HomeMy WebLinkAboutAgreement McMahon 2022 • RECEIVED i L/
MAR 16 2022 �-C.>
AGREEMENT CITY CLERK'S OFFICE
THIS AGREEMENT, made and effective on the 13th day of January, 2022, by and
between the CITY OF OSHKOSH, party of the first part, hereinafter referred to as CITY,
and McMAHON, 1445 McMahon Drive, Neenah, Wisconsin, party of the second part,
hereinafter referred to as the (CONTRACTOR),
WITNESSETH:
That the City and the Contractor, for the consideration hereinafter named, enter into
the following Agreement. The Contractor's proposal is attached hereto and reflects the
agreement of the parties except where it conflicts with this agreement, in which case this
agreement shall prevail.
ARTICLE I. CONTRACTOR'S REPRESENTATIVE
A. Assignment of Contractor's Representative. The Contractor shall assign the following
individual to perform the services described in this contract and be the main point of
contact between the City and Contractor:
Michael J. McMahon, ALA
B. Changes in Contractor's Representative. The City shall have the right to approve or
disapprove of any proposed change from the individual named. The City shall be provided
with a resume or other information for any proposed substitute and shall be given the
opportunity to interview that person prior to any proposed change.
ARTICLE II. CITY REPRESENTATIVE
The City shall assign the following individual to manage the project described in this
contract:
John Zarate, Chief Building Inspector
ARTICLE III. SCOPE OF WORK
The Contractor shall provide Commercial Building Plan Reviews for Buildings other than
those exempted per Table 361.30-1, in a manner consistent with Chapter SPS 361 to 366
of the Wisconsin Administrative Code.
Upon completion of the commercial building plan review by Contractor, Contractor will
transmit via email its recommendations to allow the City to prepare a Letter of Conditional
Approval or other correspondence as deemed appropriate. Contractor's email shall
contain an electronic signature and contact information for the person responsible for the
review and shall also provide a summary of the work completed and any communication
with the applicant or others related to the plans. Contractor shall be available to discuss
and promptly answer questions regarding the plan review.
1
ARTICLE IV. CITY REPONSIBILITIES
The City shall provide the following:
• In-take, verification and distribution of adequate applications, fees and construction
document information to all appropriate parties
• Review, editing and distribution of adequate applications, fees and construction
document information to all appropriate parties
• Plumbing Reviews
• IFC Compliance Reviews
• Site Plan Reviews
• On-Site Inspections
• Early Start Permits
ARTICLE V. SUBMISSION OF MATERIAL AND RECORDS
Contractor requires only one copy of all submission material for review. Although not
required, submission by electronic means is preferred over hard-copy.
All reports, drawings, specifications, computer files, email or other correspondence, field
data, and other documents and instruments prepared by the Contractor as instruments of
service shall be retained by Contractor and shall be and remain the property of the City.
Contractor acknowledges and understands that City is a governmental entity and subject to
Wisconsin's Public Records Law. Contractor's written documents collected and prepared
under this agreement are subject to that same Wisconsin Public Records law through
Contractor's entry into this agreement. Contractor agrees that it will fully and completely
cooperate with the City to provide all documents related to this agreement to the City to
allow the City to evaluate the documents and respond to any records requests. The City
agrees to notify the Contractor before releasing any related documents according to the
Public Records law.
ARTICLE VI. TERM / TIME OF COMPLETION
A. The initial Term of this Agreement shall begin on January 1, 2022 and end on
December 31, 2023. This Agreement will be renewed for two (2) additional one (1) year
periods at the option of the City, provided the City notifies Contractor in writing of its
intention to renew at least sixty (60) days before the end of the initial or a renewal period.
The terms of this paragraph are not intended to alter each party's Termination rights as
described in this Agreement.
B. Upon receipt of the complete submission information, Contractor will review and
provide its recommendations to the City within five (5)working days beginning the day of
receipt if received prior to 10:00 AM or beginning the following day if received after 10:00
AM. Contractor will notify the City of any obvious incomplete information the day of receipt.
