders, ENGINEER shall not be entitled to no receive from the City any additional consideration, .compensation, salary, wages, or other type of remuneration for services rendered under this Agreement, including, but not -limited to, meals, lodging, transportation, drawings, renderings or mockups. Specifically, ENGINEER shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, paid holidays or other paid leaves of absence of any type or kind whatsoever. MASTER AGREEMENT FQR ENGINEERING SERVICES CJNLIMITEb - 9a page 2 of 7 2.4 Any out of town travel required by individual Task Qrders will be reimbursed at cast, per the City's existing travel policy, Any requested travel related/meal reimbursement must be accompanied by itemized receipts. For the purposes of this agreement and resulting task orders, travel between the ENGINEER'SICONSULTANT'S offices and the project site is not considered out of town travel. 3. Time of Performance: This agreement shall become effective upon execution by both parties, and shall automatically renew annually on October 1St for two additional one year periods unless sooner terminated in writing. 4. independent Contractor: 4:1 In all ma#ters pertaining to this agreement, ENGINEER shall be acting as an independent contractor, and neither ENGINEER nor any of ficer, employee or agent of ENGINEER will be deemed an employee of CITY. Except as expressly provided in Exhibit A, ENGINEER has no authority or responsibility to exercise any rights ar power vested in the. City.. The selection and designation of the personnel of the CITY in the. performance of this agreement shall be made by the CITY. 4.2 ENGINEER shall determine the method, details and means of performing the work and services to be provided by ENGINEER under this Agreement. ENGINEER shall be responsible to Gity only for the requirements and results specified in this Agreement and, except as expressly provided. in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of ENGINEER in fulfillment of this Agreement. 5. Indemnification and Insurance: ENGINEER shall indemnify and save and hold harmless CITYfram and far any and .alt lasses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses and other costs including litigation :costs and attorney's fees, arising out of, resulting from, or in connection with the negligent acts and/ar errors. or omissions.by the ENGINEER, its servants, :agents, officers, employees, guests, and business invitees, and not caused 'by or arising out of the tortuous .conduct of CITY or its employees. ENGINEER shall maintain, and specifically agrees that it wilt maintain, throughout the term of this Agreement, liability insurance in the :minimum amounts as follow: General Liability ©ne Million Dollars {$1,000,000) per incident or occurrence, Professional Liability / Professlonai errors and omissions One Million Dollars {$1,00O,OOQ) :aggregate, Automobile Liability Insurance One Million Dollars {$1,000,000) per incident ar occurrence and Workers' Compensation insurance , in the statutory limits as required by taw. The GITYshall be named an additional insured on both General Liability and Automotive policies. The limits of insurance shall not be deemed a (imitation of the covenants to indemnifiy and Save and hold harmless CITY; and if CITY becomes liable for an MASTER AGREEMENT FQR ENGINEERING SERVICES UNLfMITED - 9a page 3 of 7 amount in excess of the insurance limits, herein provided, ENGINEER covenants and agrees to indemnify and save and hold harmless CITY from and far all such losses, claims, actions, ar judgments for damages ar injury to persons or property and other costs, including litigation costs and attorneys' fees, arising out of, resulting from , or in connection with the. negligent performance of this Agreement by the ENGINEER or Engineer's officers, employs, agents, representatives or subcontractors and resulting in ar attributable to personal injury, death, or damage or destruction to tangible or intangible property; including use of. ENGINEER shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing ENGINEER'S compliance with the requirements of this paragraph and file such proof of insurance with the CITY at least ten (10}days prior to the date ENGINEER begins performance of it's obligations under this Agreement. In the event the insurance minimums are changed, ENGINEER shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Purchasing .Agent with a copy to Meridian City .Accounting, 33 East Broadway Avenue, Meridian, Idaho, 83642. 