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Home My Public Portal AboutORD11842 ;o� l - .1 1111111111111 RII*,n, 'IL� — .�ol:;,4't- IN DI IF go 1:91 :1 UuMmy MMOM 11.,V� �'A mlt�4�X,o`,!B,a� :N- V.i M-P, 5 n �vm� YJ 9M x " V r z Y CONTRACT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made and entered into this day of , 19 , by and '. between the City of Jefferson, Missouri,a municipal corpora t n,hereinafter referred r. to as the "City"with offices at 320 East McCarty,Jefferson City,Missouri,66101,and Landform Urban Planning Services, a sole proprietorship, hereinafter referred to as the "Consultant". WITNESSETH: ' THAT,WHEREAS,the City desires to engage the Consultant to render certain ' technical and professional planning services hereafter described in Exhibit A. WHEREAS, the Consultant made certain representations and statements to the City with respect to the provision of such services and the City has accepted said proposal to enter into a contract with the Consultant for the performances of service8 by the Consultant. ..�r NOW, THEREFORE, for the considerations herein expressed, it is agreed by and between the City and the Consultant as follows: 1. Scope of Services. The City agrees to engage the services of the Consultant to perform the services hereinafter set forth in connection with the project described in Exhibit A. 2. Additional Services. The City may add to consultant services or delete therefrom activities of a similar nature to those set forth in Exhibit A, provided that the total cost of such work does not exceed the total cost allowance as specified in paragraph 6 hereof;The consultant shall undertake such changed activities only upon the direction of the City.All such directives and changes shall be in written form and approved by the Director of Planning and Code Enforcement and shall be accepted and countersigned by the Consultant or its agreed representatives. 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 Consultant without charge by the City, and the City shall cooperate with the Consultant in every reasonable way in carrying out the scope of services. The Consultant shall not be liable for the accuracy of the information furnished by the City. 4. Personnel to be Provided. The Consultant represents that Consultant has or ` will secure at its expense all personnel required to perform the services called for under this contract by the Consultant. Such personnel shall not be employees of or have any contractual relationship with the City except as employees of the Consultant. All of the services required hereunder will be performed by the Consultant or under the Consultant'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. None of the work or services covered by this contract shall contrast\profeery\1andform F „ g74nc " � S.i .s. a sf tc i� -ria`♦;i'� to .�L�';`�`'R� iks-h 11rk�t(,-,t'as t��,r t k i�° �./ � � ' r � !y��.° hr`t.Y F� '�`'�. �S y �' t, be subcontracted except as provided in Exhibit A without the written approval of the (A City. 6. Notice to Proceed. The services of the Consultant shall commence as directed in the Notice of Proceed and shall be undertaken and completed in accordance with the schedule contained in Exhibit A. , ' 6. Compensation. The City agrees to pay the Consultant in accordance with the terms se; forth in Exhibit A, which shall constitute complete cotinpensation for all• M services to be rendered under this contract. The final a M. payment will be subject to 'r receipt of a requisition for payment and a statement of services rendered certifying ' that the Consultant fully performed all work to be paid for in such progress payments f., in conformance with the contract. It is expressly understood that in no event will the total compensation and reimbursement to be paid to the Consultant under the terms of this contract exceed;` the sum of $111,594.00 for all services required unless ' , specifically and mutually agreed to in writing by both the City and Consultant. Such r compensation will be paid in progress payments, as specified in Exhibit A, except ten a° percent (10%) shall be withheld from each phase until it is satisfactorily completed ' and the finished product for that phase delivered to the City. No change in �a r compensation shall be made unless there is a substantial and significant difference between the work originally contemplated by this agreement and the work actually required. ! 7. failure to Perform Cancellation. If, through any cause, the Consultant shall r ' s fail to fulfill in timely and proper manner its obligations under this contract, or if the Consultant shall violate any of the covenants, agreements, or stipulations of this contract, the City shall thereupon have the right to terminate this contract by written notice to the Consultant of such termination andspecifying the effective date thereof, at least five (5) days before the effective day of such termination. The Consultant may without cause terminate this contract upon 30 days prior written notice. In either such event all finished or unfinished documents, data, studies, !