i-TEN Associates Contract#
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CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 120' day of August, 2009,by and between the City
of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and i-TEN
Associates, Inc.,hereinafter called Contractor.
RECITALS
City has need for the services of a company with a particular training, ability, knowledge, and
experience possessed by Contractor, and
City has determined that Contractor is qualified and capable of performing the professional services
as City does hereinafter require, under those terms and conditions set forth:
Therefore, the parties agree as follows:
SCOPE OF WORK
Contractor shall initiate services upon receipt of City's notice to proceed together with an executed
copy of this Agreement. Contractor agrees to complete work that is detailed in Exhibit A — Scope
of Work and by this reference made a part hereof.
EFFECTIVE DATE AND DURATION
This Agreement shall become effective upon signature by both parties and shall expire, unless
otherwise terminated or extended, on June 30, 2010. All work under this Agreement shall be
completed prior to the expiration of this Agreement.
COMPENSATION
City agrees to pay Contractor an amount not to exceed Sixteen Thousand Six Hundred and No/100
Dollars ($16,600.00) annually for performance of those services described in this Agreement.
Payment will be made based on Contractor's invoice, subject to the approval of the City, and not
more frequently than monthly. Payment shall be payable within thirty (30) days from the date of the
Contractor's invoice.
CONTACT INFORMATION
All notices,bills, and payments shall be made in writing and may be given by personal delivery, mail,
or fax. Payments may be delivered by personal delivery, mail, or electronic transfer. The following
addresses and contacts shall be used to transmit notices,bills,payments, and other information:
City of Tigard i-TEN Associates, Inc.
Attn: Preston Beck Attn: Rhonda Robertson,Vice President, CFO
13125 SW Hall Blvd. 2548 SE Ankeny St.
Tigard,Oregon 97223 Portland, Oregon 97214
Phone: 503 718-2404 Phone: 503 546-3755
Fax: 503 684-7297 Fax: 503 233-8792
Email Address: reston ti and-or. Toy Email Address: rhonda.robertson&ilOassoc.com
Contract#
CONTRACTOR AS INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be
deemed to be an independent contractor as defined by ORS 670.600 and not an employee of City, shall
not be entitled to benefits of any kind to which an employee of City is entitled and shall be solely
responsible for all payments and taxes required by law. Furthermore, in the event that Contractor is
found by a court of law or any administrative agency to be an employee of City for any purpose, City
shall be entitled to offset compensation due, or to demand repayment of any amounts paid to
Contractor under the terms of this Agreement, to the full extent of any benefits or other remuneration
Contractor receives (from City or third parry) as a result of said finding and to the full extent of any
payments that City is required to make (to Contractor or to a third parry) as a result of said finding.
Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer,
employee,or agent of the City as those terms are used in ORS 30.265.
INDEMNIFICATION
City has relied upon the professional ability and training of Contractor as a material inducement to enter
into this Agreement. Contractor warrants that all its work will be performed in accordance with
generally accepted professional practices and standards as well as the requirements of applicable federal,
state and local laws,it being understood that acceptance of a contractor's work by City shall not operate
as a waiver or release.
Contractor and City agree to indemnify and defend the other, and the other's officers, agents and
employees and hold them harmless from any and all liability, causes of action, claims, losses, damages,
judgments or other costs or expenses including attorney's fees and witness costs and (at both trial and
appeal level, whether or not a trial or appeal ever takes place) incurred by the parry being indemnified
resulting from the indemnifying parry's acts (or failure to act when action is appropriate) that may be
asserted by any person or entity which in any way arise from or relate to this Agreement or the
performance of obligations under this agreement, except liability arising out of the sole negligence of
the party being indemnified. The indemnification by Contractor of the City shall also cover claims
brought against the City under state or federal worker's compensation laws. If any aspect of this
indemnity shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity
shall not affect the validity of the remainder of this indemnification.
INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of
this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's
activities or work hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following
limits and coverages:
a. Commercial General Liability Insurance
Contractor shall obtain, at contractor's expense, and keep in effect during the term of this
contract, Comprehensive General Liability Insurance covering Bodily Injury and Property
Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include
Contractual Liability insurance for the indemnity provided under this contract. The
following insurance will be carried:
Contract#
Coverage Limit
General Aggregate 1,000,000
Products-Completed Operations Aggregate 1,000,000
Personal&Advertising Injury 1,000,000
Each Occurrence 1,000,000
Fire Damage (any one fire) 50,000
Medical Expense (any one person) 5,000
b. Business Automobile Liability Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating
that Contractor has business automobile liability coverage for all owned,hired, and non-owned
vehicles. The Combined Single Limit per occurrence shall not be less than $1,000,000. Said
insurance shall name City as an additional insured and shall require written notice to City thirty
(30) days in advance of cancellation. If Contractor hires a carrier to make delivery, Contractor
shall ensure that said carrier complies with this paragraph.
c. Workers'Compensation Insurance
The Contractor and all employers providing work, labor or materials under this Contract that
are either subject employers under the Oregon Workers' Compensation Law and shall comply
with ORS 656.017, which requires them to provide workers' compensation coverage that
satisfies Oregon law for alltheir subject workers or employers that are exempt under ORS
656.126. Out-of-state employers must provide Oregon workers' compensation coverage for
their workers who work at a single location within Oregon for more than 30 days in a calendar
year. Contractors who perform work without the as*tance or labor of any employee need not
obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of
not less than$500,000 each accident.
d. Insurance Carrier Ratine
Coverages provided by the Contractor must be underwritten by an insurance company
deemed acceptable by the City. The City reserves the right to reject all or any insurance
carrier(s)with an unacceptable financial rating.
e. Certificates of Insurance
As evidence of the insurance coverage required by the contract, the Contractor shall furnish
a Certificate of Insurance to the City. No contract shall be effected until the required
certificates have been received and approved by the City.
The procuring of such required insurance shall not be construed to limit contractor's liability hereunder.
Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage,
injury,or loss caused by negligence or neglect connected with this contract.
TERMINATION
The parties agree that any decision by either party to terminate this Agreement before either before
the work is completed or the 30th day of June, 2010 shall be accompanied by thirty (30) days written
notice to the other party prior to the date termination would take effect. There shall be no penalty
for early termination. If City terminates the contract pursuant to this paragraph,it shall pay Contractor
for services rendered prorated to the date of termination.
AGREEMENT MODIFICATIONS
Modifications to this Agreement are valid only if made in writing and signed by all parties.
Contract#
OWNERSHIP OF WORK PRODUCT
City shall be the owner of and shall be entitled to possession of any and all work products of Contractor
which result from this Agreement,including any computations,plans,correspondence or pertinent data
and information gathered by or computed by Contractor prior to termination of this Agreement by
Contractor or upon completion of the work pursuant to this Agreement.
GOVERNING LAw
Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on
non-discrimination in employment because of race, color, ancestry, national origin, religion, sex,
marital status, age, medical condition or disability. The provisions of this Agreement shall be
construed in accordance with the provisions of the laws of the State of Oregon. All provisions required
by ORS Chapter 279 to be included in a contract of this type are incorporated into this Agreement as
though fully set forth herein. Any action or suits involving any question arising under this Agreement
must be brought in the appropriate court of the State of Oregon.
CONDITIONS OF SUPPLYING A PUBLIC AGENCY
Where applicable,Contractor must make payment promptly as due to persons supplying Contractor labor
or materials for the execution of the work provided by this order. Contractor must pay all contributions or
amounts due from Contractor to the Industrial Accident Fund incurred in the performance of this order.
Contractor shall not permit any lien or claim to be filed or prosecuted against Buyer or any subdivision of
City on account of any labor or material to be famished. Contractor further agrees to pay to the
Department of Revenue all sums withheld from employees pursuant to ORS 316.167.
COMPLETE AGREEMENT
This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver,
consent, modification, or change of terms of this Agreement shall bind either party unless in writing
and signed by both parties. Such waiver, consent, modification, or change if made, shall be effective
only in specific instances and for the specific purpose given. There are no understandings,agreements,
or representations, oral or written, not specified herein regarding this Agreement. Contractor, by the
signature of its authorized representative, hereby acknowledges that he/she has read this Agreement,
understands it and agrees to be bound by its terms and conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized
undersigned officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY OF TIGARD I- SSOCIATES
By: A rized City staff By: thorized gen of Contractor
Y//2-V-4 C? /a
Date Date
Contract#
Exhibit A
Scope of Work
Contractor shall assist in converting and cleaning up the City stormwater GIS data. Recently, the
City developed a geodatabase model for the storm water system. This model has been populated
with existing GIS data that was formerly in shapefile format. The City is gradually performing
general cleanup work and adding new GIS features from a backlog of asbuilt drawings. A previous
project in the spring of 2009 allowed the City to establish a process for converting and cleaning the
storm water data. To date, approximately 60% of the system is converted and cleaned and within
the geodatabase.
