HomeMy WebLinkAboutCallaway Stormwater Project - Water/Wetland Consulting Services Proposa 11-056 PROFESSIONAL SERVICES AGREEMENT
PROJECT NAME: Calaway Slomtwaler Pmiecl - Water:Wetland C•ruiunc $ c ctt PROPOSAL NO: Rer)wirlg.Emposal 11-058
LOCATION: Jcffcrsonvile�gark County. Irdlana CLIENT: Cry ofJeffersonville
1.0 SCOPE OF WORK. Redwing Ecological Services, Inc.. through and by its offers. employees and subcontractors (hereinahe•
REDWING). n an Independent cons: AGnl and agrees to provide CLIENT. for its solo benefit and exclusive use. professional consulting
Services set forth in our proposal. No third party benefidades are Intended by this Agreement.
2.0 STANDARD OF CARE. REDWING will perform Is Services using that degree of skill and care crdinarty exerdsed by reputable members of
W profession prectiong in the same or similar locality at the tme a Service. No other warranty, express or implied. is made or Intended by our
proposal or byoworal or written reports.
3.0 CLIENT'S RESPONSIBIUTIES. CLIENT will provide REDWING with an aaasale description of Ft Site whom the Services are to be
performed and WI furnish REDWING vAth all available information (Including the physics' characteristics. legal limitations and utility
limnations) at the Site. CLIENT »111 provide for or arrange for a right of enby to REDWING, is agents, staff, or subcontractors. for the purpose 01
performing and with the right to perform all acts, swdm, and research Including, wiUqut Imitation, the m*Ing of tees and evaluations, pursuant
to the agreed Servces. Subject to amA cable law. CLIENT Mil provide REDWING. Its employees and subcontractors. reasonable access to
the Site.
4.0 INSURANCE REQUIREMENTS. REDWING will maintain reasonable Insurance coverages la general lability, auto, worker's compensation.
and professional Lability (ESO). Certificates oil be provided upon request
5.0 PROFESSIONAL. LIABILITY. For additional consideration of S10.00, receipt of which Is hereby adtnowledged. CLIENT agrees Nat
REDWING'S Iiabllty to CLIENT a any dud party due to any negligent professional acs. eras or omissions or treed) of convect vA11 be frMod to
an aggregate of 51,000,000or the amount of the total fee. whichever Is seater.
0.0 PAYMENT TERMS. REDWING shall submit invoices for approved Services to CLIENT upon completion of the Services. or an a two to
four•week basis for lager projects. CLIENT agrees a Day Redwing's invoces upon their receipt If payment le not received wlhin Nidy (30)
days from the invoice date, CLIENT agrees to pay merest an the past duo amain al t Devoting legal rata plus a service charge. Including
reasonable atlaneyrs fees. if collected through an attorney. If CLIENT objects to a porton of any Invoice. CLIENT shall notify REDWING
within ten (10) days from date of the invoice. give reasons For the objection. and pay that portion of the invoice not in dispute.
7.0 UNANTICIPATED CONDITIONS. Should REDWING encounter conditions at the Sits where Sorecos aro being performed oath were not
reasonably antidpated and not previously revealed to REDWING In wiling by the CLIENT. upon notice to CLIENT. REDWING at is sole
discretion may 1) continue with the Serviota to completion: 2) suspend activities and prepare a charge ads request for approval by CLIENT
poor to procoedng, or 3) terminate all SenAces after five day% «err matte to CLIENT.
8.0 DOCUMENTS. REDWING wIl furls CLIENT the agreed upon numbs cl written reports and supporting doamens. These are provided for
CLIENT's exclusive internal use and relance, use of CLIENTS counsel, use of CUENTs qualified bidders. and for regulatory sutmItal in
connection vdth the project or Sen4cos provided For in the Agreement My rouse on another project or redistribution to third parties shall be at
sole risk of CUENT. There are no third party benefloarles to Ns Agreement
9.0 CONFIDENTIAUTY. REDWING oil maintain as conadendai any documents or information provkfed by CLIENT and MI not Meese.
distribute or publish Seine to any third party without poor permission from CLIENT. unless =needed by law or order of a mutt or regulatory body
of competent)u®dction. Such release will occur city ater prior notice 10 CLIENT.
10.0 SEVERABILITY. In the event any provelon or pan retain s be deemed invalid or unenforceable. Ne other provisions or pars hereof
shall remain in to force and effect, and bnding upon the parties hereto.
11.0 SURVIVAL. M obigations arising pact to the termination of this Agreement and all provolone of the Agreement atropine respomibety co
Isblkry between CLIENT and REDWING shad suMve the completion of the Services and the termination of this Agreement.
12.0 GOVERNING LAW. This Agreement stall be governed in all respects by :he laws of the state in which the Services are perfem led
110 TERMINATION. This Agreement may be terminated by other party at will or upon a failure of the other parry 10 perform 1111 obigm:ens
hereunder an accordance wtth the lams of NS Agreement or in a good and workmaniko manna, upon giving thirty (30) days written nonce c!
such IennNation. Upon termination of this Ag*Dement, the Subcontractor shat be paid for servces provided and not pavbusly paid. but shall
have not right to perfmn lumber services under this Agreement cr to receive any compensation for services or material provided after the date of
termination.
14.0 ENTRE AGREEMENT. The Parts agree that the provisions of this Agreement shat control and govern over any form or prepmnted writing
signed by the Parties. such as Client Purmase Orders, Work Orders, etc., and that such forms may be issued by CLIENT to REDWING as a
matter of convenience to the Parties without altering any of die tents or provisions hereof. This Agreement the attached documents and those
Fcorperated herein. cenetiote the entire Agreement between the Pares and cannot be changed exoep by a written instrument signed by both
Panes. /�
AUTHORIZED: By(Prvr Name and Tide): A Y C /` a2ourn. c ITt 444.4reet
Signature: _�' /� Dater 7.11.//