LRS Architechts - CITY OF TIGARD,OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 1st of September, 2009, by and between the CITY OF
TIGARD, a municipal corporation of the State of Oregon, hereinafter called City, and LRS Architects,
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 on 1 st of September, 2009 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 1 st of September, 2009 and shall expire, unless otherwise
terminated or extended, on 30th of June, 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 twelve thousand dollars ($12,000.00) annually for
performance of those services described in this Agreement. Payment will be made based on Contractor's
invoice, subject to the approval of Sean Farrelly, Senior Planner, and not more frequently than monthly.
Payment shall be payable within thirty (30) days from the date of receipt by the City.
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:
Contact Manager for City: Contact Manager for Contractor:
City of Tigard Company: LRS Architects
Attn: Sean Farrelly, Senior Planner Attn: Paul Frank, Principal
13125 SW Hall Blvd., Tigard, Oregon 97223 Address: 720 NW Davis Street, Suite 300, Portland,
OR 97209
Phone: 503-639-4171 ext. 2420 Phone: 503-265-1513
Fax: 503-718-2748 Fax:
Email Address: sean@tigard-or.gov Email Address:
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 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:
Coveray,e 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 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.
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 30th of June, 2010 shall
be accompanied by sixty (60) 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.
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.
CIT OF TIGARD CONTRACTOR
yj'� / / �-7 111
77-
�aA�If44Mk�
By: Authorized City staff By: Authorized Agent of Contractor
Date Date
Exhibit A
Scope of Services and Deliverables
TASK 1. PROJECT INITIATION AND KICK-OFF MEETING
1.1 fleet with City staff and Facade Improvement Subcommittee to reconfirm the project
objectives, scope of work, joint responsibilities, methodology, and other elements of the
project.
TASK 2: FACADE IMPROVEMENT PROGRAM
2.1 Serve as an on-retainer architect for the program and complete schematic design level
drawings for up to four small building facades (30-40 hours of work per facade.) Design
work should be limited to the building's facade visible to the street. Examples of
elements that would be eligible for reimbursement from the grant are: storefronts;
cornices, gutters and downspouts; signs and graphics; exterior lighting; canopies and
awnings; painting and masonry cleaning; interior window display lighting. Architect shall
conduct measurements sufficient to develop a schematic drawing within the allotted
hours. The facade designs must also be consistent with the Downtown Tigard Design
Standards (currently in final draft form, scheduled to be adopted by December, 2009.)
TASK 3 PUBLIC MEETINGS
3.1. Attend one meeting with the City Center Advisory Commission and up to two other
meetings with City Council or citizen advisory bodies (if needed).
Form W Request for Taxpayer Give form to the
(Rev.October 2007) Identification Number and Certification requester. Do not
Department of the Treasury send to the IRS.
Internal Revenue Service
Name(as shown on your income tax return)
LRS Architects,Inc
cc Business name,if different from above
a
C
0
r. e Check appropriate box: ❑ Individual/Sole proprietor ✓❑ Corporation ❑ Partnership Exempt
T ❑ Limited liability company.Enter the tax classification(D=disregarded entity,C=corporation,P=partnership) ► ---.___ Elpayee
`p ? ❑ Other(see instructions) 0-
Address
Address(number,street,and apt.or suite no.) Requester's name and address(optional)
a'v 720 NW Davis Street Suite 300
City,state,and ZIP code
to Portland OR 97209
CD List account number(s)here(optional)
Taxpayer Identification Number (TIN
Enter your TIN in the appropriate box.The TIN provided must match the name given on Line 1 to avoid [Social security number
backup withholding. For individuals,this is your social security number(SSN). However,for a resident
alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other entities,it is
your employer identification number(EIN). If you do not have a number,see How to get a TIN on page 3. or
Note.If the account is in more than one name, see the chart on page 4 for guidelines on whose Employer identification number
number to enter. 93 1259453
Certification
Under penalties of perjury, I certify that:
1. The number shown on this form is my correct taxpayer Identification number(or I am waiting for a number to be issued to me),and
2. 1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal
Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has
notified me that I am no longer subject to backup withholding,and
3. 1 am a U.S.citizen or other U.S.person(defined below).
Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup
withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions,item 2 does not apply.
For mortgage interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement
arrangement(IRA),and generally, payments other than interest and dividends,you are not required to sign the Certification,but you must
provide your correct TIN, See the instructiof�ns on page 4.
