HomeMy Public PortalAboutResolution 2019-42, Approving MSA Agreement For Parks And Trails Needs Assessment Study RESOLUTION NO. 2019-42
A RESOLUTION APPROVING A PROFESSIONAL SERVICES
AGREEMENT WITH MSA PROFESSIONAL SERVICES
FOR A PARKS AND TRAILS NEEDS ASSESSMENT STUDY
FOR THE CITY OF RIVERDALE, IOWA
WHEREAS, City Council did determine at its September 10, 2019 meeting that it was in the best
interest of the community that it have a professional assessment of parks needs conducted so as to better
plan for expenditures for park and recreation improvements; and,
WHEREAS, based on preliminary discussions with City staff,elected officials and interested
consitituent, MSA has proffered a Professional Services Agreement to the City for the"Parks and Trails
System Needs Assessment",dated October 16,2019 for the above-cited project and scope of work for
consideration by the City Council.
NOW THEREFORE, BE IT RESOLVED, BY THE CITY COUNCIL OF THE CITY OF
RIVERDALE, SCOTT COUNTY, IN THE STATE OF IOWA:
Section 1. That MSA Professional Services, Inc. has provided a Professional Services Agreement to
the City entitled"Parks and Trails System Needs Assessment", dated October 16, 2019, and said
Agreement is attached hereto and is hereafter a part of this Resolution.
Section 2. That following its consideration of the proposal,the City Council accepts the
Professional Services Agreement in the proposed lump sum fee of$12,600.00 for the"Parks and Trails
System Needs Assessment", dated October 16, 2019.
Section 3. That with Council approval,the Mayor shall execute said agreement and the City Clerk
shall witness his signature.
'ASSED AND APPROVED this 22nd day of October, 2019.
1,1:1
lir
Michael Bawden,Ir ayor
ATTEST: " i --X704,/CaiVY, 9�''Gi&
Mary rances Blevins,City Clerk
Prepared by City Administrator Tim Long October 22, 2019
Professional
Services Agreement
This AGREEMENT (Agreement) is made today October 16, 2019 by and between
THE CITY OF RIVERDALE (OWNER) and MSA PROFESSIONAL SERVICES, INC.
(MSA), which agree as follows:
Project Name: Parks and Trails System Needs Assessment
The scope of the work authorized is: See Enclosed Scope of Services
The lump sum fee for the work is: $12,600
All services shall be performed in accordance with the General Terms and Conditions of
MSA, which is attached and made part of this Agreement. Any attachments or exhibits
referenced in this Agreement are made part of this Agreement. Payment for these
services will be on a lump sum basis.
Approval: Authorization to proceed is acknowledged by signatures of the parties to this
Agreement.
CITY OF RIVERDALE MSA OFESSIONAL SERVICES, INC.
Mike Bawden Ch .stopher Janson, AICP
Mayor of Riverdale Team Leader
Date: Date: 10.16.2019
110 Manor Drive 2117 State Street, Suite 200
Riverdale, Iowa 52722 Bettendorf, Iowa 52722
Phone: 563-355-2511 Phone: 563-445-3501
SCOPE OF SERVICES
PARKS AND TRAIL SYSTEM NEEDS ASSESSMENT
RIVERDALE, IOWA
One of MSA's goals is to "create better places to live and work." It is our commitment to you to
bring our expertise together with your needs and assist the City in developing the best and most
appropriate solutions. We truly believe in making partners and not just completing projects.
YOUR NEEDS
The Riverdale City Council is committed to the continual improvement of Riverdale's parks and
recreational facilities and programs. High-quality parks and recreational facilities are one of the
key ingredients of an attractive and growing community. In an effort to understand the
community's needs and wants for recreation through the coming decade, the City Council would
like MSA to assist them in creating a Parks and Trail System Needs Assessment for 2030. The
Parks and Trail System Needs Assessment will serve as a guidebook for continuing to improve
the community's recreational assets to serve the growing needs of Riverdale. In particular, MSA
will evaluate and provide recommendations for an expansion of the trail system to connect
Pleasant Valley High School, Scott County Community College, Riverdale City Hall, growing
neighborhoods, Riverdale's parks.
STEP I - PROJECT KICKOFF & EXISTING CONDITIONS ANALYSIS•
Step 1 of the project consists of five main tasks: an initial kickoff meeting, a review of prior
planning documents, existing conditions assessment.
