|
CONTRACTOR
<br /> CITY OF EVERETT 11.1
<br /> PROFESSIONAL SERVICES AGREEMENT EVERETT
<br /> THIS AGREEMENT made and entered into as of September 1, 2019,by and between the CITY OF
<br /> EVERETT,a municipal corporation under the laws of the State of Washington,hereinafter referred to as
<br /> the "City," and Alliant Employee Benefits, a division of Alliant Insurance Services, Inc.,whose
<br /> address 1420 5th Avenue, Suite 1500, Seattle, WA 98101,hereinafter referred to as the"Service
<br /> Provider."
<br /> WHEREAS,the City desires to engage Service Provider to perform ongoing consulting services
<br /> regarding employee health benefits as further described in Attachment A for the City of Everett;
<br /> and
<br /> WHEREAS,Service Provider represented, and by entering into this Agreement now represents,that it is
<br /> fully qualified to perform the work to be performed hereunder in a competent and professional manner;
<br /> NOW,THEREFORE,the parties herein do mutually agree as follows:
<br /> 1. Engagement of Service Provider. In a competent and professional manner, Service Provider shall
<br /> provide the following services(hereafter referred to as"Work"): See Attachment A. Without a written
<br /> directive of an authorized representative of the City, Service Provider shall not perform any services that
<br /> are in addition to,or beyond the scope of,the Work between the City and Service Provider. If Service
<br /> Provider's proposal is attached as an exhibit,and if such proposal contains or incorporates any conditions
<br /> or terms in addition to or different from the terms of this Agreement,then Service Provider expressly
<br /> agrees that such conditions or terms are neither incorporated nor included into this Agreement between
<br /> the City and Service Provider.
<br /> 2. Intellectual Property Rights. Unless otherwise expressly agreed in writing, all intellectual property
<br /> rights in works created pursuant to this Agreement,or for the City of Everett,belong to the City of
<br /> Everett. Service Provider retains any intellectual property rights in works created by Service Provider
<br /> prior to engagement, or not for its performance of this Agreement("Prior Works").If Service Provider
<br /> uses any Prior Works in the Work delivered under this Agreement,the City agrees that Service Provider
<br /> shall retain all right,title,and interest in and to such items;provided,however,that Service Provider
<br /> grants the City a non-exclusive,non-assignable,perpetual,royalty-free license to use such items that are
<br /> embedded in the Work and are required for the City's own internal use of the Work. Service Provider
<br /> expressly represents and warrants that the Work shall be original and shall not infringe on another's
<br /> copyright,or rights in trade or service marks. Service Provider agrees to defend and indemnify City from
<br /> any and all claims and damages arising out of Service Provider's breach of this Agreement or any non-
<br /> conforming Work created hereunder.
<br /> 3. Time of Beginning and Completion of Performance. Regardless of the date this Agreement is
<br /> signed,this Agreement shall be deemed to have commenced as of September 1,2019 and shall be
<br /> completed by August 31,2022.
<br /> 4. Compensation.
<br /> A. The City shall pay Service Provider only for completed Work and for services actually rendered
<br /> which are described herein. Such payment shall be full compensation for Work performed or services
<br /> rendered,including,but not limited to, all labor,materials, supplies, equipment, and incidentals necessary
<br /> to complete the Work.
<br /> Page 1
<br /> Alliant Professional Services Agreement 2019
<br />
|