6. No#ices: 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 requested; addressed as follows.: City of Meridian Purchasing Manager 33 E. Broadway Avenue Meridian, Idaho 83642 T-0 Engineers. Inc. Rttn: Steven E. Halt 9777 Chinden Bivd Boise, I D, 83714 238-323-2288 Either party may change their address far the purpose of this paragraph by giving written notice of such change to the other in the manner herein provided. 7. 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, 8. Assignment; It is expressly agreed and understood by the parties hereto, that ENG INFER 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, MASTER AGREEMENT FQFt ENGINEERING SERVICES UNLiMITEb - 9a page 4 of 7 9. Discriimination Prohibited: In performing the Services required herein, ENGINEER shall not unlawfuilydiscriminate inviolation of anyfederal, state orlocal law, rule or regulation against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 10. Reports and Information: 10.1 At such times and in such forms as the CITY may require, there shalt be furnished to the CITY such statements, records, reports, data and information as the CITY may request pertaining to matters covered by this Agreement, 10.2 ENGINEER shall maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this or Agreement, This includes any handwriting, typewriting, printing, photo static,'phatographicond every other means of recording upon any #angible thing, any form of communication or represenfiation including fetters, words, pictures, sounds or symbols or any combination thereof. 11. Audits and Inspections: At anytime 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 ENGINEER'S records with respect to all matters covered by this Agreement. ENGINEER 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. 12. 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 CITYshalihave unrestricted authorityto publish, disclose and otherwise use, in whole ar in part, any reports, data or other materials prepared under this Agreement. 13. Compliance with Laws: In performing the scope of services required hereunder, ENGINEER shall complywith all applicable laws, ordinances, and codes of Federal, .State, and local governments, 14. Public Information: Pursuant to Idaho Gode Section 9-335, et seq., information or documents received from the Contractor may be open #o public inspection and copying unless exempt from disclosure.. The Contractor shat! clearly designate individual documents as "exempt" on each page of such documents and shall indicate the basis for such exemption. The State will not accept the marking of an :entire document as :exempt,. In addition, the State will not accept a legend or statement on one (1 }page that all, or substantially all, of the document Is exempt from disclosure. The Contractor shall indemnify and defend the State against all liability, claims, damages, .losses, expenses, actions, attorney fees and suits whatsoever for honoring such a designation or for the Contractor's failure to designate individual documents as exempt. The Contractor's failure to designate as MASTER AGREEMENT FOR ENGINEERING SERVICES UNLIMITED - 9a page 5 of 7 exempt any document or portion of a document that is released by the State shall .constitute a complete waiver of any and all claims far damages caused by any such release. 15. 