1. Kickoff Meeting - MSA will meet with the Project Team, including City Staff and members
of the City Council, to review the project scope, timeline, and roles. At the meeting, MSA
will collect information regarding existing park and recreational facilities, such as the
popularity of each park and staff recommendations regarding potential improvement
projects. In addition, the project team will discuss additional outreach methods such as
additional online surveys, project mailers, and meeting invites.
2. Existing Conditions Assessment+ Maps - MSA will document and provide an overview
of Riverdale's existing recreation facilities, trails/pedestrian networks, and parks. MSA will
generate several maps, including a park service areas map. Additionally, the maps and
existing facilities analysis will also include a review of any current facilities that may not
comply with Americans with Disabilities Act (ADA) regulations.
STEP 1 DELIVERABLES
• Part 1: Riverdale's Parks and Trail System
• Existing Parks and Recreational Facilities Map
• Existing Park Service Areas Map
• Existing Trail and Pedestrian System Map
STEP 2 — COMMUNITY ENGAGEMENT
Step 2 of the project consists of several engagement tasks.
1. Community Input Workshop — MSA will facilitate an evening Community Input
Workshop to obtain insight into Riverdale's parks, trails, and recreation planning from
residents and stakeholders. The Community Input Workshop would take place near the
beginning of the planning process. The workshop will cover why we plan, what the existing
conditions, and what people would like to see in 2030.
2. Online Survey — MSA will develop an online survey utilizing the "Riverdale Residents
Parks Survey" that focus on gathering community feedback for the development of the
Parks and Trail System Needs Assessment. The survey will be able to be completed using
a smartphone, tablet or computer with Internet access. Hard copies of the survey will be
available at City Hall and tabulated by MSA after the survey period has ended.
3. Community Engagement Promotion—MSA will work with City Staff and the City Council
to promote the Community Input Workshop and Online Survey along with explaining the
process of developing the Parks and Trail System Needs Assessment. MSA will create a
postcard/utility bill insert for mailing and a flyer for posting around the community as well
as sharing online by email and social media.
STEP 2 DELIVERABLES:
• Promotional Postcard/Mailer/Bill Insert (Printed and Mailed by City)
• Online Survey(Paper Copies Available at City Hall)
STEP 3 — PARKS AND TRAIL SYSTEM NEEDS ASSESSMENT
Step 3 of the project consists of the development of the Parks and Trail System Needs
Assessment document, a final Project Team Meeting, and City Council review and consideration
of adoption.
1. Plan Development — the Parks and Trail System Needs Assessment will have three
primary chapters/sections:
Part 1: Riverdale's Parks and Trail System
• Park and Trail System Overview
• NPRA Standards
• Existing Parks and Recreational Facilities Map
• Existing Park Service Areas Map
• Existing Trail and Pedestrian System Map
• Overview of Recreational Programing
Part 2: Process Engagement and Feedback
• Overview of Process
• Summary of Feedback from Project Team
• Summary of Feedback from Online Survey
• Summary of Feedback from Community Input Workshop
Part 3: Vision, Goals, Concepts and Action Plan
• Vision of Parks and Trail System for 2030
• Goals for Parks and Trail Improvement and Growth
• Future Parks and Trail System Concept Map — Including Recommendations for a
Trail System Connecting Pleasant Valley High School, Scott County Community
College, City Hall, Neighborhoods, and the City Parks.
• Guidelines for New Park Public Engagement and Needs/Concept Development
• Action Plan that Includes a Listing of Applicable Outside Funding Options for
Recommended Improvements
2. Draft Review Project Team Meeting - MSA will meet with the Project Team to review a
Final Draft of the Parks and Trail System Needs Assessment. There may be several drafts
reviewed via by PDF and email prior to the scheduling of this final Project Team Meeting.
3. City Council Review and Consideration — After receiving the approval of the Project
Team on the Final Draft, MSA will submit the Riverdale Parks and Trail System Needs
Assessment to the City Council for review and consideration for adoption.
STEP 3 DELIVERABLES:
• Review Drafts of the Parks and Trail System Needs Assessment
• Final Draft of the Parks and Trail System Needs Assessment
• Completed Parks and Trail System Needs Assessment for Council Review and
Consideration
FEE FOR PROPOSED SERVICES
MSA will provide the City of Riverdale with a Riverdale Parks and Trail System Needs
Assessment for the lump sum fee of $12,600
Notes.
• Services shall billed monthly by percentage complete of lump sum contract.
• Fee includes all expected reimbursable expenses.
• The fee includes preparation of meeting materials, including any maps, boards, or
handouts.
