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HomeMy WebLinkAbout08-1106 Teska Associates AGREEMENT THIS AGREEMENT is made and entered into this t day of 'oJ . ,2008,by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and TESKA ASSOCIATES,INC. ,an Illinois corporation with offices at 627 Grove Street,Evanston,IL 60201, (hereinafter referred to as"CONSULTANT"). WHEREAS,the CITY desires to engage the CONSULTANT to furnish certain professional services in connection with the preparation of a Neighborhood Planning Handbook as described in Attachment A(hereinafter referred to as the PROJECT); and WHEREAS,the CONSULTANT represents that he is in compliance with Illinois Statutes relating to professional registration of individuals and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW,THEREFORE,it is hereby agreed by and between the CITY and the CONSULTANT that the CITY does hereby retain the CONSULTANT for and in consideration of the mutual promises and covenants contained herein,the sufficiency of which is hereby acknowledged to perform the services relating to the PROJECT as described herein, subject to the following terms and conditions and stipulations, to-wit: 1. SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the Community Development Director or his designee,hereinafter referred to as the"DIRECTOR". B. CONSULTANT shall perform the services for the PROJECT as outlined in the document entitled " `Elgin: Revitalize" Quality-of-Life Neighborhood Planning Initiative, Scope of Services, attached hereto as Attachment A. C. The PROJECT shall be completed within twelve (12) months of undertaking this agreement. 2. PROGRESS REPORTS A. The CONSULTANT will submit to the DIRECTOR,when requested,status reports keyed to the project schedule.A brief narrative will be provided identifying progress, findings and outstanding issues. 3. WORK PRODUCTS All work products prepared by the CONSULTANT pursuant hereto including, but not limited to,reports,plans,designs,calculations,work drawings,studies,photographs,models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the DIRECTOR provided, however, that the CONSULTANT may retain copies of such work products for its records. Such work products are not intended or represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any other project, and such reuse shall be at the sole risk of the CITY without liability or legal exposure to the CONSULTANT. 4. PAYMENTS TO THE CONSULTANT A. For services provided, the CONSULTANT shall be paid a total fee not to exceed $6,000.00 regardless of the actual time expended or the actual costs incurred by the CONSULTANT unless substantial modifications to the scope of the work are authorized in writing by the DIRECTOR and approved by way of written amendment to this Agreement. B. Any Reimbursable expenses of the CONSULTANT are included within the above- referenced not-to-exceed total fee of$6,000.00. C. The CITY shall make periodic payments to the CONSULTANT based upon actual progress within 30 days after receipt and approval of invoice. Said periodic payments to the CONSULTANT shall not exceed seventy-five percent(75%)of the total fee stipulated in Paragraph 4A, and final payments shall not be made until the PROJECT is completed and accepted by the DIRECTOR. 5. INVOICES A. The CONSULTANT shall submit invoices in a format approved by the CITY. Progress reports (2A above)will be included with all payment requests. B. The CONSULTANT shall maintain records showing actual time devoted and cost incurred. The CONSULTANT shall permit the authorized representative of the CITY to inspect and audit all data and records of the CONSULTANT for work done under this Agreement. The CONSULTANT shall make these records available at reasonable times during the Agreement period,and for a year after termination of this Agreement. 6. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof,the CITY may terminate this Agreement at any time upon fifteen(15)days prior written notice to the CONSULTANT.In the event that this Agreement is so terminated, the CONSULTANT shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination, except that reimbursement shall not exceed the task amounts set forth under Paragraph 4 above. 7. TERM This Agreement shall become effective as of the date the CONSULTANT is given a notice to proceed and, unless terminated for cause or pursuant to Paragraph 6, shall be deemed concluded on the date the CITY determines that all of the CONSULTANT'S work under this Agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims which the CITY may have or thereafter acquire with respect to any term or provision of the Agreement. 