HomeMy WebLinkAbout91- Pohl Agreement
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AGREEMENT
Agreement made this -2l.. day of December, 1991, between the City of Bozeman, Montana, a
municipal corporation and political subdivision of the State of Montana, hereafter referred to as
the "City", and Dick Pohl, landscape architect, of Bozeman, Montana, hereafter referred to as
"Pohl".
RECITALS
Whereas, the City is desirous of hiring Pohl to prepare Masterplans for several city parks; and
Whereas Pohl is a landscape architect and park planner with the knowledge, expertise, skills and
means to prepare such park plans and is desirous of preparing such plans for the city.
NOW, THEREFORE, in consideration of the foregoing recitals and the terms and conditions
contained herein, the Parties hereto agree as follows:
1. Services. Pohl agrees to perform in a good and professional manner the tasks described in
Exhibit "A" attached hereto and incorporated into this agreement by this reference as though fully
set forth herein.
2, Relationship, Pohl, who is an independently established professional, shall perform the
services set forth herein as an independent contractor with the City only interested in the end
results of the service, not in the manner of performance and as such, Pohl has been and will
continue to be free from control or direction of the City over Pohl's performance of this Agreement
and Pohl shall not be deemed, by virtue of this Agreement and the performance thereof, to have
entered into any partnership, joint venture, employer/employee or other relationship with the City
and accordingly Pohl hereby agrees to comply with all the applicable law, rules and regulations
promulgated by any governmental agency or regulatory body, both state and federal, and
furthermore agrees to assume full responsibility for the payment of all tax or assessment, social
security, workman's compensation insurance, unemployment insurance or other required
deduction or contribution for all of its employees engaged by Pohl in performance of this
Agreement.
Neither POhl, nor any of its employees, shall hereby have authority to make representation on
behalf of the City or the authority to legally bind or otherwise obligate the City to any third person.
3, Pohl's Representations. Pohl hereby represents and warrants that it and its employees and
agents have all necessary licenses and qualifications to perform the services set forth in this
Agreement.
4. City's Responsibilities. (a) The City shall provide full information regarding any requirements
under this Agreement. The City shall furnish the required information as expeditiously as
necessary for the orderly progress of the Work, and Pohl shall be entitled to rely on the accuracy
and completeness thereof.
(b) The City shall designate a representative authorized to act on the City's behalf with respect
to the performance of this Agreement. The City or such authorized representative shall render
decisions in a timely manner pertaining to documents submitted by Pohl in order to avoid
unreasonable delay in the orderly and sequential progress of the Agreement.
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5. Fees and Expenses. Pohl shall perform the Services for the fees specified in Exhibit "B"
attached hereto and made a part hereof, plus reasonable reimbursable expenses as specified on
said Exhibit "B". Any other reasonable expenses for which reimbursement is sought must be
authorized in advance before they are incurred, failure to get such advance authorization shall
constitute a waiver by Pohl of payment for the unauthorized expenses.
6. Ownership and Use of Documents. All documents and materials prepared under this
Agreement shall become the property of the City upon acceptance or upon termination of the
services of the consultant as hereinafter provided. Such documents and materials shall be
promptly delivered to the City upon demand and thereafter may be used by the City, in whole
or in part, for those purposes within the scope of this Agreement without further employment of,
or payment of additional expenses to Pohl.
Should such documents or other materials prepared under this agreement be reused by the City
for purposes other than those intended under the terms of said Agreement, it is understood that
Pohf bears no responsibility whatsoever for such reuse except in those instances that Pohl is
reemployed for the reuse of said documents and material.
7, Termination, Either party may terminate this Agreement upon not less than seven days written
notice if the other party fails substantially to perform in accordance with the terms of this
Agreement through no fault of the party terminating the Agreement.
Failure of the City to make payment as provided herein shall be considered substantial
nonperformance and cause for termination.
If the City suspends that service for more than thirty (30) consecutive days, Pohl shall be
compensated for services performed prior to the notice Of suspension, When the services are
resumed, Pohl's compensation shall be equitably adjusted to provide for Pohl's expenses resulting
from the interruption and resumption of the services. Pohl may terminate this Agreement by
written notice if the services are suspended for more than ninety (90) days, or if the project is
abandoned by the City for more than ninety (90) days.