• MSA will prepare a maximum of two (2) Future Parks and Trail System Concept Maps
for review and inclusion in the assessment.
• Attendance at any requested meetings beyond those outlined in the above scope with
require a contract amendment.
PROPOSED SCHEDULE
MONTH S TASKS & MEETINGS
Month 1 Project Kickoff and Existing Conditions Analysis
Survey
Month 2 Community Mailer/Postcard/Flyer
Community Input Workshop
f\ilonth 3 Complete Draft Plan and Project Team Reviews by Email of Draft
PD F's
Month 4 Project Team Meeting to Review Final Draft
Complete Final Plan
City Council Meeting for Review and Consideration of Adoption
ENGAGEMENT ACTIVITIES GUIDE
Public Engagement Activity
Online Engagement Activity
MSA PROFESSIONAL SERVICES,INC.(MSA)—GENERAL TERMS AND CONDITIONS OF SERVICES
1. The quoted fees and scope of services constitute the best party's discretion, on not less than thirty (30) days' advance
estimate of the fees and tasks required to perform the services written notice. The effective date of the termination is the
as defined. This agreement upon execution by both parties thirtieth day after the non-terminating party's receipt of the
hereto, can be amended only by written instrument signed by notice of termination. If MSA terminates the Agreement, the
both parties. For those projects involving conceptual or process OWNER may, at its option,extend the terms of this Agreement
development service, activities often cannot be fully defined to the extent necessary for MSA to complete any services that
during initial planning. As the project progresses, facts were ordered prior to the effective date of termination. If
uncovered may reveal a change in direction which may alter the OWNER terminates this Agreement,OWNER shall pay MSA for
scope. MSA will promptly inform the OWNER in writing of such all services performed prior to MSA's receipt of the notice of
situations so that changes in this agreement can be made as termination and for all work performed and/or expenses incurred
required. by MSA in terminating Services begun after MSA's receipt of the
2. MSA will bill the OWNER monthly with net payment termination notice. Termination hereunder shall operate to
due upon receipt. Past due balances shall be subject to an discharge only those obligations which are executory by either
interest charge at a rate of 12%per year from said thirtieth day. party on and after the effective date of termination. These
In addition, MSA may, after giving seven days written notice, General Terms and Conditions shall survive the completion of
suspend service under any agreement until the OWNER has the services performed hereunder or the Termination of this
paid in full all amounts due for services rendered and expenses Agreement for any cause.
incurred, including the interest charge on past due invoices. This agreement cannot be changed or terminated orally.
3. Costs and schedule commitments shall be subject to No waiver of compliance with any provision or condition hereof
change for delays caused by the OWNER's failure to provide should be effective unless agreed in writing and duly executed
specified facilities or information or for delays caused by by the parties hereto.
unpredictable occurrences including, without limitation, fires, 8. The OWNER agrees to clarify and define project
floods, riots, strikes, unavailability of labor or materials, delays requirements and to provide such legal, accounting and
or defaults, by suppliers of materials or services, process insurance counseling services as may be required for the
shutdowns, acts of God or the public enemy, or acts of project.
regulations of any governmental agency. Temporary delays of 9. MSA will maintain insurance coverage for: Worker's
services caused by any of the above which result in additional Compensation, General Liability, and Professional Liability.
costs beyond those outlined may require renegotiation of this MSA will provide information as to specific limits upon written
agreement. request. If the OWNER requires coverages or limits in addition
4. MSA intends to serve as the OWNER's professional to those in effect as of the date of the agreement,premiums for
representative for those services as defined in this agreement, additional insurance shall be paid by the OWNER. The liability
and to provide advice and consultation to the OWNER as a of MSA to the OWNER for any indemnity commitments, or for
professional. Any opinions of probable project costs, reviews any damages arising in any way out of performance of this
and observations, and other decisions made by MSA for the contract is limited to such insurance coverages and amount
OWNER are rendered on the basis of experience and which MSA has in effect.
qualifications and represents the professional judgment of MSA. 10. Reuse of any documents and/or services pertaining
However, MSA cannot and does not guarantee that proposals, to this project by the OWNER or extensions of this project or on
bid or actual project or construction costs will not vary from the any other project shall be at the OWNER's sole risk. The
opinion of probable cost prepared by it. OWNER agrees to defend, indemnify, and hold harmless MSA
5. This agreement shall not be construed as giving for all claims,damages,and expenses including attorneys'fees
MSA, the responsibility or authority to direct or supervise and costs arising out of such reuse of the documents and/or
construction means, methods, techniques, sequence, or services by the OWNER or by others acting through the
procedures of construction selected by the contractors or OWNER.
