HomeMy WebLinkAboutContracts & Agreements_51-2000_CCv0001.pdf AGREEMENT TO FURNISH CONSULTING SERVICES
FOR ADMINISTRATION OF TROLLEY SYSTEM CMAQ GRANT
This Agreement is made and entered into this 7th day of March, 2000, by and between the City of
Redlands, a municipal corporation ("City") and Iry Upton, ("Consultant").
In consideration of the mutual promises contained herein, City and Consultant agree as follows:
ARTICLE I - ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant,and Consultant hereby accepts the engagement,to perform
consulting and administration services in connection with City's implementation of its
Trolley System and its Congestion Management Air Quality Grant("Services").
1.2 The Services shall be performed by Consultant in a professional manner, and Consultant
represents that he has the skill and the professional expertise necessary to provide high
t.,
quality Services for the Project at the level of competency presently maintained by other
practicing professional consultants in the industry providing similar types of services.
ARTICLE.2 - SERVICES OF CONSULTANT
2.1 The specific Services which Consultant shall perform are more particularly described in
Attachment"A,"which is attached hereto and incorporated herein by this reference.
ARTICLE 3 - RESPONSIBILITIES OF CITY
3.1 City will make available to Consultant all information in its possession that is pertinent to
the performance of Consultant's Services.
3.2 City will provide access to and make provisions for Consultant to enter upon City-owned
property as required by Consultant to perform the Services.
ARTICLE.4 - TERM OF AGREEMENT
4.1 Consultant shall perforin the Services in a diligent manner and for a period of one (1) year
from the date of City's approval of this Agreement.
ARTICLE 5 - PAYMENT TO CONSULTANT
5.1 City shall pay Consultant on a time and materials basis at the monthly rate of$415.00.
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5.2 Consultant shall bill City within ten days following the close of each month by submitting
an invoice indicating the Services performed, including backup documentation. Payments
by City to Consultant shall be made within 30 days after receipt and approval of Consultant's
invoice,by warrant payable to Consultant.
53 All contractual notices, bills and payments shall be made in writing and may be given by
personal delivery or by mail. Notices,bills and payments sent by mail shall be addressed as
follows:
C11Y Consultant
City Clerk In,Upton
35 Cajon Street 420 W. Redlands Blvd.
PO Box3005 Redlands, CA 92373
Redlands, CA 92373
When so addressed, such notices shall be deemed given upon deposit in the United States
Mail. In all other instances, notices,bill and payments shall be deemed given at the time of
actual delivery. Changes may be made in the names and addresses of the person to whom
notices,bills, and payments are to be given by giving notice pursuant to this paragraph.
ARTICLE 6 - INSURANCE AND INDEMNIFICATION
6.1 Consultant shall maintain worker's compensation insurance and, in addition, shall maintain
insurance to protect City from claims for damage due to bodily injury,personal injury and
death, and claims for injury to or destruction of tangible property while performing the
Services required by this Agreement. The public liability and property damage insurance
shall be in a minimum combined single limit of $1,000,000, and in the aggregate.
Consultant shall provide automobile liability, and, in addition, shall maintain insurance to
protect City from claims for damage due to bodily injury, personal injury and death, and
claims for injury to or destruction of tangible property while performing the Services
required by this Agreement. The public liability and property damage insurance shall be in
a minimum combined single limit of$2,000,000,and in the aggregate. Automobile liability
shall be in a minimum$500,000 blanket,and$50,000 per occurrence,to be obtained within
30 days. City shall be named as an additional insured under all policies for public liability,
property damage and comprehensive automobile liability, and such insurance shall be
primary with respect to City and non-contributing to any insurance or self-insurance
maintained by the City. Consultant shall provide City with certificates of insurance
evidencing such insurance coverage prior to commencing the Services.