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 ENGINEER'S compensation, which are mutually agreed upon ay and between the CITY and ENGINEER, shall be incorporated in written amendments to this Agreement. 16. Termination: If, through any cause, ENGINEER, its officers, employees, oragents 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 per€ormance of this contract, or if the City Council determines that termination of this Agreement is in the best interest of CITY, the. C1TYshall thereupon have the. right to terminate this Agreement by giving written notice to ENGINEER of such termination and specifying the effective date thereof at Jeast fifteen {15) days before the effective date of such termination. ENGINEER 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 ENGINEER under this Agreement shall, at the option of the CITY, become its property, and ENGINEER shalt be entitled to receive just and equitable compensation fior any work satisfactorily complete hereunder. Notwithstanding the above, ENGINEER shall not be relieved of liability #o the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by ENGINEER, and the CITY may withhold any payments to ENGINEER far the purposes of set-off until such time as the exact amount of damages due the CITY from ENGINEER is determined. This provision shall survive the termination of this agreement and shall not relieve ENGINEER of its liability to the CITY fordamages. 17, Construction and Severability: !f 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. 18. .Advice of Attorney; Each party warrants and represents that in executing this Agreement. It has received independent legal advice from it's attorney's ar the opportunity to seek such advice. 19. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements ar understandings, oral of written, whether previous to the execution hereof or contemporaneous herewith, MASTER AGREEMENT FOR ENGINEERING uERVlCES UNLIMITED - 9a page 6 of 7 24. Resulting Task Orders and. Survival; All Task Orders resulting from this Master Agreement and executed by both parties during the term of this Master Agreement will be bound to the terms and conditions of the Master Agreement until all tasks are completed and accepted by the City whether or not the Master Agreement is terminated ar unless tasks are canceled via a change order. 21. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the taws of the State of Idaho, and the ordinances of the City of Meridian. 22. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. CITY OF MERIDIAN T-O ENGINEERS INC. BY: BY: KEfTH WATTS, Purchasing Manager Steven Holt, Corporate Secretary Dated; Department Approval BY; KYLE RADEK, Asst, City Engineer Dated: ApproYed to als of Form CITY ATTORNEY MASTER AGREEMENT FOR ENGINEER#NG SERVICES UNLIMITED -- 9a page 7 0} 7 Meridian City Council Meeting DATE: October 22, 2013 ITEM NUMBER: 6A PROJECT NUMBER: ITEM TITLE: Neighborhood Star Awards Neighborhood Star Awards MEETING NOTES Community ItemlPresentations Presen#er Contact Info.lNotes CLERKS OFFICE FINAL ACTION DATE: E'MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian City Council Meeting DATE: October 22. 2013 ITEM! NUMBER: PROJECT NUMBER: ITEM TITLE: Neighborhood Star Awards Presentation of Our Newly Sworn Fire Personnel MEETING NOTES Community ItemJPresentations Presenter Contact lnfo.lNotes CLERKS 4FFlCE FJNAL ACTJOtV DATE: E-MAILED TO STAFF SENT 70 AGENGY SENT TO APPLICANT NpTES INITIALS Meridr`an City Council Meeting DATE: Qctober 22, 2013 ITEM NUMBER: PROJECT NUMBER: ITEM TITLE: Split Corridor Pdestrian Traffic Discussion Split Corridor Pedestrian Traffic -Discussion of the Sidewalk Network Near the Main/Ada Intersection at the Cross-Over Island MEETING NOTES Community ItemlPresentations Presenter Contac# Info.INvtes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO 57AFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian City Council Meeting DATE: October 22, 20'! 