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HomeMy Public PortalAboutORD11196 BILL NO. 88-186 ® SPONSORED BY COUNCILMAN HALSEY ORDINANCE NO. ON AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT WITH THE COLE COUNTY REGIONAL SEWER DISTRICT FOR PROFESSIONAL SERVICES. BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section I. The Mayor and Clerk are hereby authorized and directed to execute an agreement with the Cole County Regional Sewer District for professional services. Section 2. The agreement will be substantially the same in form and content as that agreement attached hereto as Exhibit A. Section 3. This Ordinance shall be in full force and effect from and after the date of its passage and approval. Passed Approved�--A&"k- '9' esid' ff1cer or ATTEST: City Clerk CONTRACT FOR PROFESSIONAL SERVICES THIS GREEMENT, made and entered into this day of ® ` , 1915, by and between the Cole County Regional Sewer District, acting by and through its Receiver, J. Raymond Brummet, (hereinafter "RSD") and the City of Jefferson, a municipal corporation of the State of Missouri, hereinafter referred to as the "City" with offices at 320 E. McCarty, Jefferson City, Missouri 65101. WITNESSETH: THAT, WHEREAS, RSD desires to engage the City to render certain technical and professional services hereafter described in connection with the improvements to the existing systems; and WHEREAS, it is in the best interests of both parties for said services to be rendered. NOW, THEREFORE, for the considerations herein expressed, it is agreed by and between the RSD and the City as follows: 1. Scope of Services. The City agrees to perform the following: A. City shall inspect the systems being retained by the RSD. This inspection will be done in conjunction with a representative from the current operation and maintenance firm and a representative from Department of Natural Resources. B. Produce a summary of all the facilities, described in the attached Schedule 1, the current status and the activity needed to bring each of the facilities into compliance with EPA and DNR regulations. C. Prepare an engineering estimate on the cost to correct any and all defects in the facilities. D. Review the results of the survey of the non-Grays Creek system. E. Review the plans prepared by the City staff for those improvements. F. Make recommendations to the Regional Sewer District as to how best to implement needed corrections to maintain the system. G. Assist or prepare requests for proposals to solicit private companies to perform needed repair and to provide the operational and maintenance needs of the system. H. Evaluate the proposals that are returned and make a further recommendation or recommendations to the Regional Sewer District on acceptance of one or more of the proposals. 1 I. Provide construction contract administration services upon request for a short period of time until the Regional Sewer District and/or Cole County personnel could assume that responsibility. In no event shall the contract administration period exceed one (1) year. Payment for this service shall be as set out in paragraph 6 or its subparagraphs. J. City may provide actual improvements as needed provided that if capital expenditures are involved which exceed One Thousand Five Hundred Dollars ($1,500. 00) , approval of the Regional Sewer District is needed. Payment for these improvements shall be as provided in Paragraph 6, subparts (a) and (b) . 2. Additions or Deletions to Services. By mutual agreement services or activities of a similar nature to those set forth in paragraph 1, may be added or deleted. All such changes shall be in written form and approved by both parties prior to commencement of any activity. Any additional work which is not specifically covered in the scope of work as defined herein shall be provided at a reasonable fee or compensation to be agreed to between the RSD and the City at the time any such service may be required. 3. Existing Data. All information, data, and reports as are existing, available and necessary for the carrying out of the work, ® shall be furnished to the City without charge by the RSD, and the RSD shall cooperate with the City in every reasonable way in carrying out the scope of services. The RSD will furnish, as required for the work and not at the expense of the City, the following items: a. Property, boundary, easement, right-of-way, topographic, and utility surveys and property descriptions when such information is required. b. All maps, drawings, records, audits, annual reports, and other data that are available in the files of the RSD and which may be useful in the work involved under this Contract. c. Access to public and private property, as necessary, when required to conduct field investigations. 4. Personnel To Be Provided. The City represents that City has or will secure at its own expense, all personnel required to perform the services called for under this contract by City. Such personnel shall not be employees of or have any contractual relationship with the RSD except as employees of the City. All of the services required hereunder will be performed by the City or under City's direct supervision and all personnel engaged in the • work shall be fully qualified and shall be authorized under state and local law to perform such services. 2 S. Commencement_ and Term. The services of the City shall commence following approval of this agreement and shall be undertaken and completed in such sequence as to assure their expeditious completion in the light of the purposes of the contract, but in any event, all of the services required hereunder shall be completed within twelve calendar months from the date of execution of this contract. The original twelve months may be extended by mutual consent of both parties. 6. Compensation. The City's compensation for entering into this contract shall be the execution of a contract for sale of the Grays Creek basin facilities. If requested, construction contract administration for a period of one year shall be provided for Ten Thousand Dollars ($10,000.00) . Unless specified otherwise at the time of this agreement, charges for additional services shall be as set out in subparagraph (a) , and charges for reimbursable direct expenses as set out in subparagraph (b) . For the services not covered by this Contract the RSD agrees to pay the City as follows: a. A fee computed on the basis of (1) hourly rates that include base salary cost, direct payroll additives, general and administrative overhead and profit, and (2) reimbursable direct expenses. The term "base salary cost" shall be the actual amounts paid employees of the City, prior to deductions or withholding, based on each employee's hourly rate. Base salary cost does not include direct payroll additives, general and administrative overhead. The term "direct payroll additives" shall include payroll tax, retirement, health and accident insurance, vacation pay, holiday pay, sick leave pay and incentive pay. The term "general and administrative overhead" shall include such indirect costs as clerical, telephone, dues and subscriptions, accounting services, office supplies, maintenance, depreciation, general insurance, rent, general taxes, survey stakes, equipment rental, non-profit salary cost and non profit general expense. b. Reimbursable direct expenses chargeable to the project, are as follows: (1) Travel, subsistence, and incidental costs. (2) Use of motor vehicles on a mileage or rental basis. (3) Telephone and telegraph costs. (4) Reproduction of project documents. (5) Postage and shipping charges for project related materials. (6) Rental charges for use of equipment, including equipment owned by the City, not included in overhead costs. 