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6.2 Consultant shall indemnify,hold harmless and defend City and its elected officials,officers,
agents and employees from and against all claims, loss, damage, charges or expense, to
which he or any of them may be put or subjected to the extent that they arise out of or result
from any willful or negligent act or actions, omission or failure to act on the part of the
Consultant,his contractors, his suppliers, anyone directly or indirectly employed by any of
them or anyone for whose acts or omissions any of them maybe liable in the performance of
the Services required by this Agreement.
ARTICLE.-7 - GENERAL CONSIDERATIONS
7.1 In the event any action is commenced to enforce or interpret any of the terms or conditions
of this Agreement the prevailing party shall, in addition to any costs and other relief, be
entitled to the recovery of its reasonable attorneys' fees.
7.2 Consultant shall not assign any of the Services required by this Agreement, except with the
prior written approval of City and in strict compliance with the terms and conditions of this
Agreement.
7.3 All documents, records, drawings, designs, costs estimates, electronic data files, databases
and other Project documents developed by Consultant pursuant to this Agreement shall
become the property of City and shall be delivered to City upon completion of the Services
or upon the request of City. Any reuse of such documents for other projects and any use
of incomplete documents will be at City's sole risk.
7.4 Consultant is for all purposes an independent contractor. All personnel employed by
Consultant are for his account only, and in no event shall Consultant or any personnel
retained by him be deemed to have been employed by City or engaged by City for the
account of or on behalf of City.
7.5 Nothing in this Agreement shall give Consultant authority with respect to any City decision
beyond the consulting services as outlined herein and specifically as set forth in Exhibit "A."
7.6 Consultant shall supply all tools and equipment required to perform the consulting services
in this Agreement.
7.7 Unless earlier terminated, as provided for below, this Agreement shall terminate upon
completion and acceptance by City of the Services.
7.8 This Agreement may be terminated by either party,without cause,by providing fifteen(15)
days prior written notice to the other(delivered by certified mail, return receipt requested)
of intent to terminate.
7.9 Upon receipt of a termination notice, Consultant shall (1)promptly discontinue all Services
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and(2)deliver or otherwise make available to City,copies(in both hard copy and electronic
form, where applicable), of any data, specifications, reports, summaries and such other
information and materials as may have been accumulated or generated by Consultant in
performing the Services.
7.10 Consultant shall maintain books and accounts of all Project related payroll costs and all
expenses. Such books shall be available at all reasonable times for examination by City at
the office of Consultant.
7.11 This Agreement,including the attachments incorporated herein by reference, represents the
entire agreement and understanding between the parties and any prior negotiations,proposals
or oral agreements are superseded by this Agreement. Any amendment to this Agreement
shall be in writing,approved by the City Council of City and signed by City and Consultant.
7.12 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
IN WITNESS WHEREOF,duly authorized representatives of the City and Consultant have
signed in confirmation of this Agreement.
City of Redlands Iry Upton
("City") ("Consultant")
By:
By: /A
PAT GILBREATH IRV UPTOf;
Mayor
ATTEST:
Deputy puty City Clerk, City of Redlan
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"SERVICES"
EXHIBIT "A"
I Advise,be responsive to and take direction from Councilmember George, in behalf of the
City Council, for all project reporting requirements on both the Federal Transportation Act
monies and the CMAQ grant monies in a timely fashion.
2. Act as liaison, through Councilmember George, in behalf of the City Council, with the
Redlands Trolley Consortium.
3. Solicit additional members for, and additional funding commitments from, the Redlands
Trolley Consortium.
4. Coordinate with Omnitrans for the preparation and distribution of all necessary reports and
schedules in connection with Omnitrans' role as "grantee" for the Redlands Trolley grant
from the Federal Transportation Commission.
5. Coordinate with Omnitrans on any necessary subcontracting issues for the operation of the
trolley system.
6. Coordinate with Councilmember George, in behalf of the City Council, for the interface
with City of Redlands' staff on all matters relating to the implementation and reporting
requirements for these projects. Councilmember George will coordinate all staff work
through the City Manager's Office. Mr. Upton will not interface directly with City Staff
until clearance through the City Manager's Office,through Councilmember George,has been
received.
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