8. NOTICE OF CLAIM If the CONSULTANT wishes to make a claim for additional compensation as a result of action taken by the CITY, the CONSULTANT shall give written notice of his claim within 15 days after occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the CONSULTANT'S fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the CONSULTANT. - 2 - Regardless of the decision of the DIRECTOR relative to a claim submitted by the CONSULTANT,all work required under this Agreement as determined by the DIRECTOR shall proceed without interruption. 9. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement,such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and, in addition, if either party, by reason of any default, fails within fifteen(15) days after notice thereof by the other party to comply with the conditions of the Agreement,the other party may terminate this Agreement. Notwithstanding the foregoing,or anything else to the contrary in this Agreement, with the sole exception of an action to recover the monies the CITY has agreed to pay to the CONSULTANT pursuant to paragraph 4 hereof, no action shall be commenced by the CONSULTANT against the CITY for monetary damages. 10. INDEMNIFICATION To the fullest extent permitted by law, and the limits of the CONSULTANT'S liability insurance, CONSULTANT agrees to and shall indemnify, defend and hold harmless the CITY,its officers,employees,agents,boards and commissions from and against any and all claims, suits, judgments, costs, attorneys fees, damages or other relief, including but not limited to workers compensation claims,in any way resulting from or arising out of negligent actions or omissions of the CONSULTANT in connection herewith,including negligence or omissions of employees or agents of the CONSULTANT arising out of the performance of this Agreement. In the event of any action against the CITY,its officers,employees,agents, boards or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY'S choosing. The provisions of this paragraph shall survive any expiration,completion and/or termination of this Agreement. 11. NO PERSONAL LIABILITY No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. 12. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement,there shall be no discrimination against any employee or applicant for employment because of sex,age,race, color,creed,national origin,marital status,of the presence of any sensory,mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination,rates of pay or other forms of compensation and selection for training,including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex,race,color, creed,national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory,mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and - 3 - shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. 13. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. 14. DELEGATIONS AND SUBCONTRACTORS Any assignment,delegation or subcontracting shall be subject to all the terms,conditions and other provisions of this Agreement and the CONSULTANT shall remain liable to the CITY with respect to each and every item,condition and other provision hereof to the same extent that the CONSULTANT would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY'S advanced written approval. 15. NO CO-PARTNERSHIP OR AGENCY This Agreement shall not be construed so as to create a partnership, joint venture, employment or other agency relationship between the parties hereto. 16. SEVERABILITY The parties intend and agreed that, if any paragraph, sub-paragraph,phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 17. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define,limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 18. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. 19. APPLICABLE LAW This Agreement shall be deemed to have been made in,and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois. - 4 - 20. NEWS RELEASES The CONSULTANT may not issue any news releases without prior approval from the DIRECTOR, nor will the CONSULTANT make public proposals developed under this Agreement without prior written approval from the DIRECTOR prior to said documentation becoming matters of public record. 21. COOPERATION WITH OTHER CONSULTANTS The CONSULTANT shall cooperate with any other consultants in the CITY'S employ or any work associated with the PROJECT. 22. INTERFERENCE WITH PUBLIC CONTRACTING The CONSULTANT certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq.or any similar state or federal statute regarding bid rigging. 23. WRITTEN COMMUNICATIONS All recommendations and other communications by the CONSULTANT to the DIRECTOR and to other participants which may affect cost or time of completion, shall be made or confirmed in writing. The DIRECTOR may also require other recommendations and communications by the CONSULTANT be made or confirmed in writing. 24. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: Sarosh Saher Planning Manager City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to CONSULTANT: Konstantine Savoy Teska Associates Inc. 627 Grove Street Evanston, IL 60201-4474 25. COMPLIANCE WITH LAWS Notwithstanding any other provision of this AGREEMENT it is expressly agreed and understood that in connection with the performance of this AGREEMENT that the CONSULTANT shall comply with all applicable Federal, State,City and other requirements of law,including,but not limited to,any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, CONSULTANT hereby certifies, represents and warrants to the CITY that all - 5 - CONSULTANT'S employees and/or agents who will be providing products and/or services with respect to this AGREEMENT shall be legal residents of the United States. CONSULTANT shall also at its expense secure all permits and licenses,pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this AGREEMENT. The CITY shall have the right to audit any records in the possession or control of the CONSULTANT to determine CONSULTANT'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONSULTANT shall make available to the CITY the CONSULTANT'S relevant records at no cost to the CITY. IN WITNESS WHEREOF,the parties hereto have entered into and executed this agreement effective as of the date and year first written above. FOR THE CITY: FOR THE CONSULTANT: b By: _1Ol_2_ By: 7s&fa------ Olu emi '911..6 Lee M. Brown City Man..ter President Attest: By: .; . City Clerk - 6 - "ELGIN : REVITALIZE" QUALITY-OF-LIFE NEIGHBORHOOD PLANNING INITIATIVE Scope of Services Attachment A Teska Associates, Inc. (Teska) will prepare a Neighborhood Planning Handbook in accordance with the tasks described in the following Scope of Services NEIGHBORHOOD PLANNING HANDBOOK/BROCHURE: "ROADMAP FOR A -HEALTHIER COMMUNITY" Teska will prepare a brief "how to" handbook/brochure that will address the key topics and issues necessary to consider in the development of a neighborhood plan. Topics would be geared toward building leadership and process management both for City staff and neighborhood stakeholders. Examples of topics could include the following: • Introduction to Elgin Planning Initiative • Guiding Principles • Purpose of the Handbook/Brochure • Neighborhood Boundaries • How to Become Involved (participation criteria) • Roles& Responsibilities o Leadership Team o City o Consultant • Preparing to Plan (Establishing elements of the planning process) o Scheduling (6 month process) o Community Outreach o Citizen participation o Community visioning Task 1.1: City Staff Kick-Off Meeting Teska will meet with City staff to discuss the history of the Elgin neighborhood planning process to date, elements of the program, assess the appropriate organizational model, and discuss promotion of meetings, responsibilities, implementation, and other key process issues. Task 1.2: Handbook/Brochure Outline Neighborhood Planning Handbook •Scope of Services • City of Elgin July 31, 2008 T E S K . . Based on the direction from Task 1.1, Teska will prepare a detailed outline of the handbook/brochure (including each general topic and subtopic) and submit it to City staff for review. Most topics likely can be addressed in two pages of text or less, excluding graphics. Some topics (e.g., community visioning) may focus primarily on use of graphics to illustrate key concepts. Task 1.3: Prepare Draft Handbook/Brochure Teska will incorporate comments from City staff and proceed to prepare a draft version of the handbook/brochure for Staff review. Task 1.4: Final Handbook/Brochure Comments on the draft will be addressed and incorporated into final version of the handbook. Teska will provide the City with one original hard copy of the final version and a digital copy on compact disk Neighborhood Planning Handbook •Scope of Services • City of Elgin July 31, 2008 TECK I November 6, 2008 TO: Olufemi Folarin, City Manager FROM: Sarosh Saher, Planning Manager RE: Neighborhood Planning Handbook The City of Elgin has selected Teska Associates, Inc. to prepare a"Neighborhood Planning Handbook" to assist various neighborhood groups in Elgin in developing their neighborhood plans. The project was generated as a result of the Gifford Park Association (GPA) and Northeast Neighborhood Association (NENA)preparing their neighborhood plans using grants from the Neighborhood Improvement Grant Program. The contract with Teska Associates, Inc. is for$6,000. The legal department has prepared the attached agreements between the City of Elgin and consultant. The consultant has signed the agreements. The attached agreements need to be executed by the City to allow the project to proceed. I would appreciate your signing the two attached agreements. We anticipate the project being completed within three to four months. For your reference, the consultant's scope of work is attached with each agreement. Please let me know if you have any questions. Sincerely, 1( L_ • Sarosh Saher Planning Manager C: Jerry Deering, Director, Community Development Department