3 lTEllt! NUMBER: PROJECT NUMBER: ITEM TITLE: Items Moved From Consent Agenda MEETING NOTES ~,~'- Community ItemlPresentations Presenter Contact Info.INotes CLERKS OFFICE FINAL ACF10N DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO ARPLICANT NpTES INITIALS Meridian City Council Meeting DATE: October 22, 24~ 3 [TEM NUI~IIBER: $A PRCIJECT NUMBER: TEC 13-005 ITEM TITLE: Cavanaugh Subdivision Confiinued from September 17, 2013: Public Hearing: TEC 13-005 Cavanaugh Subdivision by Trilogy Development, Inc. Located Southeast Corner of S. Meridian Road and E. Victory Road Request: Two (2) Year Time Extension on the Preliminary Plat in Order to Obtain the City Engineer's Signature on a Final Plat MEETING NOTES [, Community Item/Presentations Presenter Contact Info./Notes CLERKS OFFICE F-NAL ACT-4N DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES ' INITIALS Meridian City Council Meeting DATE: October 22, 2013 ITEM NUMBER: 9A PROJECT NUMBER: ITEM TITLE: Finance Department Finance Department: Budget Amendment for One Desktop Computer for Part Time Staff for the Not-to-Exceed Amount of $1,600 MEETING NOTES APPROVED Community ItemlPresentations Presenter Contact lnfo.INotes CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS 'I ' .. ~,~_~ w H of C V 0 :.. c~ i g. 0 Q r N ..~ H U: '~ m ,~ ' tII C J '~, LL a N L ~ w ~ a ~ a_ ~ ~ N U u_ p , ~ 0 0 N a c 7 O Q O Z W Z W a H W 0 m Z Z } V d d W 7r N 's tR m ~_ ~s ~~ 7 O 67 _C C is C T_O V b c~ N N 6 L} O c >+ t U C m tll l~ N N ~ U ~ O a ~. ~ Q. ~~ ~ ~ ~ ~ . .Q t N C 7 c- (6 c i0 u C N N L4 ~ °' 'a ~ W C N +~ ~ C y Y w -Q . ~ U L VI 0 N ~ w •~ Y ~. 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J ~ .°. - O O ~, ~, ~ ~, ~~~~ ~~~,~ -~, m ~ ~ = O ~ vro r~_n c C 'm m J ~ CA Q •U "O U i •N ~ ~ ~ n~ i ~VJ O ~ „=~Qy a m a -Y_ m h Y ~ ~ C ~ ~ ,.~ O o~ p qU w~•~ _~~~ N ~ ~ c ~~-' ~ .r ~ ~ o aci E ~ ~ aci b .-~ N ~ 7' C ~ ¢ b = E m-o ~¢Q .~ .~ ~ h i/1 c c ~ c c ~ -' .U ~ ~ ~ U n ~ ~ cca °, N ~ N N ~ (B C ~ A D L.L ~ Q O Q N L ~ 7 .a E/-} C x W W :. N L _.. N C ~ ~ ~ a. o w U a O 7 ~ ~ o: cs ~ w- a z ~ ~ C3 - . . ~O ~ ~ Q 0 0 co r 69 '~ ; U , ~ ;. ' . E r ~r _ ~ ~ ~ W ~ ; Z O ~'~ ` w w ~ : ~ a Q O ~ ~ t w:+ . ~ ~ t, ~ U [~ r ~ a ~ ' `, F - ~ 'V ~~ ~ t 7 C ~ ~ O S ~ L! N ~} ~C C !Si '~ E +~ `o u°i ~, ' ~ ~ d ~ rnE Qi d ~ ~ 3 ~ ~ ~ ~ C V d ~ c tl7 ~ ~`a ~ ~~ ~ ,d7 E ° '~ ~ d w ~ ~ ~c ~r m U Meriatian City Council Meeting DATE: October 22, 213 I~~~ ~ -1~J u = ~1:~ 9B PROJECT NUMBER: ITEM TITLE: Public Works Public Works: Budget Amendment for FY2014 in the Amount of $500,000.00 for Ground Reservoir #2 Construction MEETING NOTES C/i GPPROVED Community ltemlPresentations P'reserlter Contact Info.lNotes CLERfCS OFFICE FINAL ACTION DATE: E'MAILED TO STAFF SENT TO AGI=NCY SENT TO APPLICANT NOTES INITIALS ~~i~E IDIAN~-- Public IDAHO Works Department TO: Mayor Tammy de Weerd Members of the City Council FROM: Clint Worthington, Staff Engineer II DATE: October 10, 2013 Mayor Tammy de Weerd itEy Councli Me~n6ers~ Keith Bird Brad Hoaglun Charles Rountree Dauid Zaremba SUBJECT: BUDGET AMENDMENT FOR FY2014 IN THE AMOUNT OF $500,000 FOR GROUND RESERVOIR #2 CONSTRUCTION I. RECOMMENDED ACTION A. Move to: 1. Approve the FY2014 Budget Amendment for $500,000; and 2. Authorize the Mayor to sign the amendment. II. DEPARTMENT CONTACT PERSONS Clint Worthington, Staff Engineer II 489-0349 Kyle Radek, Assist City Engineer 489-0343 Warren Stewart, PW Engineering Manager 489-0350 Tom Barry, Director of Public Works 489-0372 III. DESCRIPTION A. Back r The Public Works Department requested additional funding in FY 2014 for the Construction of the Ground Reservoir #2 Project. The bidding for the construction took place after the budget was established and the low bid carne in higher than expected Ieaving a shortage in funding for the project. The requested funds are needed to make up the shortage. Page I of 2 B. Proposed Project IV This budget amendment of $500,000 is being requested for the Ground Reservoir #2 Project to fund the following: a generator add