If Contractor notifies the City of incomplete information in a submission,the five (5)working
day period shall begin upon Contractor's receipt of the required information. City and
Contractor agree that the review of Submissions received during the weeks immediately
2
preceding and following Christmas and New Year may be delayed due to limited staff
availability during those periods of time. Contractor shall notify the City of any potential
delays as they arise.
The Contractor shall perform the services under this agreement with reasonable diligence
and expediency consistent with sound professional practices. The City agrees that the
Consultant is not responsible for damages arising directly or indirectly from any delays for
causes beyond the Contractor's control. For the purposes of this agreement, such causes
include, but are not limited to, failure of applicants to provide necessary or requested
information; severe weather disruptions or other natural disasters, or failure of performance
by the City. If the delays resulting from any such causes increase the time required by the
Contractor to perform its services in an orderly and efficient manner, the Contractor shall
be entitled to an equitable adjustment in schedule.
ARTICLE VII. COOPERATION IN LITIGATION AND AUDITS
Contractor shall fully and completely cooperate with the City, the City's insurer, the
City's attorneys, the City's Auditors or other representative of the City (collectively, the
"City" for purposes of this Article) in connection with (a) any internal or governmental
investigation or administrative, regulatory, arbitral or judicial proceeding (collectively
"Litigation") or internal or governmental Audit, with respect to matters relating to this
Agreement; other than a third party proceeding in which Contractor is a named party
and Contractor and the City have not entered into a mutually acceptable joint defense
agreement.
Such cooperation may include, but shall not be limited to, responding to requests for
documents and/or other records, and making Contractor's employees available to the
City (or their respective insurers, attorneys or auditors) upon reasonable notice for: (i)
interviews, factual investigations, and providing declarations or affidavits that provide
truthful information in connection with any Litigation or Audit; (ii) appearing at the
request of the City to give testimony without requiring service of a subpoena or other
legal process; (iii) volunteering to the City all pertinent information related to any
Litigation or Audit; and (iv) providing information and legal representations to auditors in
a form and within a timeframe requested.
City shall reimburse Contractor for reasonable direct expenses incurred in connection
with providing documents and records required under this paragraph and may require,
at the City's sole discretion, such expenses to be documented by receipts or other
appropriate documentation. Reasonable direct expenses include costs, such as
copying, postage and similar costs; but does not include wages, salaries, benefits and
other employee compensation. Contractor shall not be entitled to additional
compensation for employee services provided under this paragraph.
ARTICLE VIII. PAYMENT
A. The Contract Sum. It is the parties' intention that the compensation to be paid by the
City and received by the Contractor will be consistent with plan review charges and fees
that the City is authorized to collect from those submitting plans as set forth in the
Wisconsin Administrative Code. The City agrees to pay the Contractor the fee(s) as
specified in Wisconsin Administrative Code Section SPS 302.31, as may be amended, or
3
per other applicable code section describing appropriate review fees and charges, that the
City is authorized to collect from those submitting plans for review. The fees shall consist
of the fees currently indicated in Table 302.31-2 for the size of building and/or type of
application requested less those corresponding fees listed in Table 302.31-3. However,
review fees and charges developed by the State that may otherwise be owed to the
Contractor for plan review shall be reduced by any amounts that the City is required to pay
the State, including as the Delegated Municipalities Fees identified in SPS 361.61(2)(b)
and SPS 302.31(1)(h). The City shall identify for the Contactor any such deductions that
will reduce amounts owed by the City to the Contractor. The"FEE FOR PLAN ENTRY" as
currently defined in SPS 302.31(2) shall not be part of the compensation to be paid to
Contractor. (See attached Section 302.31)
B. Maximum Annual Payment. The maximum value of this Agreement for each calendar
year shall be $50,000.00. Each parties' obligations for any particular calendar year shall
end upon reaching the limitation, pending further extensions of the base maximum value.
At such time as the maximum value of the contract is reached, the City and the Contactor
shall negotiate in good faith any extension of the base maximum value. The extension of a
base maximum value in one calendar year shall not act to extend the base maximum value
in any subsequent year.