A substantial amount of work is still needed to bring the data set up to an acceptable level. In
addition there is a backlog of new asbuilt drawing information that need to be incorporated into the
geodatabase as specific features.
The specific services anticipated within this request for GIS professional services include:
1. Converting record drawings and georeferencing pages for overlay in ArcMap.
2. Drawing/creating the appropriate storm water features in ArcMap, consistent with
the storm water geodatabase models and as indicated in the record drawings
3. Editing existing storm water features (adding missing features,verifying snapped
features, correct flow direction etc.)
4. Adding missing attribute information
5. Coordinating with Tigard staff on matching IDs with the City's asset management
system (Hansen)
6. Documenting, tracking issues/inconsistencies so that Tigard staff can systematically
perform the appropriate follow up/research/field verification.
7. Deliverying the completed converted data to the City in geodatabase format (as
provided by the City of Tigard
Contract#
•
s
CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 12'hday of August, 2009,by and between the City
of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and i-TEN
Associates, Inc.,hereinafter called Contractor.
RECITALS
City has need for the services of a company with a particular training, ability, knowledge, and
experience possessed by Contractor,and
City has determined that Contractor is qualified and capable of performing the professional services
as City does hereinafter require,under those terms and conditions set forth:
Therefore, the parties agree as follows:
SCOPE OF WORK
Contractor shall initiate services upon receipt of City's notice to proceed together with an executed
copy of this Agreement. Contractor agrees to complete work that is detailed in Exhibit A — Scope
of Work and by this reference made a part hereof.
EFFECTIVE DATE AND DURATION
This Agreement shall become effective upon signature by both parties and shall expire, unless
otherwise terminated or extended, on June 30, 2010. All work under this Agreement shall be
completed prior to the expiration of this Agreement.
COMPENSATION
City agrees to pay Contractor an amount not to exceed Sixteen Thousand Six Hundred and No/100
Dollars ($16,600.00) annually for performance' of those services described in this Agreement.
Payment will be made based on Contractor's invoice, subject to the approval of the City, and not
more frequently than monthly. Payment shall be payable within thirty (30) days from the date of the
Contractor's invoice.
CONTACT INFORMATION
All notices,bills, and payments shall be made in writing and may be given by personal delivery, mail,
or fax. Payments may be delivered by personal delivery, mail, or electronic transfer. The following
addresses and contacts shall be used to transmit notices,bills,payments,and other information:
City of Tigard i-TEN Associates, Inc.
Attn: Preston Beck Attn: Rhonda Robertson,Vice President, CFO
13125 SW Hall Blvd. 2548 SE Ankeny St.
Tigard, Oregon 97223 Portland, Oregon 97214
Phone: 503 718-2404 Phone: 503 546-3755
Fax: 503 684-7297 Fax: 503 233-8792
Email Address: 12reston@tigard-or.gov Email Address: rhonda.robertson&il Oassoc.com
Contract#
CONTRACTOR As INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be
deemed to be an independent contractor as defined by ORS 670.600 and not an employee of City,shall
not be entitled to benefits of any kind to which an employee of City is entitled and shall be solely
responsible for all payments and taxes required by law. Furthermore, in the event that Contractor is
found by a court of law or any administrative agency to be an employee of City for any purpose, City
shall be entitled to offset compensation due, or to demand repayment of any amounts paid to
Contractor under the terms of this Agreement, to the full extent of any benefits or other remuneration
Contractor receives (from City or third party) as a result of said finding and to the full extent of any
payments that City is required to make (to Contractor or to a third party) as a result of said finding.
Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer,
employee,or agent of the City as those terms are used in ORS 30.265.