alternate to the construction contract with Contractors Northwest, construction contingency (6°l0) and a change order with the design engineer. IMPACT A. Strategic Im acct: This project supports the Public Works objectives of providing uninterrupted water supply and fire suppression, providing ample water supply to our customers, enhancing and protecting wafer quality, and meeting the requirements of the Safe Drinking Water Act. V B. ServicetDelivery Impact: This project will ensure our ability to serve customers with high~quality water for potable uses and fire protection in the future C. FiscalIm act: Budget Ground Reservoir #2 Construction FY 14 Budget Carried forward from FY 13 Budget Amendment Total Funding $1,200,000 $3,000,000 $500,000 $4,700,000 LIST OF ATTACHMENTS A. Budget amendme t orm Approved for Council Ag ~~ '' I:3 to Page 2 of 2 z w f ~.~ r C U a (D Q' *' 7+ ~ r ~ ~ o_ ~ ,~ ~ U V ~ C u- p tU O 4 O O 0 £H Q1 ~' O ~+ C O h a~ rfi v O w .^ Q Q 4.. ~n .H `~ r Z W Z W LQ r W m Z r Z ~. 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OJ ~ U U l~0 f~)1 N C I6 N m ti ~O .J ~ rp~ ~, ~c G? `~ LA6 7 ~ m U~~ .r ~ ~ C +~-~ ~ 'moo m G LC N .~ Ql J ~ VJ ¢ •V a U •~ C C Q) a o~a~Q° N ~ m ~ d D a~ `o q ~ u~ ~ ~ s ¢ 'ti Q a> c, roc c E o ~ y o a c a~i - c a~i ~ E ~ w E ~ ~ E Q ~ Q, ~~ _ ~ a m az r~» a c Q Q .~ m °i m -o _ rn c 3 3 ~ y c ~ c c m :-' o ~ ~ E U ~ ~ m ~ ~ `o ~ d w aai =_ so c0 0 o iii a O 0 O O O N ~ L ~ ++ ~ =a C o O a o °i d a ~ °0 0 ~ a Q y' ~ ~ + r 64 H} ~' a ayi 3 ~ ~ ~ ~ O w U . r 0 ~~ ~ o } 4 ~ O 0 ~ (.~ d rn ~ a M M V O ~ 9+ t0 Q N m U C N C I.L 3 c`u ` U r ~ ~ f U ~? }; ~ y ~ ~ ' •~- 8 O z ~ .~ ~ m ~ o ~ ~ v = ~ ~ ~ U +C ~ Q ~ . ~ C . ~ . ,Z+ ` b C O ci 0 O O O N v~ . ~ L r EA ~ W ~ > O _ a ~ O c ~' ca .~ te ~ F `r --. ~ ~ H `' ° z v O ~ d r'~.+ C~ tl5 ~ .L S, ~ N a ~ c ~ C~ ~ G ~ U ~ C ~"~ d ~ a '° ~, a ad c C .~ R .C ~ ~ .~ ~ p ~~ ~~ a~+ ~ H a~ c an c'~i Meridian City Council Meeting DATE: October 22, 2013 ITEM NUMBER: 9C PRQJECT NUMBER: ITEM TITLE: Legal Department -Discussion of Ordinance Legal Department: Discussion of Proposed Ordinance Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings and Facilities MEETING NOTES Community ItemlPresentations Presenter Contact Info.lNotes CLERICS UFFlCE FINAL ACTl4N DATE: E'MAILED 70 STAFF SENT 70 AGENCY SENT TO APPLICANT NOTE5 INITIALS Meridian Cify Council Mee#ing DATE: October 22, 2013 ITEM NUMBER: 9D PRQJECT NUMBER: ITEM TITLE: Ordinance No. Ordinance No. ~3 ` ~~~ : An Ordinance Amending Title 6, Chapter 3, By and Changing the Title of Chapter 3 From "Misdemeanors" to "Misdemeanors/Infracfiions", Adding Section ~-3-12, Regarding the Use of Tobacco Products and Electronic Cigarettes in City Buildings and/or Facilities; and Providing an Effective Date MEETING NOTES Community ItemlPresentations Presenter Contact Info.lNotes ~~ ~°PROYED CLERKS OFFICE FINAL ACTlOIU DATE: E-MAILED TO STAFF SENT TO AGENGY SENT TO APPLICANT NOTES INITIALS Meridian City Counci! Meeting DATE: October 22, 20~ 3 fTEM NUMBER: PROJECT NUMBER: ITEM TITLE: Future Meeting Topics MEETING NOTES Community ItemiPresentations Presenter Contact fnfo.lNotes - CLERKS OFFICE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS Meridian Cilfy Council Meeting DATE: October 22, 2013 ITEM NUMBER: '~ ~ PROJECT NUMBER: ITEM TITLE: Executive Session Per Idaho State Code 67-2345 (i } (b} (c} {f}: (b} To Consider The Evaluation, Dismissal Or Disciplining Of, Or To Hear Complaints Or Charges Brought Against, A Public Officer, Employee, Staff Member Or Individual Agent, Or Public School Student, (c} To Conduct Deliberations Concerning Labor Negotiations Or To Acquire An Interest In Real Property, Which Is Not Owned By A Public Agency, And (f} To Consider And Advise Its Legal Representatives In Pending Litigation MEETING NOTES Community ItemlPresentations Presenter Contact Info.lNotes CLERKS ~FF1CE FINAL ACTION DATE: E-MAILED TO STAFF SENT TO AGENCY SENT TO APPLICANT NOTES INITIALS