The City may terminate this Agreement without cause by giving not less than seven (7) days
written notice to Pohl.
If this Agreement is terminated through no fault of Pohl, Pohl shall be compensated for the
services performed prior to termination, together with reasonable expenses then due.
S, Indemnification, Pohl shall indemnify and hold harmless the City, its officers, agents and
employees against any and all claims and liability of any nature that may be based upon any
injury or death to persons or damage or destruction to property that may arise out of any error,
omission, or negligent act of Pohl, its principals, employees, agents and contractors, if any. in
performing this Agreement, and Pohl shall. at its own expense, defend the City in any litigation,
pay all attorney's fees including fees of in~house council, damages, court costs or other expenses
that may arise out of that litigation of claims incurred in that connection and satisfy and cause to
be discharged those judgements as may be obtained against the City, its officers, agents or
employees.
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9. Insurance. Pohl shall be responsible for maintaining during the term of this Agreement and
at Its sole cost and expense, the types of insurance coverages and in the amounts described
below. Pohl shall furnish evidence, satisfactory to the City, of all such policies and the effective
dates thereof. During the term hereof, Pohl shall take out and maintain in full force and effect the
following insurance policies, which shall name the City as an additional insured and such
insurance shall not be canceled without at least 10 days prior notice to the city:
(a) Comprehensive public liability insurance, including automobile and property damage,
insuring the City and Pohl against loss and liability for damages for personal injury, death
or property damage arising out of or in connection with the performance by Pohl of its
obligations hereunder, with minimum liability limits of $300,000.00 combined single limit
for personal injury or death and $100,000 property damage in anyone occurrence.
(b) Such workman's compensation, unemployment insurance and similar insurance as may
be required by law.
10. Notices. All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if delivered in person
or deposited in the U.S. Mail, postage prepaid, for mailing by certified mail, return receipt required
and addressed, if to a party of this Agreement, to the address set forth next to such party's
signature at the end of this Agreement, or if to a person not a party to this Agreement, to the
address designated by a party to this agreement in the foregoing manner. Any party may change
his or its address by giving notice in writing, stating his or its new address, to any other party, all
pursuant to the procedure set forth in this section.
11. AssiQnment. Neither party to this Agreement shall assign any right or obligation hereunder
in whole or in part, without the prior written consent of the other party hereto. No assignment or
transfer of any interest under this Agreement shall be deemed to release the assignor from any
such liability or obligation under this Agreement, or cause any such liability or obligation to be
reduced to a secondary liability or obligation.
12. Amendment or Waiver. No amendment, modification or waiver of any condition, provision
or term of this Agreement shall be valid or of any effect unless made in writing, signed by the
authorized representative(s) and specifying with particularity the nature and extent of such
amendment, modification or waiver. Any waiver by any party of any default of the other party
shall not affect or impair any right arising from any subsequent default. Nothing herein shall limit
the remedies or rights of the parties hereto under and pursuant to this Agreement.
13. Attorney's fees and costs. In the event that either party shall be required to commence any
action, retain an attorney, or use in-house council to enforce this agreement the party whose
failure to perform occasioned such action shall pay and discharge all reasonable costs, expenses,
and attorney fees, including fees of in~house council which shall be made or incurred by the other
party .
14. Severability. Each provision of this Agreement is intended to be severable. If any provision
hereof is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect
the validity of the remainder of the Agreement.
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15. Entire Aqreement. This Agreement contains the entire understanding of the parties hereto
in respect to the transactions contemplated hereby and supersedes all prior agreements and
understandings between the parties with respect to such subject matter.
16. Captions, Headinqs and Titles. All captions, headings or titles in the paragraphs or sections
of this Agreement are inserted for convenience of reference only and shall not constitute a part
of the Agreement or act as a limitation of the scope of the particular paragraph or section to which
they apply. As used herein, where appropriate, the singular shall include plural and vice versa
and the masculine, feminine and neuter expressions shall be interchangeable.
17. Counterparts, This Agreement may be executed in multiple counterparts, each of which shall
be one and the same agreement and shall become effective when one or more counterparts have
been signed by each of the parties and delivered to the other party.
18. Parties in interest. This Agreement shall be binding upon, and the benefits and obligations
provided for herein shall inure to and bind, the parties hereto and there respective successors and
assigns, provided that this section shall not be deemed to permit any transfer or assignment
otherwise prohibited by this Agreement. This Agreement is for the exclusive benefit of the parties
hereto and it does not create a contractual relationship with or exist for the benefit of any third
party. including contractors, subcontractors and their sureties.