INDEMNIFICATION
City has relied upon the professional ability and training of Contractor as a material inducement to enter
into this Agreement. Contractor warrants that all its work will be performed in accordance with
generally accepted professional practices and standards as well as the requirements of applicable federal,
state and local laws,it being understood that acceptance of a contractor's work by City shall not operate
as a waiver or release.
Contractor and City agree to indemnify and defend the other, and the other's officers, agents and
employees and hold them harmless from any and all liability, causes of action, claims, losses, damages,
judgments or other costs or expenses including attorney's fees and witness costs and (at both trial and
appeal level, whether or not a trial or appeal ever takes place) incurred by the party being indemnified
resulting from the indemnifying party's acts (or failure to act when action is appropriate) that may be
asserted by any person or entity which in any way arise from or relate to this Agreement or the
performance of obligations under this agreement, except liability arising out of the sole negligence of
the parry being indemnified. The indemnification by Contractor of the City shall also cover claims
brought against the City under state or federal worker's compensation laws. If any aspect of this
indemnity shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity
shall not affect the validity of the remainder of this indemnification.
. INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of
this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's
activities or work hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following
limits and coverages:
a. Commercial General Liability Insurance
Contractor shall obtain, at contractor's expense, and keep in effect during the term of this
contract, Comprehensive General Liability Insurance covering Bodily Injury and Property
Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include
Contractual Liability insurance for the indemnity provided under this contract. The
following insurance will be carried:
Contract#
Coverage Limit
General Aggregate 1,000,000
Products-Completed Operations Aggregate 1,000,000
Personal&Advertising Injury 1,000,000
Each Occurrence 1,000,000
Fire Damage (any one fire) 50,000
Medical Expense (any one person) 5,000
b. Business Automobile Liability Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating
that Contractor has business automobile liability coverage for all owned, hired, and non-owned
vehicles. The Combined Single Limit per occurrence shall not be less than $1,000,000. Said
insurance shall name City as an additional insured and shall require written notice to City thirty
(30) days in advance of cancellation. If Contractor hires a carrier to make delivery, Contractor
shall ensure that said carrier complies with this paragraph.
c. Workers' Compensation Insurance
The Contractor and all employers providing work, labor or materials under this Contract that
are either subject employers under the Oregon Workers' Compensation Law and shall comply
with ORS 656.017, which requires them to provide workers' compensation coverage that
satisfies Oregon law for all their subject workers or employers that are exempt under ORS
656.126. Out-of-state employers must provide Oregon workers' compensation coverage for
their workers who work at a single location within Oregon for more than 30 days in a calendar
year. Contractors who perform work without the assistance or labor of any employee need not
obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of
not less than$500,000 each accident.
d. Insurance Carrier Ratine
Coverages provided by the Contractor must be underwritten by an insurance company
deemed acceptable by the City. The City reserves the right to reject all or any insurance
carrier(s) with an unacceptable financial rating.
e. Certificates of Insurance
As evidence of the insurance coverage required by the contract, the Contractor shall furnish
a Certificate of Insurance to the City. No contract shall be effected until the required
certificates have been received and approved by the City.
The procuring of such required insurance shall not be construed to limit contractor's liability hereunder.
Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage,
injury,or loss caused by negligence or neglect connected with this contract.
TERMINATION
The parties agree that any decision by either party to terminate this Agreement before either before
the work is completed or the 30`'' day of June, 2010 shall be accompanied by thirty (30) days written
notice to the other party prior to the date termination would take effect. There shall be no penalty
for early termination. If City terminates the contract pursuant to this paragraph,it shall pay Contractor
for services rendered prorated to the date of termination.
AGREEMENT MODIFICATIONS
Modifications to this Agreement are valid only if made in writing and signed by all parties.
Contract#
OWNERSHIP OF WORK PRODUCT
City shall be the owner of and shall be entitled to possession of any and all work products of Contractor
which result from this Agreement,including any computations,plans,correspondence or pertinent data
and information gathered by or computed by Contractor prior to termination of this Agreement by
Contractor or upon completion of the work pursuant to this Agreement.
GOVERNING LAW
Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on
non-discrimination in employment because of race, color, ancestry, national origin, religion, sex,
marital status, age, medical condition or disability. The provisions of this Agreement shall be
construed in accordance with the provisions of the laws of the State of Oregon. All provisions required
by ORS Chapter 279 to be included in a contract of this type are incorporated into this Agreement as
though fully set forth herein. Any action or suits involving any question arising under this Agreement
must be brought in the appropriate court of the State of Oregon.