subcontractors or the safety precautions and programs incident 11. To the fullest extent permitted by law, MSA shall
to the work of the contractors or subcontractors. indemnify and hold harmless, OWNER,and OWNER's officers,
6. In conducting the services, MSA will apply present directors, members, partners, agents, consultants, and
professional,engineering and/or scientific judgment, and use a employees (hereinafter "OWNER") from reasonable claims,
level of effort consistent with current professional standards in costs, losses, and damages arising out of or relating to the
the same or similar locality under similar circumstances in PROJECT,provided that any such claim,cost,loss,or damage
performing the Services. The OWNER acknowledges that is attributable to bodily injury,sickness, disease,or death,or to
"current professional standards" shall mean the standard for injury to or destruction of tangible property(other than the Work
professional services, measured as of the time those services itself) including the loss of use resulting therefrom but only to
are rendered, and not according to later standards,if such later the extent caused by any negligent act or omission of MSA or
standards purport to impose a higher degree of care upon MSA. MSA's officers, directors, members, partners, agents,
MSA does not make any warranty or guarantee,expressed employees, or Consultants (hereinafter "MSA"). In no event
or implied, nor have any agreement or contract for services shall this indemnity agreement apply to claims between the
subject to the provisions of any uniform commercial code. OWNER and MSA. This indemnity agreement applies solely to
Similarly, MSA will not accept those terms and conditions claims of third parties. Furthermore, in no event shall this
offered by the OWNER in its purchase order, requisition, or indemnity agreement apply to claims that MSA is responsible
notice of authorization to proceed,except as set forth herein or for attorneys'fees. This agreement does not give rise to any
expressly agreed to in writing. Written acknowledgement of duty on the part of MSA to defend the OWNER on any claim
receipt, or the actual performance of services subsequent to arising under this agreement.
receipt of such purchase order, requisition, or notice of To the fullest extent permitted by law, OWNER shall
authorization to proceed is specifically deemed not to constitute indemnify and hold harmless, MSA, and MSA's officers,
acceptance of any terms or conditions contrary to those set forth directors, members, partners, agents, consultants, and
herein. employees (hereinafter"MSA")from reasonable claims, costs,
7. This Agreement shall commence upon execution and losses,and damages arising out of or relating to the PROJECT,
shall remain in effect until terminated by either party, at such provided that any such claim,cost,loss,or damage is
attributable to bodily injury, sickness, disease, or death, or to for mediation shall be filed in writing with the other party to this
injury to or destruction of tangible property(other than the Work Agreement. A demand for mediation shall be made within a
itself) including the loss of use resulting therefrom but only to reasonable time after the claim, dispute or other matter in
the extent caused by any negligent act or omission of the question has arisen. In no event shall the demand for mediation
OWNER or the OWNER's officers, directors, members, be made after the date when institution of legal or equitable
partners, agents, employees, or Consultants (hereinafter proceedings based on such claim, dispute or other matter in
"OWNER"). In no event shall this indemnity agreement apply to question would be barred by the applicable statute of limitations.
claims between MSA and the OWNER. This indemnity Neither demand for mediation nor any term of this Dispute
agreement applies solely to claims of third parties. Furthermore, Resolution clause shall prevent the filing of a legal action where
in no event shall this indemnity agreement apply to claims that failing to do so may bar the action because of the applicable
the OWNER is responsible for attorneys'fees. This agreement statute of limitations. If despite the good faith efforts of OWNER
does not give rise to any duty on the part of the OWNER to and MSA any controversy,claim,counterclaim,dispute,or other
defend MSA on any claim arising under this agreement. matter is not resolved through negotiation or mediation,
To the fullest extent permitted by law, MSA's total liability OWNER and MSA agree and consent that such matter may be
to OWNER and anyone claiming by,through,or under OWNER resolved through legal action in any state or federal court having
for any cost, loss or damages caused in part or by the jurisdiction.
negligence of MSA and in part by the negligence of OWNER or 13. This agreement shall be construed and interpreted in
any other negligent entity or individual, shall not exceed the accordance with the laws of the State of Wisconsin.
percentage share that MSA's negligence bears to the total 14. OWNER hereby irrevocably submits to the jurisdiction
negligence of OWNER, MSA, and all other negligent entities of the state courts of the State of Wisconsin for the purpose of
and individuals. any suit,action or other proceeding arising out of or based upon
12. OWNER and MSA desire to resolve any disputes or this Agreement. OWNER further consents that the venue for
areas of disagreement involving the subject matter of this any legal proceedings related to this Agreement shall be, at
Agreement by a mechanism that facilitates resolution of MSA's option,Sauk County,Wisconsin,or any county in which
disputes by negotiation rather than by litigation. OWNER and MSA has an office.