� surveys, drawings, maps, models, photographs, and reports or other materials Prepared by the Consultant under this contract shall, at the option of the City, become its property, and the compensation for any satisfactory work completed on such documents and other materials shall be determined.Notwithstanding the above, r the Consultant shall not be relieved of liability to the City for damages sustained the City by virtue f any such breach of contract by the Consultant by 8. assignment. The Consultant shall not assign any interest in this contract,and shall not transfer any interest in the same (whether by assignment or novation), without prior written consent of the City thereto. Any such assignment is expressly subject to all rights and remedies of the City under this agreement, including the right to change or delete activities from the contract or to terminate the same as provided herein, and no such assignment shall require the City an such assignee q Y to give any notice to y gnee of any actions which the City may take under this agreement, though City will attempt to so notify any such assignee. 2 contract\profsery\1andfarm 0.4 k � r' t lti z s:t + 'it� r, t tug' �, e an�1, a+Yrts;ri iltttii�,t t dXS G t a��a f '? t a l { r,t dux. P a1 .c i.j4 d r yc,.FstY< t z z i z . milli ,... �, ..y'"r�'+E[f�ipf1�1�;�'1 "�.��rc'(�y'°y*Y.IJ�j-<VW ��'*E{�p 4yrwpf ti l,�"t:�&C.��{:,� "Yip`�.t�'!!'�<`��K✓�^`y.rivipl,�l.a`C',•{�+.1{ry'r�i.n��y�g l��. � V y��l l,:�l p, ..j•i' �.ti 3 ��,,�k,a $ zt Y3��y_ r/-b�.a''S S f J f'�i"k,r g_ .+k ��'A d `�t'E'J'' ( f: j. L `wi 1 (ka . r , OWN 9. Confidentiality. Any reports, data or similar information given to or prepared or assembled by the Consultant under this contract which the City requests to be ors, kept as confidential shall not be made available to any individual or organization by � the Consultant without prior written approval of the City. " 10. Nondiscrimination. The Consultant agrees in the performance of the contract not to discriminate on the grounds or because of race, creed, color, national origin or ancestry, €hex, religion, handicap, age or political affiliation, against any employee of consultant or applicant for employment and shall include,a similar provision in all subcontracts let or awarded hereunder. t 11. Independent Contractor. The Consultant,is an independent contractor and iY nothing herein shalt constitute or designate the Consultant or designate the Consultant or any of its employees as agents or employees of the City. ' 12. Benefits not Available. The Consultant shall not be entitled to any of the benefits established for the employees of the City nor be covered by the Workmen's �. Compensation Program of the City. 13. Liability. The parties mutually agree to the following: a. In no event shall the City be liable to the Consultant for special, indirect, or consequential damages, except those caused by the City arising out of or in any way connected with 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. b. The Consultant shall defend, indemnify, and hold the City harmless from and against all claims,losses,and liabilities arising out of personal injuries, including death, and damage to property which are caused by the Consultant arising out of or in any way connected with this contract. 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 City 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 City without 1 restrictions or limitations on their use. When such copies are requested, the City agrees to pay the Consultant its costs of copying and delivering same. 15. Nonsolicitation. The Consultant warrants that he had not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Contract, and that he has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, the City shall have the right to 3 contrast\profeery\landform 1 annul this Contract without liability, or,in its discretion,to deduct from the Cont ract price or consideration, or otherwise recover the full amount of such f ee, commission, percentage, brokerage fee, gifts, or contingent fee. 16. Books and Records. The Consultant and all his subcontractors shall maintain all books, documents, papers, accounting recor ds and other evidence pertaining to d shl make such materials costs incurred in connection with this Contract available at their respective offices at all reasonablae times al during the Contract and for a period of three (3) years following completion of the Contract. • 17. Delays. That the Consultant shall not be liable for delays resulting from ha causes beyond the reasonable control of the Co nsultant; that the Consultant s made no warranties, expressed or implied, which are not expressly set forth in this Contract; and that under no circumstances will the Consultant be liable for indirect or consequential damages. permitted hereinunder and required to be in 18. Notices. All notices required or and by first class mail addressed to the Director of Planning writing may be given and the Missouri 65101, ti Code Enforcement, 320 East McCarty, Jefferson City, d Consultant at 6306A Sprig Oak Court, St. Louis, Missouri 63128. Thq date an delivery of any notice shall be the date falling on the second full day after the day of its mailing. EXECUTED THIS S DAY OF 1999 CITY OF JEFFERSON, MISSOURI CONSULTANT - LANDFORM URBAN PLANNING SERVICES Ma Michfiel P. Weber, AICP y w,, ATTEST: City Clerk APPROVED AS FORM: City O A unselor 4 contrad\profserv\1andfbrm 4 ,