CONDITIONS OF SUPPLYING A PUBLIC AGENCY
Where applicable,Contractor must make payment promptly as due to persons supplying Contractor labor
or materials for the execution of the work provided by this order. Contractor must pay all contributions or
amounts due from Contractor to the Industrial Accident Fund incurred in the performance of this order.
Contractor shall not permit any lien or claim to be filed or prosecuted against Buyer or any subdivision of
City on account of any labor or material to be furnished. Contractor further agrees to pay to the
Department of Revenue all sums withheld from employees pursuant to ORS 316.167.
COMPLETE AGREEMENT
This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver,
consent, modification, or change of terms of this Agreement shall bind either party unless in writing
and signed by both parties. Such waiver, consent, modification, or change if made, shall be effective
only in specific instances and for the specific purpose given. There are no understandings,agreements,
or representations, oral or written, not specified herein regarding this Agreement. Contractor, by the
signature of its authorized representative, hereby acknowledges that he/she has read this Agreement,
understands it and agrees to be bound by its terms and conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized
undersigned officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY OF TIGARD I-T SOCUTE
By: A orized City staff By: A thorized Agent of ontractor
�//Z- eiZ
Date Date
Contract#
Exhibit A
Scope of Work
Contractor shall assist in converting and cleaning up the City stormwater GIS data. Recently, the
City developed a geodatabase model for the storm water system. This model has been populated
with existing GIS data that was formerly in shapefile format. The City is gradually performing
general cleanup work and adding new GIS features from a backlog of asbuilt drawings. A previous
project in the spring of 2009 allowed the City to establish a process for converting and cleaning the
storm water data. To date, approximately 60% of the system is converted and cleaned and within
the geodatabase.
A substantial amount of work is still needed to bring the data set up to an acceptable level. In
addition there is a backlog of new asbuilt drawing information that need to be incorporated into the
geodatabase as specific features.
The specific services anticipated within this request for GIS professional services include:
1. Converting record drawings and georeferencing pages for overlay in ArcMap.
2. Drawing/creating the appropriate storm water features in ArcMap,consistent with
the storm water geodatabase models and as indicated in the record drawings
3. Editing existing storm water features (adding missing features,verifying snapped
features,correct flow direction etc.)
4. Adding missing attribute information
5. Coordinating with Tigard staff on matching IDs with the City's asset management
system (Hansen)
6. Documenting, tracking issues/inconsistencies so that Tigard staff can systematically
perform the appropriate follow up/research/field verification.
7. Deliverying the completed converted data to the City in geodatabase format (as
provided by the City of Tigard
n
' b
CITY OF TIGARD
CONTRACT SUMMARY FORM
(THIS MUSTACCOMPANYEACH CONTRACT BEFOREAUTHORIZATION SIGNATURE CAN BEACQUIRED)
Tide of Contract: GIS Sanitary Stormwater Data Cleanup- Contract#: (Assigned after execution
Contractor: i-TEN Associates, Inc. I Total: $16,600.00
Brief Overview: Contractor shall assist the City with "cleaning up"the City's storm water GIS data.
A substantial amount of work is needed to bring the data set up to a useable level.
Changes Made To None.
Boilerplate Contract
Type of Contract: ❑ Purchase Agreement Personal Service Construction ❑ Other
Start Date: August 12, 200 1 End Date: June 30,2010 LCRB Award Date: Not Required
Contract Manager: Preston Beck Extension: 2404 Department: FIS
Quotes/Bids/Proposals: COMPANY AMOUNT SCORE
On file with IT
Department Comments:
Department Si ature Date: �,/Z PA c�
Purchasing Comments: 04OAth 2reauthorized vendor list used to obtain the quotes.
Purchasing Signature: Date:
Administration: Date:
Certificate of Insurance Received? ❑ Yes ❑ No ❑ Self-Insured (Form Received
Business Tax Current? ❑ Yes ❑ No Contractor License Current? ❑Yes ❑ No
Federal TIN/1099 #: 87-0708963 Bonds Required: ❑ Yes ® No
Accounting String: Fund Division Account Total
600 3140 627000 $16,600.00