19. Applicable Law, This Agreement and the rights of the parties hereunder shall be governed
by and interpreted in accordance with the laws of the State of Montana.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in
Bozeman, Montana.
CITY OF BOZEMAN ATTEST:
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JAM S E, WYSOCKI ' RD IN L. SULLIVAN
City Manager Clerk for the Commission
P.O. Box 640
Bozeman, MT 59771-640
Dated this .1l. day of December, 1991.
APPROVED AS TO FORM:
PAUL LUWE
D~~ POHL0J City Attorney
WO
-', . POH ,Landsca~e Architect
422 So. 6th Avenue
Bozeman, Mt 59715
Dated this 4. day of December, 1991.
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EXHIBIT A
SERVICES TO BE PERFORMED BY POHL
Park Masterplan Strategy
The purpose of the Bozeman Park Masterplan is to provide a document or tool which will be used
to guide future development of dedicated park areas, It will aid in decision-making when
opportunities arise for expansion or facility improvements and can be utilized to coordinate any
on site programming or management needs.
The City of Bozeman will provide access to staff, elected officials, and existing maps and other
information to serve as a foundation in the design process, The process for developing the
master plans will follow the implementation strategy as outlined below:
1. Inventory of existinQ site conditions.
Pohl shall gather documented facts relating to all on site facilities and resources for each
of the park sites, Aerial photographs backed up with on site reconnaissance shall form
the basis for inventory data. Other data such as underground utilities and irrigation layout
shall be collected from existing city documents. Existing site resource inventories from
MSU which Po hi is familiar with will aid in further understanding the complexities of each
site.
2. Inventory of community, user QrOUD. and neiQhborhood needs.
Pohl shall coordinate planning sessions at which specific user groups, nearby residents,
and the general public will be invited to participate, A needs list will be generated for each
of the parks based on input from the public, comment from the Park and Recreation
Advisory Board, and recommendations from City Recreation and Park Supervisors.
3. AnalYSis of the site and ProQramminQ of needs.
Pohl shall consolidate all the facts gathered about each of the sites and prepare site
analysis map overlays. This will be a tool leading the conceptual masterplan. Program
needs will be studied in relationship to overall interaction and demand on a community~
wide basis.
4. Masterplan site development maps.
Pohl shall develop an overall site map depicting in a conceptual manner the
recommended future development for each of the parks. All masterplans will be provided
at a working scale of 1 "=50' and shall show pathway and vehicular circulation, sports field
layout, placement of trees and shrubs, facility location such as shelters, playground
equipment, and picnic facilities. It may designate areas for preservation and those for
reduced mowing management.
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5. Written recommendations and specifications.
Pohl shall provide a written description of each park proposal. This philosophy shall
include justification for major new projects. Specific improvements will be described in
detail and may include recommendations with regards to the quality and character of
materials and products. This written report will also summarize the site analysis and
assess the program needs.
6. Prioritized proiect list.
Pohl shall provide a project list for each of the park proposals. Each project list will be
prioritized according to known facts and urgencies at the time of printing. Itemization
within the list will include a description of the work to be accomplished, an estimate of
costs associated with each project, and possible sources of funding support.
7. Parks included for masterplan preparation
Pohl shall prepare masterplans for the parks listed in the table below. This list is
prioritized to indicate which sites shall be investigated first. It also includes an estimate
of time for each task of investigation. This estimate does not include consultant time to
take plans before the City Commission nor any changes which may be required after final
public hearings at City Commission meetings.
PARK INVENTORY ANAL YSIS M.PLAN PROJECT TOTAL
1. Lindley 2 + done 2 + done 3 + done 6 13
2. Valley Unit N. 5 4 8 4 21
3. Graff 7 4 7 4 22
4. Langohr 5 4 7 4 20
5. Southside 4 4 7 4 19
6, Westlake 5 4 7 5 21
7. Bogert 6 4 9 7 26
8. Kirk 6 4 7 4 21
9. 1-90 E. Main 6 4 10 7 27
IUIAL 1 ~u nrs.