3 c. Partial periodic monthly payments shall be made to the City by the RSD as follows: (1) The City shall render an itemized monthly statement to the RSD for work performed and costs incurred during the preceding month. (2) The monthly installments and current total billings shall not be disproportionate to work progress as reported by the City. (3) The entire amount due shall be paid each month. 7. Failure to Perform. Cancellation. If, through any cause, the City shall fail to fulfill in timely and proper manner its obligations under this contract, or if the City shall violate any of the covenants, agreements, or stipulations of this contract, the RSD shall thereupon have the right to terminate this contract by giving written notice to the City of such termination and specifying the effective date thereof, at least five (5) days before the effective day of such termination. In either such event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs and reports or other materials prepared by the City under this contract shall, at the option of the RSD, become its property, and the City shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Notwithstanding the above, the City shall not be relieved of ® liability to the RSD for damages sustained by the RSD by virtue of any such breach of the contract by the City. 8. Assignment. This Agreement shall be binding upon and enure to the benefit of the respective successors and assigns of each of the parties hereto, but any assignment of this Agreement by either party without the prior written consent of the other party shall be void. Consent to assign shall not be unreasonably withheld by any party. 9. Confidentiality. Any reports, data, or similar information given to or prepared or assembled by the City under this contract which the RSD requests to be kept as confidential shall not be made available to any individual or organization by the City without prior written approval of the RSD. 10. Nondiscrimination. The City agrees in the performance of this contract not to discriminate on the ground or because of race, creed, color, national origin or ancestry, sex, religion, handicap, age, or political opinion or affiliation, against any employee of City or applicant for employment and shall include a similar provision in all subcontracts let or awarded hereunder. 11. Independent Contractor. The City is an independent contractor and nothing contained herein shall constitute or designate the City or any of its agents or employees as agents or employees of the RSD. 4 12. Benefits Not Available, The City shall not be entitled to any of the benefits established for the employees of the RSD nor be covered by the Workmen's Compensation Program of the RSD. IMORL 13 . Liability. The parties mutually agree to the following: qP a. In no event shall the RSD be liable to the City for special, indirect, or consequential damages, except those caused by the RSD's negligence, arising out of or in any way connected with a breach of this contract. The maximum liability of the RSD shall be limited to the amount of money to be paid or received by the RSD under this contract. b. In no event shall the City be liable to the RSD for special, indirect, or consequential damages, except those caused by the City's negligence, arising out of or in any way connected with a breach of this contract. The maximum liability of the City shall be limited to the amount of money to be paid or received by the City under this contract. c. Notwithstanding the above, City shall not be liable for injury or property damage arising out of the discharge, dispersal, release, or escape of treated or untreated water into or upon land, the atmosphere or any watercourse or body of water, unless such injury or damages, or a portion of same, is determined to be a result of negligence on the part of City. 14. Documents. That reproducibles of tracings and maps prepared or obtained under the terms of this Contract shall be delivered upon request to and become the property of the RSD upon termination or completion of the work. Copies of basic survey notes and sketches, charts, computations and other data prepared or obtained under this Contract shall be made available, upon request, to the RSD without restrictions or limitations on their use. When such copies are requested, the RSD agrees to pay the City its cost of copying and delivering same. 15. Books and Records. The City and all its subcontractors shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred in connection with this Contract, and shall make such materials available at their respective offices at all reasonable times during the Contract and for a period of three (3) years following completion of the Contract. 16. Delays. That the City shall not be liable for delays resulting from causes beyond the reasonable control of the City; that the City has made no warranties, expressed or implied, which are not expressly set forth in this Contract; and that under no circumstances will the City be liable for indirect or consequential damages. • 17. Notices. All notices required or permitted hereinunder and required to be in writing may be given by first class mail addressed to RSD at and City at 5 320 E. McCarty Street Jefferson City, Missouri 65101. The date of delivery of any notice shall be the date falling on the second full day after the day of its mailing. 18. ,Applicable Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Missouri. 19. Waiver. A waiver on the part of either party of any term, provision, or condition of this Agreement shall not constitute precedent, nor bind either party to a waiver of any succeeding breach of the same or any other term, provision, or condition of the Agreement. 20. Amendments. Except as elsewhere provided in this Agreement, this Agreement may be modified only by written amendment signed by both parties. 21. Independent Contractors. City may contract with independent contractors to perform any of the obligations under this Agreement. 22. Other Insurances. RSD shall provide its own insurance policies covering liability and property damage to equipment owned by RSD. RSD and City, their agents and employees, shall comply with all terms and conditions of the insurance policies mentioned, including reporting of all accidents to RSD, and insurer, and do all things necessary or proper to protect or preserve each party's rights in such policies. Executed this / day of - , 19�. REGIONAL SEWER DISTRICT RE X Z eVED BY: Byron eirlidkr CITY OF JEFFERSON MAYOR ATTEST: A . ity Clerk 6 SCHEDULE 1 M - 3 Shagbark Woods M - 14 Monticell Road - Gateway (Southtown & Crossroads) M - 4 Rustic Oaks RC - 1 Dove Lake M - 5 Lakewood RC - 2 Shamrock M - 7 Stieferman RC - 3 Twehous M - 8 Rackers RC - 4 Willibrand M - 11 Cole County RC - 5 Taos R-11 Schools M - 13 Grothoff WC - 1 Cedar Valley