2006/07/26 Council Agenda Packet

12 OJETT CITY OF EVERETT PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into on this 2D day of June, 2006, by and between the CITY OF EVERETT, a municipal corporation under the laws of the State of Washington, hereinafter referred to as the "City," and CH2M Hill, Inc., whose address is 1100 11281 Ave NE, Suite 400, Bellevue, WA 98004, hereinafter referred to as the "CH2M Hill." WHEREAS, the City desires to engage CH2M Hill to provide on-call sewer modeling services for the City of Everett; and WHEREAS, CH2M Hill represented, and by entering into this Agreement now represents, that it is fully qualified to perform the work to be performed hereunder in a competent and professional manner to the standards normally employed by professional engineers or consultants performing the same or similar services at the time said services are performed, and shall re-perform or correct without additional compensation any services not meeting this standard; NOW, THEREFORE, the parties herein do mutually agree as follows: 1. Engagement of CH2M Hill. The City hereby agrees to engage CH2M Hill, and CH2M Hill hereby agrees, to perform the work and provide the services described in the attached "Exhibit A - Scope of Work". The Scope of Work so identified is hereafter referred to as "Work". Without a written directive of an authorized representative of the City, CH2M Hill shall not perform any services that are in addition to, or beyond the scope of, the Work. 2. Ownership of Documents. Reports, drawings, plans, specifications and any other deliverables, irrespective of the medium (such as electronic or paper copies) created in furtherance of the Work shall be and remain for all purposes the property of the City, whether the project for which they are made is executed or not, and may be used by the City for any purpose. If, and to the extent, City uses such deliverables for any purpose other than that contemplated by the parties in this Agreement, the City accepts the risk of the deliverables lack of suitability for such other use; provided, however, that the City does not waive any claim for indemnity or contribution on a resulting from negligence inhering in the deliverable for the purposes and use contemplated in this Agreement. 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, 2007. 4. Compensation. A. The City shall pay CH2M Hill 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. 35 Rev9808