8. Preparation and adoption of final report
Pohl shall prepare and distribute 20 copies of each final draft report to be reviewed by the
Recreation and Park Advisory Board, Each park will have a separate final report which
will be made available to the board as soon as it is complete. Pohl will work through the
prioritized list as provided by the board with all reports completed by June 15, 1992. Final
documents incorporating comments from review drafts will be delivered to the Bozeman
Recreation and Parks Advisory Board as soon as each one is complete by no later than
June 30, 1992 so long as the drafts and/or written comments are received by Pohl by
June 15, 1992. The Recreation and Park Advisory Board will present each plan and
recommend adoption before the City Commission. Pohl is not responsible for presentation
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to City Commission. Any changes required after final public review at city commission are
not included in this contract.
9. Time for completion of Services
Pohl shall complete the services outlined by June 3D. 1992. unless otherwise delayed by
no fault of his own.
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EXHIBIT B
FEES AND EXPENSES
1. Labor expenses
Labor expenses are those incurred by Pohl by way of salaries, benefits, insurance,
statutory employee protection, and similar contributions directly engaged by services
performed under this agreement. Hourly rates to be paid to Pohl by the City are as
follows:
A. Principal $25.00
B. Technical support 10.00
C. Secretarial support 6.00
2. Reimbursable expenses
Reimbursable expenses are those incurred by Pohl in addition to labor expenses and
include:
A. travel, lodging, and meal expenses incurred while performing the services
set forth in this agreement for all phases of the work;
B. communications expenses including postage and handling, telephone, and
facsimile transactions:
C. graphics production costs such as film and photo processing, blueprinting,
photocopying, offset photography, and graphics production equipment and
materials used directly for the services set forth in this agreement; and
The City shall compensate Pohl one and one~tenth (1.1) times the actual costs of
reimbursable expenses.
3. Payments to Pohl from the city
Payments shall be made monthly to Pohl after an itemized statement for labor and
reimbursable expenses, including receipts for reimbursable expenses, is submitted to the
City.
4. Basis of compensation
Payments from the City to Pohl shall total, and not exceed, $5,000 upon completion of the
services set forth in this agreement.
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Contract Amendment
Triis is an amendment to the agreement made the 23 day of December, 1991 , between
the CIty of BozsrnanJ1ontana, and DICk POid, lanascape archItect of Bozeman Montana.
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Exrl1blt A.
f:'arts me hJoe\j Tor rnasterp 1 an preDarat lOn
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II PARK _J.MVENIORL~_ANAL y~~" M. PLAN ._ PROJECT TOTAL i\
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I ~.,\l'.Al!T. E.. V!EW: II I i II I
I, 'Jr'~~H'''~ I l I I
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i.! .'J-".;~':, I I : i "- \. !
" nours Ci'wried ! Iii I
over from I I I I
Il~f~~;~~;~~~\: i I : I_~_____I
9 Tlrne for cornoletlOn of Servlce5
POI"ll :31-\:311 cornplete tile servlces as arnended above tlY Decemtler 31) 1992,
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unless OUlerWlse delayed by no fault of hlS OWTL
Exhiblt B,
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Payments from the city to Pohl shall total., and not exceed, $6,250 upon
completlOn of the s;er'\./lces set forth m th1S agreement
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IN WITNESS WHEREOF, t.he part18s hereto have casued thi~, Agreement
to De executed in Bozeman, ["'lontana
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,J lE~: E 'NYSOCn "" "\ ROBIN L .sULLIVr\t~
CHy f"'lanager Clerk for the CommlsslOn
POBox 640
Boz8rnan. tH 59771-640
Dated thls.lL day of i\ugust, 1992
D'S PO~L ...,)
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DICK POHL Landscape Arcilitect.
422, So 6 _h I\venue
Bozeman, f1T ~9715
Dated this //1, d'lY of August, 1992
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December 19, 1991
TO: James E. wysocki, City Manager
FROM: Phillip J. Forbes, Director of Public service~:-
RE: Parks Masterplans Contract
The attached contract with Dick pohl is the culmination of the
consultant selection procedure begun in July, The contract
includes nine parks, as prioritized with the Parks & Recreation
Advisory Board.
The city Attorney and I have reviewed the language of the
contract and I hereby recommend approval. please contact me if
you have any questions.
cc: John McNeil, Parks superintendent
Sue Harkin, Recreation Superintendent