Sign Signature of ^^ 1,• ,bL ��`� V-51,4,-551� -,113109
Here U.S.person ► V r'VC/�� Nv- Date►
General Instructions Definition of a-U.S. person. For federal tax purposes, you are
considered a U.S.person if you are:
Section references are to the Internal Revenue Code unless
otherwise noted. o An individual who is a U.S.citizen or U.S. resident alien,
• A partnership, corporation,company, or association created or
Purpose of Form organized in the United States or under the laws of the United
A person who is required.to file an information return with the States,
IRS must obtain your correct taxpayer identification number(TIN) • An estate(other than a foreign estate), or
to report,for example, income paid to you,real estate • A domestic trust(as,defined in Regulations section
transactions, mortgage interest you paid, acquisition or 301.7701-4
abandonment of secured property,cancellation of debt,or Special rules for partnerships.Partnerships that conduct a
contributions you made to an IRA. trade or business in the United States are generally required to
Use Form W-9 only if you are a U.S. person(including a pay a withholding tax on any foreign partners'share of income
resident alien),to provide your correct TIN to the person from such business. Further, in certain cases where a Form W-9
requesting it(the requester)and,when applicable, to: has not been received,a partnership is required to presume that
1. Certify that the.TIN you are giving is correct(or you are a partner is a foreign person, and pay the withholding tax.
waiting for a number to be issued), Therefore, if you are a U.S. person that is,a partner in a
2.Certifythat you are not subject to backup withholding,or partnership conducting a trade or business in the United States,
y 1 p provide Form W-9 to the partnership to establish your U.S.
3. Claim exemption from backup withholding if you are a U.S. status and avoid withholding on your share of partnership
exempt payee. If applicable, you are also certifying that as a income.
U-S. person, your allocable share of any partnership income from The person who gives Form W-9 to the partnership for
a U.S.trade or business is not subject to the withholding tax on purposes of establishing its U.S.status and avoiding withholding
foreign partners' share of effectively connected income. on its allocable share of net income from the partnership
Note. If a requester gives you a form other than Form W-9 to conducting a trade or business in the United States is in the
request your TIN,you must use the requester's form if it is following cases:
substantially similar to this Form W-9. • The U.S.owner of a disregarded entity and not the entity,
Cat.No. 10231X Farm w-9 (Rev.10-2007)
08-13-'09 02,42 FROM-2:AFOSINSKI-LEAVITT 5036394449 T-210 P001/001 F-185
.e L t t,t:K I Ir IL A I L Vf' LIALSILI I Y =4JUKHMtoh 08/13/2009
¢ODUCER (503)639-4220 FAX (503)639-4449 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
:arosinski-Leavitt Insurance Agency of Oregon ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
3285 SW Nimbus Ave. #120 HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW,
3eaverton, OR 97008
INSURERS AFFORDING COVERAGE NAIC#
SURED LRS Architects, Inc. INSURER A: Hartford Casualty Ins. Co.
720 NW Davis wsURFRB; Sentinel Ins. Co. , Ltd.
Suite 300 INSURER: Lexington Ins. Co. (AIG) W—V
Portland, OR 97209 INSURER 0:
INSURER E
DVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING
ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONOtTIONS OF SUCH
POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
IR DD' TYPE OF INSURANCE POLICY NUMBSR POLICY EFFECTIVE POLICY EXPIRATION LIMITS
EL RZIE
GENERAL LIABILITY SZSBAIIS691 10/05/2008 10/05/2009 EACH OCCURRENCE $ 110001000
X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ 300.000
CLAIMS MADE I -- I OCCUR MED EXP(Any one person) $ w__10,000
PERSONAL rx ADV INJURY $ 11000,000
GENERAL AGGREGATE $ 2.000,000
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS.COMPIOP AGG $ 2,000,000
X POLICY PRO-
JECT LOC
AUTOMOBILE LIA131LITY 521JEC704362 10/05/2008 10/05/2009 COMBINED SINGLE LIMIT
X ANY AUTO (ES acoidant) $ 1,000,000
ALL OWNED AUTOS BODILY INJURY
SCHEDULED AUTOS (Per person) $
X HIRED AUTOS BODILY INJURY
X (Per awidant) $
NON-OWNED AUTOS
X Comp Ded $100 PROPERTY DAMAGE
X1 Collision Ded $SOO (Par accident)
GARAGE LIABILITY AUTO ONLY-EA ACC DENT_
ANY AUTO - OTHER THAN EA ACC $
AUTO ONLY: AGG $
EXCESS/UMBRELLA LIABILITY 525SA1I5691 10/05/2008 10/05/Z009 EACH OCCURRENCE 3,000,000
