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HomeMy WebLinkAboutUWMilwaukee Anthropology/2015 CIP Archaeological Investigations CITY OF OSHKOSH DEPARTMENT OF PUBLIC WORKS 215 CHURCH AVENUE, P.O. BOX 1130, OSHKOSH, WI 54903-1130 PHONE: (920) 236-5065 FAX(920) 236-5068 LETTER OF TRANSMITTAL To: Ms. Jennifer R. Haas, M.A. Date: November 19, 2014 University of Wisconsin-Milwaukee Sub�ect: Executed Agreement Dept of Anthropology-Sabin 290 2015 CIP Archaeological PO Box 413 Investi ations Milwaukee, WI 53201 Please find: � Attached ❑ Under Separate Cover ❑ Copy of Letter � Contracts ❑ Amendment ❑ Report ❑ Agenda ❑ Meeting Notes ❑ Photos ❑ Mylars ❑ Change Order ❑ Plans ❑ Specifications ❑ Estimates ❑ Diskette ❑ Zip Disk ❑ Other Quantit Description � Executed A reement These are being transmitted as indicated below: ❑ For Approval � For Your Use ❑ As Requested ❑ For Review& Comment Remarks: Enclosed is a copy of the executed agreement for the 2015 CIP archaeological investigations. This agreement was also e-mailed to Mark Doremus, as well. A City of Oshkosh Purchase Order will follow shortly. Please reference this Purchase Order number and the individual Project Authorization Form number on all of your invoices. If you have any questions, please contact us. City Attorney's Office –Copy °� City Clerk's Office –Original cc: File – Original Signed: — T c L. Taylo I:\Engineering�2015 CONTRACTSWrcheological Review Contrect\UWM LOT-Executed Agreemnt-2015 CIP Inv_11-19-14.docx AGREEMENT This AGREEMENT, made on the � day of D✓E'(� , 2014, by and between the CITY OF OSHKOSH, party of the first part, hereinafter referred to as CITY, and BOARD OF REGENTS OF THE UNIVERSITY OF WISCONSIN ON BEHALF OF THE UNIVERSITY OF WISCONSIN-MILWAUKEE ("University"), Department of Anthropology-Sabin 290, PO Box 413, Milwaukee, WI 53201, party of the second part, herei�after referred to as the CONSULTANT, WITNESSETH: That the CITY and the CONSULTANT, for the consideration hereinafter named, enter into the following AGREEMENT for ARCHAEOLOGICAL INVESTIGATIONS FOR CALENDAR YEAR 2015 CAPITAL IMPROVEMENT PROJECTS. ARTICLE I. PROJECT MANAGER A. Assignment of Project Manager. The CONSULTANT shall assign the following individual to manage the PROJECT described in this AGREEMENT: Jennifer R. Haas, M.A. — Principal Investigator B. Changes in Project Manager. The CITY shall have the right to approve or disapprove of any proposed change from the individual named above as Project Manager. 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 AGREEMENT: James Rabe, P.E., CPESC — Civil Engineering Supervisor ARTICLE III. SCOPE OF WORK The CONSULTANT shall provide the general services described below: • On-call consulting to the CITY for compliance with Wisconsin Statute 44.40 and 157.70; • Securing permission from the Wisconsin Historical Society, on behalf of the CITY to construct within the burial sites as per Wisconsin Statute 157.70: o Conducting Phase I archaeological survey o Providing qualified archaeologist for monitoring during construction o Preparing Phase I and monitoring reports for submittal to the Wisconsin Historical Society; • Assistance relative to Wisconsin Department of Natural Resources (WDNR) permits that require clearance per Wisconsin Statute 44.40 and 157.70: o Conducting Phase I archaeological survey o Providing a qualified archaeologist for monitoring during construction I:\Engineering12015 CONTRACTSVircheological Review Contract\UWM Agreemnt-Archaeological Inv_10- Page � Of rJ 16-14.docx o Preparing Phase I and monitoring reports for submittal to the WDNR and the Wisconsin Historical Society These services will be detailed further within individual Project Authorizations. Project Authorizafion form is attached to this AGREEMENT. CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect CONSULTANT's cost of or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT. All reports, drawings, specifications, computer files, field data, notes, and other documents and instruments prepared by the CONSULTANT as instruments of service ("Data") shall remain the property of the CITY; provided, however, that CONSULTANT shall and hereby does receive a non-exclusive, sub-licensable, perpetual, royalty-free, fully-paid, irrevocable, worldwide right and