MSA also acknowledge that issues and problems may arise 15. This agreement contains the entire understanding
after execution of this Agreement which were not anticipated or between the parties on the subject matter hereof and no
are not resolved by specific provisions in this Agreement. representations. Inducements, promises or agreements not
Accordingly, both OWNER and MSA will endeavor to settle all embodied herein (unless agreed in writing duly executed)shall
controversies, claims, counterclaims, disputes, and other be of any force or effect, and this agreement supersedes any
matters in accordance with the Construction Industry Mediation other prior understanding entered into between the parties on
Rules of the American Arbitration Association currently in effect, the subject matter hereto.
unless OWNER and MSA mutually agree otherwise. Demand
Professional
MSA
Services Agreement
This AGREEMENT (Agreement) is made today October 16, 2019 by and between
THE CITY OF RIVERDALE (OWNER) and MSA PROFESSIONAL SERVICES, INC.
(MSA), which agree as follows:
Project Name: Parks and Trails System Needs Assessment
The scope of the work authorized is: See Enclosed Scope of Services
The lump sum fee for the work is: $12,600
All services shall be performed in accordance with the General Terms and Conditions of
MSA, which is attached and made part of this Agreement. Any attachments or exhibits
referenced in this Agreement are made part of this Agreement. Payment for these
services will be on a lump sum basis.
Approval: Authorization to proceed is acknowledged by signatures of the parties to this
Agreement.
CITY OF RIVERDALE MSA ' -OFESSIONAL SERVICES, INC.
k
Mike Bawden Chhsstopher Janson, AICP
Mayor of Riverdale Team Leader
Date: 1'-z-z 10t9 Date: 10.16.2019
110 Manor Drive 2117 State Street, Suite 200
Riverdale, Iowa 52722 Bettendorf, Iowa 52722
Phone: 563-355-2511 Phone: 563-445-3501
SCOPE OF SERVICES
PARKS AND TRAIL SYSTEM NEEDS ASSESSMENT
RIVERDALE, IOWA
One of MSA's goals is to "create better places to live and work." It is our commitment to you to
bring our expertise together with your needs and assist the City in developing the best and most
appropriate solutions. We truly believe in making partners and not just completing projects.
YOUR NEEDS
The Riverdale City Council is committed to the continual improvement of Riverdale's parks and
recreational facilities and programs. High-quality parks and recreational facilities are one of the
key ingredients of an attractive and growing community. In an effort to understand the
community's needs and wants for recreation through the coming decade, the City Council would
like MSA to assist them in creating a Parks and Trail System Needs Assessment for 2030. The
Parks and Trail System Needs Assessment will serve as a guidebook for continuing to improve
the community's recreational assets to serve the growing needs of Riverdale. In particular, MSA
will evaluate and provide recommendations for an expansion of the trail system to connect
Pleasant Valley High School, Scott County Community College, Riverdale City Hall, growing
neighborhoods, Riverdale's parks.
STEP 7 - PROJECT KICKOFF & EXISTING CONDITIONS ANALYSIS
Step 1 of the project consists of five main tasks: an initial kickoff meeting, a review of prior
planning documents, existing conditions assessment.
1. Kickoff Meeting - MSA will meet with the Project Team, including City Staff and members
of the City Council, to review the project scope, timeline, and roles. At the meeting, MSA
will collect information regarding existing park and recreational facilities, such as the
popularity of each park and staff recommendations regarding potential improvement
projects. In addition, the project team will discuss additional outreach methods such as
additional online surveys, project mailers, and meeting invites.
2. Existing Conditions Assessment+ Maps - MSA will document and provide an overview
of Riverdale's existing recreation facilities, trails/pedestrian networks, and parks. MSA will
generate several maps, including a park service areas map. Additionally, the maps and
existing facilities analysis will also include a review of any current facilities that may not
comply with Americans with Disabilities Act (ADA) regulations.
STEP 1 DELIVERABLES
• Part 1: Riverdale's Parks and Trail System
• Existing Parks and Recreational Facilities Map
• Existing Park Service Areas Map
• Existing Trail and Pedestrian System Map
STEP 2 - COMMUNITY ENGAGEMENT
Step 2 of the project consists of several engagement tasks.
