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HomeMy WebLinkAbout000993 Original Contract City of Port Angeles Record # 000993 PROFESSIONAL SERVICES CONTRACT This Contract is entered into between the City of Port Angeles,a municipal corporation of the State of Washington(hereinafter referred to as"City"),and ACE PS,Inc,(hereinafter referred to as "Contractor"). In consideration of the covenants and promises set forth herein, the parties hereto agree as follows: 1. Scope of Services. Contractor hereby agrees to perform appraisal technical services for the City. Contractor will review and update the 2014 valuation of the Reid property located between Tumwater and A Streets and Laurdisen Boulvard in Port Angeles, Washington. The valuation method will be the sales comparison approach. The results will be report in an appraisal report format utilizing a summary narrative presentation of the facts and analysis in accordance with the Uniform Standards for Professional Appraisal Practice (USPAP) dated January 1, 2014 The services will take approximately sixty day from notice to proceed until the final report is delivered. Contractor will deliver three signed copies of the report together with a PDF document. Additional copies will be available upon request. 2. Duration of Contract. The term of this Contract shall begin as of the date of the last signature affixed below and shall, unless terminated as provided elsewhere in this Contract, terminate when the services described in Exhibit A are completed. 3. Contract Representatives. Each party to the Contract shall have a Contract Representative.Each party may change its representative upon providing written notice to the other party. The parties' representatives are as follows: City: Contractor: Craig Fulton, Director Public Works a Rick D Wells, President P.O. Box 1150, 321 East Fifth Street P.O. Box 3241 Port Angeles, WA 98362-0217 Silverdale, WA 98383 Phone: (360) 417-4800 Phone: (360) 692-5081 Fax: (360) 417-4542 Email: acepsinc @yahoo.com Email: cfulton @cityofpa.us 4. Compensation & Payment. A. Compensation. As full and complete compensation for work performed per this Contract, City shall pay$2500. - 1 - i B. Payment. Contractor shall submit an invoice to the City upon completion of the work described in Exhibit A. The City shall review Contractor's invoice for payment within 20 days of receipt, and payment shall be made by the City to Contractor within 30 days after approval by City. 5. Relationship of Parties. Contractor shall act as an independent contractor and not as an employee, agent,or officer of the City. The Contractor shall not be authorized to bind the City to any position,contract,or agreement. Contractor shall assume full responsibility of all federal,state,and local taxes and contributions imposed or required,including,but not limited to, unemployment insurance, Social Security, and income tax withholding and shall not be entitled to the benefits provided by the City to its employees. 6. Assignment. The Contractor shall not assign or delegate any of the work covered by this Contract without the express written consent of the City. 7. Ownership of Items Produced. All writings,programs,data,public records or other materials prepared by the Contractor in connection with the performance of this Agreement shall be the sole and absolute property of the City and constitute"work made for hire"as that phrase is used in federal and/or state intellectual property laws. 8. Termination. A. Tennination for Default: The City may terminate this Contract after breach of any provision herein by the Contractor upon thirty(30)days written notice to the Contractor.The written notice shall be sent to the address of the Contractor's representative set forth above and shall specify the specific provision(s) breached. In the event the Contractor cures the provision(s) breached within thirty (30) days to the sole satisfaction of the City, the tennination notice shall be of no force and effect. The Contractor may terminate this Contractor for breach of any provision herein by the City upon thirty(30)days written notice to the City. The written notice shall be sent to the address of the City representative set forth above and shall specify the specific provision(s)breached. In the event the City cures the provision(s) breached within thirty (30) days to the sole satisfaction of the Contractor, the termination notice shall be of no force and effect. In the event of termination by either party, the Contractor agrees to immediately turn over to City, at its request, all records of any kind or nature which Contractor has kept in providing services under the tenns of this Contract. B. Termination for Public Convenience: The City may terminate the Contract in whole or in part whenever the City determines that,in its sole discretion, such tennination is in the interests of the City. Whenever the Contract is terminated in accordance with this paragraph, the Contractor shall be entitled to payment for actual work performed. An equitable - 2 - adjustment in the Contract price for partially completed items of work will be made,but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this Contract by the City at any time during the teen, whether for default or convenience, shall not constitute a breach of Contract by the City. 9. Hold Harmless and Indemnification. The Contractor shall defend,indemnify and hold hannless the City,and its respective officers, officials, employees, deputies, and agents from and against any and all claims, actions, suits, liability, loss, expenses, damages and judgments of any nature whatsoever, including costs and attorneys fees in the defense thereof,for injury, sickness,disability or death to persons or damage to property or business, caused by or arising out of Contractor's and its respective employees, agents, volunteers, and/or subcontractors, acts, errors or omissions in providing services under the terms of the Contract. 10. Insurance. The Contractor shall procure and maintain for the duration of the Contract,insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor,its agents,representatives,or employees. No Limitation. Contractor's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office(ISO)form CA 00 01 or a substitute fonn providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of$350,000 per occurrence. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability insurance: 1. The Contractor's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance,or insurance pool coverage maintained by the City shall - 3 - be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party,except after thirty(3 0)days prior written notice by certified mail, return receipt requested, has been given to the City. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. Contractor shall identify the City as an additional insured under the policy to the City. 11. Modification. No modification or amendment of this Contract shall be valid until the same is reduced to writing and executed with the same formalities as the present Contract. 12. Headings. The section headings of this Contract have been inserted solely for the purpose of convenience and ready reference. In no way do they purport to, nor shall they be deemed to, define, limit, or extent the scope or intent of the sections to which they apply. 13. Time is of the Essence: Time is of the essence in the performance of this contract. 14. Notices. All notices called for or provided in this Contract shall be in writing and must be served on any of the parties either personally or by certified mail, return receipt requested, sent to the Parties at their respective addressed hereinabove given. Notices by certified snail shall be deemed served when deposited in the United States mail, postage prepaid. 15. Waiver. No officer,employee,agent or otherwise of the City has the power,right,or authority to waive any of the conditions or provisions of this Contract. No waiver of any breach of this Contract shall be held to be a waiver of any other or subsequent breach. All remedies afforded to in this Contract or at law shall be taken and construed as cumulative,that is,in addition to every other remedy provided herein or by law. Failure of the City to enforce at any time any of the provisions of this Contract or to require at any time performance of any provision of the Contract herein shall in no way be construed to be a waiver of such provision, or in any way affect the validity of this Contract or any part thereof,or the right of the City to hereinafter enforce each and every such provision. 16. Jurisdiction and Venue. This Contract shall be construed and interpreted in accordance with the laws of the State of Washington. It is agreed that Clallam County, - 4 - Washington, shall be the venue should any legal action be pursued to enforce or interpret the terms of this Contract. 17. Entire Agreement. The Parties agree that this Contract is the complete expression of its terms and conditions. Any oral representations or understandings not incorporated in this Contract are specifically excluded. IN WITNESS WHEREOF, the parties hereto have executed this Contract the date and year indicated below. CITY OF PORT ANGELES CONTRAC By Dan McKeen, City Manager is . W s, resident Date:_ i Date: ATTEST: enni �r Veneklasen, City Clerk APPR�VED AS TO FORM William E. Bloor, City Attorney H:\a AGREEMENTS&CONTRACTS\2015 Agnnts&Contr acts\Wells.Appraisal.PSC.10192015.doc - 5 - II I