HomeMy WebLinkAboutContracts & Agreements_21-1971AGREEMENT
THIS AGREEMENT is made and entered into this 18th day
of August , 1971, by and between the CITY OF REDLANDS,
CALIFORNIA, a municipal corporation of the State of California,
hereinafter referred to as CITY, and E.S.M. ASSOCIATES of Encino,
California, a California corporation, hereinafter referred to as
CONTRACTOR:
WITNESSETH:
WHEREAS, The City is anticipating receiving bid proposals
from applicants for the award of a Community Antenna Television
franchise for the City of Redlands; and
WHEREAS, City, in evaluating said proposals, needs the
assistance of expert engineering consulting services to analyze
the extent, adequacy of the proposed equipment and the feasibility
of the services proposed by each bidder, said assistance to enable
the City to award the bid to the applicant who, in the opinion of
the City Council, is best qualified to render proper and efficient
service to the City of Redlands; and
WHEREAS, Contractor is qualified and desirous of furnish-
ing said engineering consulting services and assistance and has
available adequate personnel who are well qualified by reason of
education and experience to perform the necessary engineering con-
sulting services and assistance required for the project;
NOWT THEREFORE, in consideration of mutual agreements
and covenants hereinafter contained and subject to terms and
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conditions hereafter stated, it is hereby mutually understood and
agreed by the parties hereto as follows:
1. EMPLOYMENT. City hereby employs Contractor as an
independent Contractor to furnish the engineering consulting
services and assistance encompassed by this agreement upon the
terms and conditions set forth below, and Contractor hereby accepts
such employment subject to the terms and conditions set forth below.
2. CONTRACTOR'S OBLIGATIONS.
A. Scope of Work:
Consulting services as required to perform
the following tasks:
(1) Assist the city in preparation of bid or
application specifications, terms and
conditions (those deemed necessary and
not specified in Ordinance No. 1445).
(2) Evaluate franchise applications, providing
a formal written report of the evaluation
methods, conclusions and recommendations.
The factors used in the evaluation, and the
relative importance assigned to each, will
be submitted for city approval prior to
performing the evaluation.
(3) For those applicants whom the city designates:
(a) Conduct an on -site visit to at least
one operating CATV system.
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(b) Interview at least 6 subscribers to
each system visited to obtain
opinions on quality of service.
(4) Review evaluation and recommendations with
cognizant city officials, both in private
sessions and at public hearings, as re-
quested.
B. Contractor agrees to furnish by Nov. 24, 1971,
a minimum of ten copies of a written report of
his findings and recommendation as outlined above
in Section 2 A (1) through (4) .
C. Contractor agrees that he will be available for
advice and consultation upon the request of the
Redlands City Council, until the Council awards
a CATV franchise.
3. CONSULTANT FEES. (See paragraph 2, above, for "Tasks")
Since task (3) above may not be requested for all
applicants, the fees for this task are stated separately.
Fees include all consultant expenses except that if
out--of-state systems are designated to be visited,
travel and per diem expenses will be added at cost.
Tasks (1) , (2) and (4) inclusive:
(a) $500 per franchise application, if six or
more applications are to be evaluated.
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(b) $600 per application, for four or five
applications
(c) $700 per application, for three or fewer
applications
Task ( 3) :
$500 for each applicant
NOTE: In no event will the cost to the city exceed
$1,000 per applicant for all four tasks. If
less than six applications are received, the
total fee for tasks (1) through (4) is
limited to a maximum ceiling of $1,000 per
applicant.
Contractor shall submit to City an itemized statement
of fees for services, costs and expenses pursuant to
this agreement, after Council has received and
approved Contractor's report, said fees and services
to be payable within City's routine cycle of pro-
cessing commercial claims.
4. COMPLETION DATE.
All tasks will be completed and reports submitted
no later than six weeks after receipt of the appli-
cations by ESM ASSOCIATES.
5. TERMINATION.
Notwithstanding the above, City reserves the right
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to terminate this agreement at any time prior
to the completion of services to be furnished by
Contractor by giving a written notice of termi-
nation to Contractor, in which event the City shall
only pay Contractor for work done by Contractor
prior to receipt of such a notice of termination.
6. PAYMENTS TO CONTRACTOR.
Notwithstanding the above, Contractor shall not
be entitled to payment for the above described
services until all work and services performed by
him pursuant to this agreement for which he has
sent an itemized statement for fees have been autho-
rized and approved by the City Council..
7. HOLD HARMLESS.
Contractor's relationship to City is that of an
independent contractor. Between the parties hereto
Contractor is solely liable to its employees, agents
and independent contractors and third parties for
all loss, cost, damage, or injury caused by an act
or omission of Contractor, its employees, agents,
and independent contractors relating to the work
performed or to be performed by Contractor hereunder
and Contractor shall hold and save the City harmless
in connection therewith.
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8. COOPERATION WITH CITY OFFICIALS.
Contractor agrees that it shall cooperate and
work closely with all officials of the City, in-
cluding City Manager, in the performance of the
services pursuant to this contract.
9. EFFECTIVE DATE.
This agreement shall become effective as of the
date first above written.
IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed the day and year first above written.
ATTEST:
Cit" Perk (Peggy Moley)
I/
APPROVED FOR FROM:
City A torney (E ward F. Taylor)
CITY OF REDLANDS, a municipal
corporation of the State of
California
(J B. Cummings)
"Mayor of the City of Redlands
E.S.M. ASSOCIATES, a California
corporation
By 4�1�/
President
E.S.M. ASSOCIATES
CONTRACTOR