1. Community Input Workshop — MSA will facilitate an evening Community Input
Workshop to obtain insight into Riverdale's parks, trails, and recreation planning from
residents and stakeholders. The Community Input Workshop would take place near the
beginning of the planning process. The workshop will cover why we plan, what the existing
conditions, and what people would like to see in 2030.
2. Online Survey — MSA will develop an online survey utilizing the "Riverdale Residents
Parks Survey" that focus on gathering community feedback for the development of the
Parks and Trail System Needs Assessment. The survey will be able to be completed using
a smartphone, tablet or computer with internet access. Hard copies of the survey will be
available at City Hall and tabulated by MSA after the survey period has ended.
3. Community Engagement Promotion— MSA will work with City Staff and the City Council
to promote the Community Input Workshop and Online Survey along with explaining the
process of developing the Parks and Trail System Needs Assessment. MSA will create a
postcard/utility bill insert for mailing and a flyer for posting around the community as well
as sharing online by email and social media.
STEP ? '` �, „ . . .
• Promotional Postcard/Mailer/Bill Insert (Printed and Mailed by City)
• Online Survey (Paper Copies Available at City Hall)
STEP 3 - PARKS AND TRAIL SYSTEM NEEDS ASSESSMENT
Step 3 of the project consists of the development of the Parks and Trail System Needs
Assessment document, a final Project Team Meeting, and City Council review and consideration
of adoption.
1. Plan Development - the Parks and Trail System Needs Assessment will have three
primary chapters/sections:
Part 1: Riverdale's Parks and Trail System
• Park and Trail System Overview
• NPRA Standards
• Existing Parks and Recreational Facilities Map
• Existing Park Service Areas Map
• Existing Trail and Pedestrian System Map
• Overview of Recreational Programing
Part 2: Process Engagement and Feedback
• Overview of Process
• Summary of Feedback from Project Team
• Summary of Feedback from Online Survey
• Summary of Feedback from Community Input Workshop
Part 3: Vision, Goals, Concepts and Action Plan
• Vision of Parks and Trail System for 2030
• Goals for Parks and Trail Improvement and Growth
• Future Parks and Trail System Concept Map - Including Recommendations for a
Trail System Connecting Pleasant Valley High School, Scott County Community
College, City Hall, Neighborhoods, and the City Parks.
• Guidelines for New Park Public Engagement and Needs/Concept Development
• Action Plan that Includes a Listing of Applicable Outside Funding Options for
Recommended Improvements
2. Draft Review Project Team Meeting - MSA will meet with the Project Team to review a
Final Draft of the Parks and Trail System Needs Assessment. There may be several drafts
reviewed via by PDF and email prior to the scheduling of this final Project Team Meeting.
3. City Council Review and Consideration - After receiving the approval of the Project
Team on the Final Draft, MSA will submit the Riverdale Parks and Trail System Needs
Assessment to the City Council for review and consideration for adoption.
STEP 3 DELIVERABLES:
• Review Drafts of the Parks and Trail System Needs Assessment
• Final Draft of the Parks and Trail System Needs Assessment
• Completed Parks and Trail System Needs Assessment for Council Review and
Consideration
FEE FOR PROPOSED SERVICES
MSA will provide the City of Riverdale with a Riverdale Parks and Trail System Needs
Assessment for the lump sum fee of $12,600
• Services shall billed monthly by percentage complete of lump sum contract.
• Fee includes all expected reimbursable expenses.
• The fee includes preparation of meeting materials, including any maps, boards, or
handouts.
• MSA will prepare a maximum of two (2) Future Parks and Trail System Concept Maps
for review and inclusion in the assessment.
• Attendance at any requested meetings beyond those outlined in the above scope with
require a contract amendment.
