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HomeMy WebLinkAboutGreen Valley Home Inspection Services & Oshkosh AGREEMENT THIS AGREEMENT, made on theme_day of bdober , 2016, by and between the CITY OF OSHKOSH, party of the first part, hereinafter referred to as CITY, and Green Valley Home Inspection Services, LLC, 629 Waugoo Avenue Oshkosh,Wisconsin 54941, 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. ARTICLE 1. ENGAGEMENT AS INDEPENDENT CONTRACTOR /CREDENTIALS The relationship between the City and Contractor created under this Agreement is that of principal and independent contractor. Neither the-terms of this Agreement nor the performance thereof is intended to create an employer/employee relationship. The Contractor or his/her employee will be performing the inspections work pursuant to this agreement, except for potentially billing or other office management functions. Contractor shall not delegate, transfer or assign its duties or responsibilities under this Agreement without written consent of the City. ARTICLE 11. CITY REPRESENTATIVE The City shall assign the following individual to manage this Agreement: John Zarate, Chief Building Official ARTICLE 111. SCOPE OF WORK The Contractor shall provide building inspection services for both residential and commercial buildings on an as needed basis. The City has adopted various ordinances related to Municipal Codes: property maintenance, public nuisances, zoning and housing code. The Contractor, at his/her expense, shall at all times maintain proper qualifications, to perform the duties for which he/she agrees to perform pertaining to this service agreement, and must have personal knowledge of all applicable codes. Inspections shall be completed in accordance with the requirements and specifications as outlined by Municipal Codes. Contractor will be notified via email or fax by the City representative of the specific work to be performed, as well as a time frame in which such work shall be completed. The Contractor shall contact the property owner to make arrangements for their inspections. Inspections shall be performed during normal business hours, Monday through Friday, and with the exception of observed legal holidays. Contractor shall inform the Inspections Division before and after inspections on the day of completion. Contractor shall act under the direction of the City Inspections Division. All,_._. ..-- y x. instructions to the Contractor shall be in writing and in a form that will adequately describe the City's expectations. The Contractor shall provide appropriate documentation to the City regarding his/her inspection activities. Appropriate written documentation necessary for inspections shall be determined in conjunction with the Inspections Division but shall, at a minimum, include the date and time of inspection, a brief summary of the work performed, the property owner(s) and/or tenant(s) present at the site during the inspection, any conclusions after the inspections, his/her opinion regarding whether or not applicable codes are being followed, and any problems or issues that remain after the particular inspection. Contractor shall make available a telephone number that the City, property owner, and/or tenant may use to discuss with him/her any work performed or to be performed by the Contractor. Contractor shall document all telephone calls related to his/her work for the City and provide such documentation to the City, Documentation shall include the date, time, and summary of any discussions. Contractor shall fully cooperate with the City regarding any Code problems with any structure, including meetings at City Hall to discuss issues, assistance in preparation of an ordinance violation citation or civil lawsuit, assistance as a witness for legal matters in which the City is involved as a plaintiff, defendant, or 3rd party witness. All reports, drawings, specifications, computer files, field data, notes and other documents and instruments prepared by the Contractor as instruments of service shall remain the property of the City. Any document related to this agreement, whether in electronic or paper form, is considered a public record and shall be provided to the City upon request. The contractor may provide the City with an explanation of why they believe any document should not be released to the public. The City shall make all final determinations regarding the existence or release of any document related to this agreement, ARTICLE IV. CONDUCT The Contractor will be performing tasks for the City that may, in some cases, lead to acrimonious interactions with property owners and/or building contractors. Abusive or unprofessional language or actions towards others by the Contractor while performing these inspections functions are prohibited and will not be tolerated. Similarly, the Contractor shall not be expected to tolerate others who are abusive or inconsiderate to the Contractor. The Contractor shall remove him/herself from all situations involving abusive or unprofessional language or actions, regardless of who instigates such events. After removing him/herself from such situation, the Contractor shall provide the City with written documentation describing the event. Failure to comply with these requirements will constitute "cause" which may result in the immediate termination of this agreement. ARTICLE V. 