license to use, make, have made, distribute, reproduce, duplicate, utilize, and operate the Data for academic, research, and educational purposes. ARTICLE IV. STANDARD OF CARE The standard of care applicable to CONSULTANT's services will be the degree of skill and diligence normally employed by professional consultants or consultants performing the same or similar services at the time said services are performed. CONSULTANT will re-perform any services not meeting this standard without additional compensation. ARTICLE V. CITY RESPONSIBILITIES The CITY shall furnish, at the CONSULTANT's request, such information as is needed by the CONSULTANT to aid in the progress of the PROJECT, providing it is reasonably obtainable from City records. To prevent any unreasonable delay in the CONSULTANT's work, the CITY will examine all reports and other documents and will make any authorizations necessary to proceed with work within a reasonable time period. ARTICLE VI. TIME OF COMPLETION The work to be performed under this AGREEMENT shall be commenced and the work completed within the time limits as agreed upon in the CONSULTANT's Project Authorization. The CONSULTANT 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 responsibte for damages arising directly or indirectly from any delays for causes beyond the CONSULTANT's control. For the purposes of this AGREEMENT, such causes include, but are not limited to, strikes or other labor disputes, severe weather disruptions or other natural disasters, failure of performance by the CITY, or discovery of any hazardous substances or differing site conditions. If the delays resulting from any such causes increase the time required by the CONSULTANT to perform its services in an orderly and efficient manner, the CONSULTANT shall be entitled to an equitable adjustment in schedule. I:\Engineering�2015 CONTRACTSWrcheological Review ContractlUWM Agreemnt-Archaeological Inv_10- Pa9e 2 Of 5 16-14.docx ARTICLE VII. COMPONENT PARTS OF THE AGREEMENT This AGREEMENT consists of the following component parts, all of which are as fully a part of this AGREEMENT as if herein set out verbatim, or if not attached, as if hereto attached: 1. This Instrument 2. Individual Project Authorization Form In the event that any provision in any of the above component parts of this AGREEMENT 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. ARTICLE VIII. PAYMENT A. The Agreement Sum. The CITY shall pay to the CONSULTANT for the perFormance of the AGREEMENT the total sum as set forth below, adjusted by any changes hereafter mutually agreed upon in writing by the parties hereto: • Time and Materials Not to Exceed $25,000 (Twenty-Five Thousand Dollars). B. Method of Payment. The CONSULTANT shall submit itemized monthly statements for services. All Project Authorization Forms shall have a unique task code assigned. All invoices shall clearly identify invoice amount per task code. The CITY shall pay the CONSULTANT within thirty (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 CONSULTANT a statement as to the reason(s) for withholding payment. C. 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 covered under the subject amendment. ARTICLE IX. HOLD HARMLESS To the extent authorized by the laws of the State of Wisconsin governing liability of State agencies, including in particular Sec. 893.82 and 895.46(1) of the Wisconsin Statutes, 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, his/her agents or assigns, his/her employees, or his/her subcontractors related however remotely 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. I:\Engineering12015 CONTRACTSWrcheological Review Contract\UWM Agreemnt-Archaeological Inv_10- Pa9e 3 Of rJ 16-14.docx 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), or damages to person or property arising out of re-use of the documents without consent 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. ARTICLE X. INSURANCE The CONSULTANT is self-funded for liability (including general, professional, and automobile) under Secs. 895.46, 893.82, and 20.505(2)(k) of the Wisconsin Statutes. This protection provides coverage of the University's officers, employees, and agents, while in the course and scope of their duties. The State of Wisconsin Liability Program is funded to