PROPOSED SCHEDULE
MONTH S TASKS & MEETINGS
Month 1 Project Kickoff and Existing Conditions Analysis
Month 2 Community Mailer/Postcard/Flyer
Community Input Workshop
Month 3 Complete Draft Plan and Project Team Reviews by Email of Draft
P D F's
Month 4 Project Team Meeting to Review Final Draft
Complete Final Plan
City Council Meeting for Review and Consideration of Adoption
ENGAGEMENT ACTIVITIES GUIDE
Public Engagement Activity
Online Eng.e, x
MSA PROFESSIONAL SERVICES,INC.(MSA)—GENERAL TERMS AND CONDITIONS OF SERVICES
1. The quoted fees and scope of services constitute the best party's discretion, on not less than thirty (30) days' advance
estimate of the fees and tasks required to perform the services written notice. The effective date of the termination is the
as defined. This agreement upon execution by both parties thirtieth day after the non-terminating party's receipt of the
hereto, can be amended only by written instrument signed by notice of termination. If MSA terminates the Agreement, the
both parties. For those projects involving conceptual or process OWNER may,at its option,extend the terms of this Agreement
development service, activities often cannot be fully defined to the extent necessary for MSA to complete any services that
during initial planning. As the project progresses, facts were ordered prior to the effective date of termination. If
uncovered may reveal a change in direction which may alter the OWNER terminates this Agreement,OWNER shall pay MSA for
scope. MSA will promptly inform the OWNER in writing of such all services performed prior to MSA's receipt of the notice of
situations so that changes in this agreement can be made as termination and for all work performed and/or expenses incurred
required. by MSA in terminating Services begun after MSA's receipt of the
2. MSA will bill the OWNER monthly with net payment termination notice. Termination hereunder shall operate to
due upon receipt. Past due balances shall be subject to an discharge only those obligations which are executory by either
interest charge at a rate of 12%per year from said thirtieth day. party on and after the effective date of termination. These
In addition, MSA may, after giving seven days written notice, General Terms and Conditions shall survive the completion of
suspend service under any agreement until the OWNER has the services performed hereunder or the Termination of this
paid in full all amounts due for services rendered and expenses Agreement for any cause.
incurred,including the interest charge on past due invoices. This agreement cannot be changed or terminated orally.
3. Costs and schedule commitments shall be subject to No waiver of compliance with any provision or condition hereof
change for delays caused by the OWNER's failure to provide should be effective unless agreed in writing and duly executed
specified facilities or information or for delays caused by by the parties hereto.
unpredictable occurrences including, without limitation, fires, 8. The OWNER agrees to clarify and define project
floods, riots, strikes, unavailability of labor or materials,delays requirements and to provide such legal, accounting and
or defaults, by suppliers of materials or services, process insurance counseling services as may be required for the
shutdowns, acts of God or the public enemy, or acts of project.
regulations of any governmental agency. Temporary delays of 9. MSA will maintain insurance coverage for: Worker's
services caused by any of the above which result in additional Compensation, General Liability, and Professional Liability.
costs beyond those outlined may require renegotiation of this MSA will provide information as to specific limits upon written
agreement. request. If the OWNER requires coverages or limits in addition
4. MSA intends to serve as the OWNER's professional to those in effect as of the date of the agreement,premiums for
representative for those services as defined in this agreement, additional insurance shall be paid by the OWNER. The liability
and to provide advice and consultation to the OWNER as a of MSA to the OWNER for any indemnity commitments, or for
professional. Any opinions of probable project costs, reviews any damages arising in any way out of performance of this
and observations, and other decisions made by MSA for the contract is limited to such insurance coverages and amount
OWNER are rendered on the basis of experience and which MSA has in effect.
qualifications and represents the professional judgment of MSA. 10. Reuse of any documents and/or services pertaining
However, MSA cannot and does not guarantee that proposals, to this project by the OWNER or extensions of this project or on
bid or actual project or construction costs will not vary from the any other project shall be at the OWNER's sole risk. The
opinion of probable cost prepared by it. OWNER agrees to defend, indemnify, and hold harmless MSA
5. This agreement shall not be construed as giving for all claims,damages,and expenses including attorneys'fees
MSA, the responsibility or authority to direct or supervise and costs arising out of such reuse of the documents and/or
construction means, methods, techniques, sequence, or services by the OWNER or by others acting through the
procedures of construction selected by the contractors or OWNER.
subcontractors or the safety precautions and programs incident 11. To the fullest extent permitted by law, MSA shall
to the work of the contractors or subcontractors. indemnify and hold harmless,OWNER,and OWNER's officers,
6. In conducting the services, MSA will apply present directors, members, partners, agents, consultants, and
professional,engineering and/or scientific judgment,and use a employees (hereinafter "OWNER") from reasonable claims,
level of effort consistent with current professional standards in costs, losses, and damages arising out of or relating to the
the same or similar locality under similar circumstances in PROJECT,provided that any such claim,cost,loss,or damage
performing the Services. The OWNER acknowledges that is attributable to bodily injury,sickness,disease,or death,or to
"current professional standards" shall mean the standard for injury to or destruction of tangible property(other than the Work
professional services, measured as of the time those services itself) including the loss of use resulting therefrom but only to
are rendered,and not according to later standards,if such later the extent caused by any negligent act or omission of MSA or
standards purport to impose a higher degree of care upon MSA. MSA's officers, directors, members, partners, agents,
MSA does not make any warranty or guarantee,expressed employees, or Consultants (hereinafter "MSA"). In no event
or implied, nor have any agreement or contract for services shall this indemnity agreement apply to claims between the
subject to the provisions of any uniform commercial code. OWNER and MSA. This indemnity agreement applies solely to
Similarly, MSA will not accept those terms and conditions claims of third parties. Furthermore, in no event shall this
offered by the OWNER in its purchase order, requisition, or indemnity agreement apply to claims that MSA is responsible
notice of authorization to proceed,except as set forth herein or for attorneys'fees. This agreement does not give rise to any
expressly agreed to in writing. Written acknowledgement of duty on the part of MSA to defend the OWNER on any claim
receipt, or the actual performance of services subsequent to arising under this agreement.
