David Soloos ~ C110028 - Telecommunication Franchise Contract#.C.
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CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
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THIS AGREEMENT made and entered into this day of March, 2011, by and between the City of
Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and David Soloos,
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, 2011. 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 Ten Thousand and no/100 Dollars ($10,000)
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. City certifies that sufficient
funds are available and authorized for expenditure to finance costs of this contract.
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
Attn: Loreen Mills Attn: David Soloos
13125 SW Hall Blvd. 7447 N. Fiske Avenue
Tigard,Oregon 97223 Portland, OR 97203
Phone: 503 718-2417 Phone: 503 289-0862
Fax: 503 639-6795 Fax: N/A
Email Address: Loreen ti rd-or. ov Email Address: thebutmansna.comcast.net
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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 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 party being indemnified. The indemnification by Contractor of the City
shall also cover claims brought against the City under state or federal workers 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 Contractors activities or work
hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and
coverages:
a) Business Automobile LiabilitInsurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating that
Contractor has automobile liability coverage for all owned, hired, and non-owned vehicles. The
bodily injury and property damage liability limits shall be not less than;$25,000 per person,$50,000
per crash for bodily injury to others; and $10,000 per crash for damage to the property of others.
In addition, Contractor, in accordance with State law shall carry both Personal Injury Protection
(for reasonable and necessary medical,dental, and other expenses one year after crash) for not less
than$15,000 per person and Uninsured Motorist Coverage of not less than $25,000 per person and
$50,000 per crash for bodily injury.
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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.
b. 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.
c. Insurance Carrier Rating
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.
d. Certificates of Insurance or Copies of Auto Insurance Coverage
As evidence of the insurance coverage required by the contract, the Contractor shall furnish a
Certificate of Insurance or copies of their auto 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, 2011 shall be accompanied by thirty (30) days written notice to
the other parry 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.
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
Contract
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 T'IGARD DAVID SOLOOS
y: Loreen R. Mills,Asst. to the City Manager By: David Soloos
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Date Date
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Exhibit A
Scope of Work
Project Objectives:
• Identify all telecommunications companies doing business in the City that are subject to
franchising or licensing.
• Develop a database of information on each company. Obtain the information and populate
database.
• Research, review, and make recommendations on all franchise and license codes to
streamline and/or codify the license and franchise processes as much as possible with a
focus to minimize City expense to manage franchises/licenses and maximize revenue source.
B
• Work will be billed at $75.00 per hour and will not exceed $10,000.
• Recognizing Contractor is doing similar work for the City of Beaverton at the same time, any
work which crosses city boundaries and/or directly relates to both cities will be apportioned
50/50 between the cities.
• Billings which include a 50/50 apportionment between the City and Beaverton will also
include a copy of the billing sent to Beaverton for City records.
Tasks and Estimated Work Hours:
Hours
Estimated Tasks
22 Locate and identify all telecoms in City, and create/populate database with information
40 Identify and track routes of each telecom's owned facilities in City public ROW
20 Locate and incorporate resellers (non facilities-based companies) into database
50 Perform code, license and franchise review&research; make recommendations
15 Conduct comparative research into other franchises/licenses of other Oregon cities
and other states
City of Tigard
41 RECORDS
New Records Transmittal
Department: City Admin/Risk Division Code: 1200 Date: 4/26/11
Management
Prepared by: Galt' Smalling Extension: 2418 Dept. Box No.
Description Dates Retention Code
Personal Services Agreement- City of 3/28/11-6/30/11 166-200-0135(4)
Tigard/Contractor David Soloos (Original)
#C-110028
* * *TO BE COMPLETED BY RECORDS DIVISION STAFF
Laserfiche ❑Yes ❑ No Vault ❑Yes ❑ No Entered by: Date:
I/Design and Communications/Records/New Records Transmittal—1/6/11