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 2 "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 farm 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 do 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 VI. REPONSIBILITIES A. CITY RESPONSIBILITIES. The City shall furnish, at the Contractor's request, such information as is needed by the Contractor to perform Contractor's duties under this Agreement. To prevent any unreasonable delay in the Contractor'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. The City shall provide the Contractor web-based access to City e-mail and Evolve programs for all code enforcement documentation. B. CONTRACTOR RESPONSIBILITIES. The Contractor shall provide all equipment and vehicles necessary for completion of the scope of services, including but not limited to: computer, tablets, telephone and camera. ARTICLE VII. TIME OF COMPLETION The Contractor/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 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, severe weather disruptions or other natural disasters, or failure of performance by the City. Performance Measures: 'l. Two business days from the time the complaint is received to the time investigation is completed. 2. Thirty days for violation correction. 3 ARTICLE VIII. PAYMENT A. The Contract Sum. The City shall pay to the Contractor/Consultant for the performance of the contract $2,000.00 to be paid monthly upon invoice for the months of April, May, June, July, August, September, October, and November and $750.00 to be paid monthly upon invoice for the months of December, January, February and March. Contractor shall notify the City in advance of any weeks in which he/she will not be available due to vacations or other anticipated absences. B. 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. C. No Additional Costs. The amount set forth in paragraph A shall include the entire amount due to Contractor for his/her services. Contractor shall not be entitled to any additional costs or expenses incurred in the performance of the work under this Agreement. ARTICLE IX. CONTRACTOR TO HOLD CITY HARMLESS The Contractor/Consultant covenants and agrees to protect and hold the City of Oshkosh harmless against all actions, claims and demands of any kind or character whatsoever which may in any way be caused by or result from the intentional or negligent acts of the Contractor/Consultant, his/her agents or assigns, his/her employees or his/her subcontractors related however remotely to the performance of this Contract 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. Subject to any limitations contained in Sec 893.80 and any similar statute, of the Wisconsin Statutes, the City agrees to hold Contractor, its officers, officials, employees, and agents 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 the terms of this Agreement where such liability is founded upon or grows out of the acts of omission of any City's officers, employees, or agents while acting within the scope of their employment Nothing in this Agreement is intended as a waiver of the municipality's right or opportunity to rely upon the municipal limitations and immunities contained within Wisconsin law. Municipal immunities and limitations include, but are not limited to, Sections 345.05, 893.80, and 893.83, Wisconsin Statutes. Such damage limits, caps and immunities are intended to be preserved and are incorporated into this agreement and shall govern all disputes, contractual or otherwise, as they apply to the municipality and its agents, officers, and employees 4 ARTICLE X. INSURANCE The Contractor/Consultant shall carry insurance according to the attached City of Oshkosh Insurance Requirements. ARTICLE XI. TERM This Agreement shall commence on October 2, 2016 and shall terminate on or before September 30, 2017 unless terminated earlier by one of the parties as provided in Article XII. ARTICLE XII. TERMINATION A. At Any Time For Cause. If the Consultant shall fail to fulfill in timely and proper manner any of the obligations under this Agreement at any time, the City shall have the right to terminate this Agreement by written notice to the Contractor/Consultant. Either party may terminate this agreement with or without cause upon providing a 30 day notice to the other party. In this event of termination of this Agreement the Contractor/Consultant shall be entitled to compensation for any satisfactory work completed. ARTICLE XIII. ENTIRE AGREEMENT/AMENDMENTS This Agreement contains the entire agreement of the parties with respect to the subject matter of this Agreement, and supersedes all prior proposals, negotiations, agreements and understandings with respect thereto. This Agreement may only be amended by a written document duly executed by both parties. ARTICLE XIV. GOVERNING LAW This license Agreement shall be interpreted, enforced, and governed by the laws of the State of Wisconsin, and any disputes shall be resolved in Winnebago County, Wisconsin. ARTICLE XV. SEVERABILITY The determination by a court of competent jurisdiction that any term of this Agreement is invalid, illegal, or unenforceable shall not invalidate the remainder of the Agreement. [signature page to follow] 5 In the Presence of: CONTRACTOR By: (Seal of Contractor (Specify Title) S�nr, Lac if a Corporation.) CITY OF OSHKOSH By: Mai k A. Rohloff, City Man ger (Vllitness} ` _W And: tet_ % 1 fitness) Pamela R. Ubrig, City Clef k APPROVED: I hereby certify that the necessary provisions have been made to pay the liability which will accrue v� under this contract. ity Attorney finance Director 6