2004/05/05 Council Agenda Packet

"PA7 3. Time of Beginning and Completion of Performance. This Agreement shall commence as of the date of execution of this Agreement and shall be completed by December 31,2005. 4. Compensation. A. The City shall pay Brown&Caldwell only for completed Work and for services actually rendered which are described herein. Such payment shall be full compensation for Work performed or services rendered,including,but not limited to, all labor,materials, supplies, equipment and incidentals necessary to complete the Work. B. Brown &Caldwell shall be paid such amounts and in such manner as described in Exhibit B. C. Brown & Caldwell may receive payment as reimbursement for Eligible Expenses actually incurred. "Eligible Expenses" means those types and amounts of expenses either listed in Exhibit C or such expenses as are approved for reimbursement by the City in writing prior to the expense being incurred. If Exhibit C is either blank or not attached, expenses may not be reimbursed unless prior written approval was obtained from the City. An expense shall not be reimbursed if: (1) the expense is not identified in Exhibit C; (2)the expense exceeds the per item or cumulative limits for such expense if it is identified in Exhibit C; or (3) the expense was not approved in writing by an authorized City representative prior to Brown&Caldwell incurring the expense. If, and to the extent,overnight lodging in western Washington is authorized,Brown& Caldwell is strongly encouraged to lodge within the corporate limits of City. When authorized, Brown & Caldwell will be reimbursed 100% of lodging expense, if lodged within the corporate limits of the City, but Brown & Caldwell will be reimbursed 50% of lodging expense when lodged outside the corporate limits of the City. If authorized, the City may (at its sole option) obtain or arrange air travel for Brown &Caldwell. D. Total compensation, including all services and expenses, shall not exceed a maximum of Three Hundred Forty Eight Thousand and One Hundred Sixty Seven Dollars ($348,167). E. If Brown &Caldwell fails or refuses to correct its work when so directed by the City,the City may withhold from any payment otherwise due an amount that the City in good faith believes is equal to the cost to the City of correcting, re-procuring, or remedying any damage caused by Brown &Caldwell's conduct. F. As long as Brown & Caldwell has not defaulted under this Agreement, City shall pay Brown & Caldwell within 30 days of the date of Brown & Caldwell's invoices for services performed and reimbursable expenses incurred under this Agreement. If City has reason to question or contest any portion of any such invoice, amounts questioned or contested shall be identified and notice given to Brown & Caldwell, within 15 days of the date of the invoice. Any portion of any invoice not contested shall be paid to Brown & Caldwell within 30 days of the date of the invoice, but such payment does not waive or release any claim the City may have. 33