pay in excess of $1 million for negligent acts or omissions of its officers, employees, and agents, in accordance with the statutes. Coverage is continuous under the law. ARTICLE XI. TERMINATION A. For Cause. If the CONSULTANT shall fail to fulfill in timely and proper manner any of the obligations under this AGREEMENT, the CITY shall have the right to terminate this AGREEMENT by written notice to the CONSULTANT. In this event, the CONSULTANT shall be entitled to compensation for any satisfactory, usable work completed. B. For Convenience. The CITY may terminate this AGREEMENT at any time by giving written notice to the CONSULTANT no later than ten (10) calendar days before the termination date. If the CITY terminates under this paragraph, then the CONSULTANT shall be entitled to compensation for any satisfactory work performed to the date of termination. 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. ARTICLE XII. RE-USE OF PROJECT DOCUMENTS All reports, drawings, specifications, documents, and other deliverables of CONSULTANT, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. CITY agrees to indemnify CONSULTANT and CONSULTANT's officers, employees, subcontractors, and affiliated corporations from all claims, damages, losses, and costs, including, but not limited to, litigation expenses and attorney's fees arising out of or related to the unauthorized re-use, change, or alteration of these project documents. ARTICLE XIII. SUSPENSION, DELAY, OR INTERRUPTION OF WORK CITY may suspend, delay, or interrupt the services of CONSULTANT for the convenience of CITY. In such event, CONSULTANT's contract price and schedule shall be equitably adjusted. I:\Engineering12015 CONTRACTS1Archeological Review ContractlUWM Agreemnt-Archaeological Inv_10- Page 4 Of rJ 16-14.docx ARTICLE XIV. NO THIRD-PARTY BENEFICIARIES This AGREEMENT gives no rights or benefits to anyone other than CITY and CONSULTANT and has no third-party beneficiaries. In the Pre enCe Of: CONSULTANT ', oigita��ysiq�ed by � �--f com.apple.kerberos.kdc '�f�,,,�`l %��� DN:cn=com.apple.kerberos.kdc, 6 � ''---- o=System Identity By: U Date:2074.11.11 10:08:32-OS'00' (Seal of Consultant John D. Richards, Director, UWM-CRM if a Corporation.) (Specify Title) � � ��y�,/n -.V �� T'honM�R.Ms�eusNn By: �� On behalf of tMe Board of Rege�� (Specify Title) NOV 1 1 2014 CITY OF OSHKOSH � By: .��'''�-`�-�-- ���6����, (Witness) _Ma A. Rohloff, City Manag r ` � � �� r � � , �--- And: � ?i _\ (Witness) Pamela R. Ubrig, City Clerk J APP OVED: I hereby certify that the necessary provisions have been made to pay the liability which ' will accrue under this AGREEMENT. -_-- ity Attorney' �' ��� � �� �,�rn Ci�y Comptroller I:\Engineering�2015 CONTRACTS1Archeological Review Contract\UWM Agreemnt-Archaeological Inv_10- Page 5 Of 5 16-14.docx PROJECT AUTHORIZATION NUMBER ("Work Order") Owner: Citv of Oshkosh Department Public Works Authorized Office: 215 Church Avenue, P.O. Box 1130, Oshkosh, Wisconsin 549fl3-1130 OwnerAuthorized Representative: James Rabe, P.E., CPESC, Civil Engineerinq Supervisor Owner Invoicing Contact: Tracy Taylor City of Oshkosh Department of Public Works PO Box 1130 Oshkosh, WI 54903-1130 Telephone No. (920)236-5065 FAX No. (920)236-5068 E-Mail Address ttaylorCa�ci.oshkosh.wi.us University of Wisconsin-Milwaukee Project Number: City of Oshkosh Purchase Order Number: The authorizing office requires performance of the following described Services: Form of Compensation: � Time and Materials Not to Exceed: $ Additional Terms and Conditions: None Authorized Services shall be performed in accordance with the terms and provisions of the agreement between University of Wisconsin-Milwaukee and the City of Oshkosh, dated , authorized . This Project Authorization shall be effective only upon date of signature of an authorized representative of the City of Oshkosh. Board of Regents of the University of City of Oshkosh Department of Public Works Wisconsin on behalf of the University of Wisconsin-Milwaukee Authorized Representative Signature Authorized Representative Signature Authorized Representative Name Authorized Representative Name Date: Date: I:\Engineering12015 CONTRACTSWrcheological Review ContractlUWM Agreemnt-Archaeological Inv Blank Page 1 of 1 Proj Auth_10-16-14.docx