X OCCUR D CLAIMS MADE AGGREGATE $ 3,000,000
8
DEDUCTIBLE $
RETENTION $ $
WC STATU- OTH-
WORKBRS COMP=NSA'nON ANO I l
EMPLOYERS'LIABILITY
E.L.EACH ACCIDENT $
ANY PROPRIETORIPARTNEPAXECUTIVE
OFFICERIMEMBER EXCLUDED? E.E.D18EASE-EA EMPLOYEE $
It yes,describe under
SPECIAL PROVISIONS below El DISEASE-POLICY LIMIT $
0TH�•R 7879634 11/15/2008 11/15/2009 $2,000,000 each claim
Prot. Liability for
rchitects and $2,000,000 policy aggregate
En ineers
SCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENoORSEMENT I SPECIAL PROVISIONS
ERTIFIQAL'fE H LD R CANCELLATIQtJ
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED 13EFORG THE
EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL rNOF..AVOR TO MAIL
City of Tigard, OR 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
Downtown Urban Renewal/Long Range Planning
Sean Far rel l y SLIT FAILURE TO MAIL SUCH NOTICE SHAH IMPOSE NO OBLIGATION OR LIABILITY
1312S SW Hall Blvd, OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES
Tigard, OR 97223 AUTHORIZED REPRF89NT'ATIVE
Joanne Ta for/)OTAYL
-ORD 25(2001108) FAX: (503)718.2748 CE)ACORD CORPORATION 1988
Hartford Casualty Insurance Company [1-21 Print this page
(a member of Hartford Insurance Group) This rating is assigned to Financial Sbength Rating
A.M.Best#:02229 NAIC#:29424 FEIN#: 060294398 companies that have,in our
opinion,an excellent ability to ^BEST
Address:One Hartford Plaza Phone: 860-547-5000 meet their ongoing obligations
Hartford, CT 06155 Fax:860-547-6343 to policyholders. A Ekcellsnt
Web:www.thehartford.com
Best's Ratings
Financial Strength Ratings View Definitions Issuer Credit Ratings View Definitions
Rating:A(Excellent) Long-Term: a+
Affiliation Code: p(Pooled) Outlook: Negative
Financial Size Category: XV($2 Billion or greater) Action: Downgraded
Outlook:Stable Date: February 27,2009
Action: Downgraded
Effective Date: February 27,2009
Sentinel Insurance Company Ltd EM Print this page
(a member of Hartford Insurance Group) This rating is assigned to Firrancial Strength Rating'
A.M.Best#:02234 NAIC#:11000 FEIN#: 061552103 companies that have,in our
Address:One Hartford Plaza Phone:860-547-5000 opinion,an excellent ability to L BEST
meet their ongoing obligations A F5[GelCent
Hartford,CT 06155 Fax: 860-547-6343 to policyholders.
Web:www.thehartford.com
Best's Ratings
Financial Strength Ratings View Definitions Issuer Credit Ratings View Definitions
Rating:A(Excellent) Long-Term:a+
Affiliation Code: p(Pooled) Outlook: Negative
Financial Size Category:XV($2 Billion or greater) Action: Downgraded
Outlook:Stable Date: February 27,2009
Action: Downgraded
Effective Date: February 27,2009
Lexington insurance Company EM Print this page
(a member of American International Group) This rating is assigned to Financia]strength Rating
A.M.Best#:02350 NAIC#:19437 FEIN#: 251149494 companies that have,in our
opinion,an excellent ability to BEST
Address:100 Summer Street Phone:617-330-1100 meet their ongoing obligations A EkedUent
Boston, MA 02110 web:www.aiuholdinas.com to policyholders.
Best's Ratings
Financial Strength Ratings View Definitions Issuer Credit Ratings View Definitions
Rating:A(Excellent) Long-Term:a
Affiliation Code: p(Pooled) Outlook: Negative
Financial Size Category: XV($2 Billion or greater) Action:Affirmed
Outlook: Negative Date: November 10,2008
Action:Affirmed
Effective Date: November 10,2008
w
l c)!Ua a
74- -a
CITY OF TIGARD
CONTRACT SUMMARY FORM
(THIS MUSTACCOMPANYEACH CONTRACT BEFOREAUTHORIZATION SIGNATURE CANBEACQUIRED)
Title of Contract: Facade Improvement Pro ramContract#:TBD
Contractor: LRS Architects I Total: $ 12,000
Brief Overview: Consultant will provide on-retainer services for the City's 1 Facade Improvement
Pro ram for Main Street business.
Changes Made To
Boilerplate Contract:
It'Cii'!Ij
-Type of Contract: ❑ Purchase Agree ent Personal Service ❑ Construction ❑ Other
Start Date: 9/1/09 1 End Date:6/30/10 LCRB Award Date:
Contract Manager: Sean Farrell Extension: 2420 Department: Communi Dev
Quotes/Bids/Proposals: COMPANY AMOUNT / SCORE
LRS Architects /
Ankrom Moisan .2—
Merryman
ZMer man Barnes
John Annand
Department Comments:
De artment Signature Date: LS ' U
Purchasing Comments:
Purchasing Signature: Date: O 1oxT— dm
Administration: Date:
Certificate of Insurance Received? C: Ves ❑ No ❑ Self-Insured (Form Received)
Business Tax Current? ❑ Yes ❑ No Contractor License Current? ❑ Yes ❑ No
Federal TIN/1099 #: 93-1259453 Bonds Required: ❑Yes 2No
Accounting String: Fund Division Account Total
o, o
0