receipt of such purchase order, requisition, or notice of To the fullest extent permitted by law, OWNER shall
authorization to proceed is specifically deemed not to constitute indemnify and hold harmless, MSA, and MSA's officers,
acceptance of any terms or conditions contrary to those set forth directors, members, partners, agents, consultants, and
herein. employees (hereinafter"MSA")from reasonable claims, costs,
7. This Agreement shall commence upon execution and losses,and damages arising out of or relating to the PROJECT,
shall remain in effect until terminated by either party, at such provided that any such claim,cost,loss,or damage is
attributable to bodily injury, sickness, disease, or death, or to for mediation shall be filed in writing with the other party to this
injury to or destruction of tangible property(other than the Work Agreement. A demand for mediation shall be made within a
itself) including the loss of use resulting therefrom but only to reasonable time after the claim, dispute or other matter in
the extent caused by any negligent act or omission of the question has arisen. In no event shall the demand for mediation
OWNER or the OWNER's officers, directors, members, be made after the date when institution of legal or equitable
partners, agents, employees, or Consultants (hereinafter proceedings based on such claim, dispute or other matter in
"OWNER"). In no event shall this indemnity agreement apply to question would be barred by the applicable statute of limitations.
claims between MSA and the OWNER. This indemnity Neither demand for mediation nor any term of this Dispute
agreement applies solely to claims of third parties. Furthermore, Resolution clause shall prevent the filing of a legal action where
in no event shall this indemnity agreement apply to claims that failing to do so may bar the action because of the applicable
the OWNER is responsible for attomeys'fees. This agreement statute of limitations. If despite the good faith efforts of OWNER
does not give rise to any duty on the part of the OWNER to and MSA any controversy,claim,counterclaim,dispute,or other
defend MSA on any claim arising under this agreement. matter is not resolved through negotiation or mediation,
To the fullest extent permitted by law, MSA's total liability OWNER and MSA agree and consent that such matter may be
to OWNER and anyone claiming by,through,or under OWNER resolved through legal action in any state or federal court having
for any cost, loss or damages caused in part or by the jurisdiction.
negligence of MSA and in part by the negligence of OWNER or 13. This agreement shall be construed and interpreted in
any other negligent entity or individual, shall not exceed the accordance with the laws of the State of Wisconsin.
percentage share that MSA's negligence bears to the total 14. OWNER hereby irrevocably submits to the jurisdiction
negligence of OWNER, MSA, and all other negligent entities of the state courts of the State of Wisconsin for the purpose of
and individuals. any suit,action or other proceeding arising out of or based upon
12. OWNER and MSA desire to resolve any disputes or this Agreement. OWNER further consents that the venue for
areas of disagreement involving the subject matter of this any legal proceedings related to this Agreement shall be, at
Agreement by a mechanism that facilitates resolution of MSA's option,Sauk County,Wisconsin,or any county in which
disputes by negotiation rather than by litigation. OWNER and MSA has an office.
MSA also acknowledge that issues and problems may arise 15. This agreement contains the entire understanding
after execution of this Agreement which were not anticipated or between the parties on the subject matter hereof and no
are not resolved by specific provisions in this Agreement. representations. Inducements, promises or agreements not
Accordingly, both OWNER and MSA will endeavor to settle all embodied herein (unless agreed in writing duly executed)shall
controversies, claims, counterclaims, disputes, and other be of any force or effect, and this agreement supersedes any
matters in accordance with the Construction Industry Mediation other prior understanding entered into between the parties on
Rules of the American Arbitration Association currently in effect, the subject matter hereto.
unless OWNER and MSA mutually agree otherwise. Demand