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5. -375
CONSULTING SERVICES AGREEMENT
EES CONSULTING, INC.
Blllmg Address
570 Kirkland Way, SUite 200, Kirkland, Washington 98033
(425) 889-2700
This Consulting SeNlces Agreement (herein Agreement) IS made between EES Consulting, Inc , (hereinafter "EES CONSULTING") and the City of Port Angeles, Mr Scott
McClain, PO Box 1150, Port Angeles, WA98362 (hereinafter "CLIENT")
I. SCOPE, COMPENSATION AND QUALITY OF CONSULTING SERVICES
EES CONSULTING Will provide the seNlces and be compensated for these seNlces as descnbed In Exhibit A, attached hereto
EES CONSULTING shall render Its seNlces In accordance With generally accepted professional practices EES CONSULTING shall, to the best of Its knowledge and
belief, comply with applicable laws, ordinances, codes, rules, regulations, permits and other published requirements In effect on the date thiS Agreement IS Signed
II. TERMS & CONDITIONS OF CONSULTING SERVICES AGREEMENT
Timing of Work EES CONSULTING shall commence work on or about January 1, 2008
2 Relationship of Parties, No ThIrd-Party Beneficiaries EES CONSULTING IS an Independent contractor under thiS Agreement ThiS Agreement gives no nghts or
benefits to anyone not named as a party to thiS Agreement, and there are no third party beneficlanes to thiS Agreement
3 Insurance
a Insurance of EES CONSULTING EES CONSULTING Will maintain throughout the performance of thiS Agreement the follOWing types and amounts of
Insurance
Worker's Compensation and Employer's Liability Insurance as required by applicable state or federal law
ComprehenSive Vehicle Liability Insurance covenng personal Injury and property damage claims an sing from the use of motor vehicles With combined
Single limits of $1 ,000,000
III CommerCial General Liability Insurance covenng claims for personal injury and property damage With combined Single limits of $1 ,000,000
IV ProfeSSional Liability (Errors and OmiSSions, on a claims-made baSIS) Insurance With limits of $1 ,000,000
b Interpretation Notwithstanding any other provlslon(s) In thiS Agreement, nothing shall be construed or enforced so as to VOid, negate or adversely affect any
otherwise applicable Insurance held by any party to thiS Agreement
4 Mutuallndemmficatlon EES CONSULTING agrees to Indemnify and hold harmless CLIENT and Its employees from and against any and all loss, cost, damage,
or expense of any kind and nature (Including, Without limitation, court costs, expenses, and reasonable attomeys' fees) anslng out of Injury to persons or damage to
property (including, Without limitation, property of CLIENT, EES CONSULTING, and their respective employees, agents, licensees, and representatives) In any manner
caused by the negligent acts or omiSSions of EES CONSULTING In the performance of Its work pursuant to or In connection With thiS Agreement to the extent of EES
CONSULTING's proportionate negligence, If any
CLIENT agrees to Indemnify and hold harmless EES CONSULTING and Its employees from and against any and all loss, cost, damage, or expense of any kind and
nature (Including Without limitation, court costs, expenses and reasonable attomeys' fees) anslng out of Injury to person(s) or damage to property (Including, Without
limitation, property of CLIENT, EES CONSULTING, and their respective employees, agents, licensees and representatives) In any manner caused by the negligent acts or
omiSSions of CLIENT or other(s) With whom CLIENT contracts ("CLIENT's agents") to perform work pursuant to or In connection With thiS Agreement, to the extent of
CLIENT's or CLIENT's agents proportionate negligence, If any
5 Resolution of DIsputes, Attorneys' Fees The law of the State of Washington shall govem the interpretation of and the resolution of disputes under thiS
Agreement If any claim, at law or otherWIse, IS made by either party to thiS Agreement, the prevaIling party shall be entitled to Its costs and reasonable attomeys' fees
6 Termmation of Agreement Either EES CONSULTING or CLIENT may terminate thiS Agreement upon thirty (30) days wntten notice to the other sent to the
addresses listed herein
In the event CLIENT terminates thiS agreement, CLIENT speCifically agrees to pay EES CONSULTING for all seNlces rendered through the termination date
EES CONSULTING, INC
~~
CITY OF PORT ANGELES
By Gary Saleba
By ~t7l/-~
HI, ;:z 414#46Ete
Date ~ d I'!. ~
Title PreSident
Date January 14, 2008