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HomeMy WebLinkAboutDavid Stockdale - PSA Rivershore Land Conveyance Feasibility StudyPERSONAL SERVICES AGREEMENT RIVERSHORE LAND RECONVEYANCE FEASIBILITY STUDY THIS AGREEMENT is made and entered into this a day of August 2018, between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as "City", and David Stockdale, hereinafter referred to as "Contractor." RECITALS WHEREAS, the City desires to have certain services and/or tasks performed as set forth below requiring specialized skills, training, and other supportive capabilities; and WHEREAS, the Contractor represents he it is qualified and possesses sufficient skills, experience, and necessary capabilities, including: technical and professional expertise, when required, to perform the services and/or tasks as set forth in this Agreement upon which the City is relying. NOW, THEREFORE, in consideration of the mutual covenants, and performances contained herein, the parties agree as follows: Scone of Services. The Contractor is hereby engaged by the City to render the services associated with research, data gathering and analysis and report/recommendations preparation to assist the City in making decisions regarding a proposal for Congressional legislation to re -convey portions of the Columbia River shoreline controlled by the U. S. Army Corps of Engineers (USACE) to the local municipalities or other persons. The City and Contractor shall mutually agree upon the work schedule, tasks and other assignments which shall fall within the contractor's scope of work. 2. Compensation and Payment. 2.1 Payment for services provided hereunder shall be made following the performance of such services. The City shall pay the Contractor S 50.00 per hour and such payment shall be full compensation for work performed or services rendered. 2.2 No payment shall be made for any services rendered by the Contractor except for services identified and set forth in this Agreement except as may be authorized by a written supplemental agreement approved by the City. 2.3 The City shall pay the Contractor for work performed under this Agreement upon timely submitted invoices listing the dates/hours of work performed and expenses, if any, for which reimbursement is sought. The City shall approve all invoices before payment is issued. Payment shall occur within thirty (30) days of receipt and approval of an invoice. Personal Services Agreement- USACE Rivershore Re -conveyance Study Services" Page 1 3. Ownership and Use of Documents. 3.1 All research, information, drawings and documents made, collected, or prepared by the Contractor for performing the services subject to this Agreement, as well as any final product, collectively referred to as "work product," shall be deemed as the exclusive property of the City, including copyright as secured thereon. 3.2 In the event of Contractor's default, or in the event that this Agreement is terminated, the work product of the Contractor shall become the property of the City, and tender of the work product shall be a prerequisite to final payment under this Agreement. 4. Independent Contractor Relationship. 4.1 The parties intend that an independent contractor relationship is created by this Agreement. The City is interested primarily in the results to be achieved; subject to the scope of services and the specific requirements of this Agreement. Contractor shall not be deemed to be an employee, agent, or officer of the City for any purpose, and Contractor shall not be entitled to any of the benefits or privileges the City provides for its employees except as specifically stated herein. 4.2 In the performance of the services provided in this Agreement, Contractor is an independent contractor with full authority to control and direct the performance of the details of the work, however, the results of the work contemplated herein must meet the approval of the City and shall be subject to the City's general rights of inspection and review to secure the satisfactory completion thereof. 4.3 The Contractor shall comply with all applicable State and Federal laws in performing the services contemplated herein. 5. Assianment and Subcontractine. The City has awarded this Agreement to the Contractor due to his unique qualifications to perform these services. The Contractor shall not assign or subcontract his performance under this Agreement or any portions of this Agreement without the prior written consent of the City, which consent must be sought at least thirty (30) days prior to the date of any proposed assignment. 6. Termination. 6.1 Termination for Convenience. Either party may terminate this Agreement for any reason upon giving the other party no less than thirty (30) business days written notice in advance of the effective date of such termination. 6.2 Termination for Cause. If the Contractor fails to perforin in the manner called for in this Agreement, or if the Contractor fails to comply with any other provisions of this Agreement and fails to correct such noncompliance within five (5) Personal Services Agreement- USACE Rivershore Re -conveyance Study Services" Page 2 business days of written notice thereof, the City may terminate this Agreement for cause. Termination shall be effected by serving a notice of termination on the Contractor setting forth the manner in which the Contractor is in default. The Contractor will only be paid for services and expenses complying with the terms of this Agreement, incurred prior to termination. 7. Dispute Resolution. 7.1 This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington; and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Washington. 7.2 In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the parties shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin County, Washington. The substantially prevailing party shall be entitled to its reasonable attorney fees and costs as additional award and judgment against the other. 8. Nonwaiver. Waiver by the City of any provision of this Agreement, or any time limitation provided for in this Agreement, shall not constitute a waiver of any other similar event or other provision of this Agreement. 9. Integration. This Agreement between the parties consists in its entirety of this document. Any modification of this Agreement or change order affecting this Agreement shall be in writing and signed by both parties. 10. Authorization. By signature below, each party warrants that they are authorized and empowered to execute this Agreement binding the City and the Contractor respectively. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. CITY OF PASCO, WASHINGTON CONTRACTOR w_ ,`Mnl — Dave Stockdale Personal Services Agreement- USACE Rivershore Re -conveyance Study Services" Page 3