C. Method of Payment. The Contractor/Consultant shall submit itemized monthly
statements for services. The City shall pay the Consultant within 30 calendar days after
receipt of such statement. If any statement amount is disputed, the City may withhold
payment of such amount and shall provide to Contractor/Consultant a statement as to the
reason(s) for withholding payment.
D. Additional Costs. Costs for additional services shall be negotiated and set forth in a
written amendment to this agreement executed by both parties prior to proceeding with the
work subject to additional costs covered under the subject amendment.
ARTICLE IX. CONTRACTOR TO HOLD CITY HARMLESS
The CONSULTANT covenants and agrees to protect and hold the City of Oshkosh
harmless against all actions, claims, and demands which may be to the proportionate
extent caused by or result from the intentional or negligent acts of the CONSULTANT, its
agents or assigns, its employees, or its SUBCONSULTANT related to the performance of
this Agreement or be caused or result from any violation of any law or administrative
regulation, and shall indemnify or refund to the CITY all sums including court costs,
attorney fees, and punitive damages which the CITY may be obliged or adjudged to pay
on any such claims or demands within thirty (30) days of the date of the CITY's written
demand for indemnification or refund for those actions, claim, and demands caused by or
resulting from intentional or negligent acts as specified in this paragraph.
Subject to any limitations contained in Sec.893.80 and any similar statute,of the Wisconsin
Statutes,the City further agrees to hold CONSULTANT harmless from any and all liability,
including claims, demands, losses, costs, damages, and expenses of every kind and
description (including death),which may be to the proportionate extent caused by or result
from the intentional or negligent acts of the CITY, its agents or assigns, its employees, or
4
its SUBCONSULTANTS related to the performance of this Agreement or be caused or
result from any violation of any law or administrative regulation, where such liability is
founded upon or grows out of the acts or omission of any of the officers, employees or
agents of the City of Oshkosh while acting within the scope of their employment.
It is the intention of the parties to this Agreement that each party shall be solely responsible
for its own actions and activities and the actions and activities of its own officers,
employees and agents while acting within the scope of their employment
ARTICLE X. INSURANCE
The Contractor shall carry insurance to cover its negligence and other obligations related to
this Agreement which includes the City and its employees and agents as additional
insureds for work required by this Agreement. The Contractor's insurance must be primary
insurance. The type of insurance and coverages must conform to the attached City of
Oshkosh Insurance Requirements.
ARTICLE Xl. TERMINATION
Either party to this Agreement may terminate this contract at any time by giving written
notice to the other party no later than 10 calendar days before the termination date. If the
Agreement is terminated, then the Contractor shall be entitled to compensation for any
satisfactory work performed to the date of termination. Contractor's duties and
responsibilities regarding submission of materials, cooperation, and hold harmless shall
survive the termination of this Agreement.
ARTICLE XII. COMPONENT PARTS OF THE CONTRACT
This contract consists of the following component parts, all of which are as fully a part of
this contract as if herein set out verbatim, or if not attached, as described to the satisfaction
of both parties:
1. This Instrument
2. Contractor/Consultant's Proposal (if any and only if attached)
In the event that any provision in any of the above component parts of this contract
conflicts with any provision in any other of the component parts, the provision in the
component part first enumerated above shall govern over any other component part which
follows it numerically except as may be otherwise specifically stated.
This document and any specified attachments contain all terms and conditions of the
Agreement and any alteration thereto shall be invalid unless made in writing, signed by
both parties and incorporated as an amendment to this Agreement.
[signature page follows]
5
In the Pr senc of: MCMAHON
CCBy:
�1�2 /7—R_'n S C•0 13 F--0 is ael J. McMahon, AIA
9cutive Vice President
(Seal of Contractor if a Corporation.)
CITY OF OSHKOSH
(Yr) By:
,WS-0Urk A. Rohloff, City Manager
(Witness)
And: ;) n }i'`,
(Witness) Je i Balcom, City Clerk
APPROVED: I hereby certify that the necessary
�.� provisions have been made to
"),,v1,,O)411 pay the liability which will accrue
under this contract.
City Attorney
�v—
City Comptroller
6