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HomeMy WebLinkAboutR-2005-189 Karuna Berryman AgreementRESOLUTION NO. R 2005 189 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to execute a professional service agreement between the City of Yakima and Karuna Berryman for professional services related to editing the City's Comprehensive Plan Update. WHEREAS, the City requires speeial»ed services to edit the draft and final City of Yakima Comprehensive Plan Update which must be submitted to the State of Washington Department of Trade and Economic Development.no later than December 31, 2006, and WHEREAS, Contractor has the experience and expertise necessary to assist the City in preparing a final document that will be well organized, dear and understandable for use by the general public, and. WHEREAS, the sperial»ed services will improve the utility of this important Planning document to the development industry and the entire community, now therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized and directed to execute a professional services agreement substantially similar to the attached "Professional Services Agreement" between the City of Yakima and Karuna Berryman for professional services related to editing the City's Comprehensive Plan Update. ADOP 1'EU BY THE CITY COUNCIL this 6th day of December, 2005. 1 Paul P. George, Mayor ATTEST: City Clerk PROFESSIONAL SERVICES AGREEMENT THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter "Agreement") is made and entered into by and between the City of Yakima, a Washington municipal corporation (hereinafter the "City"), and Kartma Berryman, (hereinafter "Contractor"). WHEREAS, the City requires specialized services to edit the draft and final City of Yakima Comprehensive Plan Update which must be submitted to the State of Washington Department of Trade and Economic Development no later than December 31, 2006, and WHEREAS, Contractor has the experience and expertise necessary to assist the City in preparing a final document that will be well organized, clear and understandable for use by the general public, and. WHEREAS, the specialized services will improve the utility of this important Planning document to the development industry and the entire community, and NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements set forth herein, it is agreed by and between the City and Contractor as follows: 1. Scope of Services. Contractor shall provide services, staff, specialized equipment, and otherwise do all things necessary for or incidental to the performance of work in conjunction with: A. Meet with the multiple staff authors preparing the ten sections that make up the City of Yakima's Comprehensive Plann Update to establish a style guide for the document. B. Meet with each "staff author" individually to review and comment on draft work completed to date. C. Read and edit all work on the draft document prepared by "staff authors" to provide a single consistent voice throughout a document organized and written to be understandable to the general public. The draft update must be completed and ready for public review by April 15, 2006. D. Review and edit final Comprehensive Plan Update incorporated comments from the Regional Planning Commission and City Council. 2. Term. The term of this Agreement shall commence upon execution hereof and shall terminate on 12:00 p.m., December 31, 2006, unless sooner terminated by either party m accordance with Section 17 or Section 18 of this Agreement. 3. Consideration. The City shall pay the Consultant for services rendered hereunder at the rate of thirty dollars ($30.00) per hour. The total compensation paid to Consultant for all services provided under this Agreement shall not exceed Four Thousand Five Hundred Dollars ($4,500.00). The Consultant shall submit monthly invoices to the City. Upon Page 1 receipt of said monthly invoice, the City shall make payment to the Consultant within thirty (30) calendar days; provided, however, that all payments are expressly conditioned upon Consultant's providing services that are satisfactory to the City. The Consultant shall maintain adequate files and records to substantiate all amounts itemized on the monthly invoices. In the event that either party exercises its right to terminate this Agreement in accordance with Section 18, the Consultant shall be compensated in accordance with the above terms for all satisfactory services provided to the City up to the effective termination date of the Agreement. 4. Independent Contractor Status of Contractor. Contractor and the City understand and expressly agree that Contractor is an independent contractor in the performance of each and every part of this Agreement. Contractor, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing the services required under this Agreement free from supervision by the City over the methods and details of performance. Additionally, and as an independent contractor, Contractor and its employees shall make no claim of City employment nor shall claim against the City any related employment benefits, social security, and/or retirement benefits, provided, however that Contractor may be eligible for industrial insurance from the City. Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between Contractor or any officer, employee or agent of Contractor and the City. 5. Taxes and Assessments. Contractor shall be solely responsible for compensating its employees and for paying all related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, Contractor shall pay the same before it becomes due. 6. Nondiscrimination Provision. During the performance of this Agreement, Contractor shall not discriminate in violation of any applicable federal, state and/or local law or regulation on the basis of race, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 7. The Americans With Disabilities Act. Contractor agrees to comply with the Americans With Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. (ADA), and its implementing regulations, and Washington State's anti -discrimination law as contained in RCW Chapter 49.60 and its implementing regulations. The ADA provides comprehensive civil rights to individuals with disabilities in the area of employment, public accommodations, state and local government services, and telecommunications. Page 2 8. Compliance With Law. Contractor agrees to perform those services under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. 9. No Insurance. It is understood the City does not maintain liability insurance for Contractor and/or its employees. 10. Indemnification and Hold Harmless. Contractor shall defend, indemnify, and hold harmless the City, its elected officials, agents, officers, and employees from and against all claims, causes of action, damages, losses, and expenses of any kind or nature whatsoever, including but not limited to, attorney's fees and court costs, arising out of, relating to, or resulting from Contractor's performance or non-performance of the services, duties and obligations required of it under this Agreement. 11. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by Contractor to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Contractor stated herein. 12. Non -Waiver. The waiver by Contractor or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. 13. Damages. If for any reason the Contractor fails to provide the services required under this Agreement, the Contractor shall be liable for any and all additional expenses incurred by the City in securing such services elsewhere. 14. No Conflict of Interest. Contractor represents that he/she does not have any interest and shall not hereafter acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement. Further, the Contractor specifically represents that he/she is not an officer or an employee of the City, nor does he/she reside with or contribute monetary amounts to any City employee or officer. 15. Severability. a. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. b. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. Page 3 16. Integration and Supersession. This Agreement sets forth all of the terms, conditions, and agreements of the parties relative to the subject matter hereof and supersedes any and all such former agreements which are hereby declared terminated and of no further force and effect upon the execution and delivery hereof. There are no terms, conditions, or agreements with respect thereto, except as herein provided and no amendment or modification of this Agreement shall be effective unless reduced to writing and executed by the parties. 17. Termination. Either party may terminate this Agreement, with or without cause, by giving the other party ten (10) days written notice of termination. 18. Termination/Reduction of Services Due to Withdrawal, Reduction or Limitation of Funding. In the event that funding from any source is withdrawn, reduced and/or limited in any way after the effective date of and prior to completion of this Agreement, the City may unilaterally reduce the scope of services, work and compensation of this Agreement, or summarily terminate this Agreement notwithstanding any other termination provisions of this Agreement. Termination under this section shall be effective upon hand delivery or delivery by facsimile of a written notice of termination to Contractor, or three (3) calendar days after mailing (by first class mail) of a written notice of termination to Contractor, whichever is sooner. 19. Survival. Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 20. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent to the parties to their addresses as follows: TO CITY: TO CONTRACTOR: William Cook Community and Economic Development Department 129 North 2nd Street Yakima, WA 98902 (509) 575-6227 Karuna Berryman 81 Pleasant Vally Place Yakima, WA 98908 (509) 929-3393 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 21. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Page 4 22. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. CITY OF YAKIMA CONTRACTOR � tea_ -:—u-- _ By: �� ;, a�M , .� � By: R. A. Zais, Jr:, City Manager +/ Print Name: tAR, DATE: i 1- $ — v DA 1E: %a i 8 dS ATTEST: Karen S. Roberts, City Clerk City Contract No. 40,0,c -,o9 Resolution No. R- A005-491 Page 5 11 EM 1111E: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT 3 Item No. For Meeting of December 6, 2005 Consideration of Resolution authorizing a Professional Service Agreement with Karuna Berryman SUBMITTED BY: ► am Cook, Dept. of Community and Economic Development CONTACT PERSON/TELEPHONE: B. Cook, Director, CED Department 575-6113 SUMMARY EXPLANATION: Over the past nine months the City Planning staff has conducted workshops to gather information from the community to be incorporated into the City's GMA mandated Comprehensive Plan Update. This Update must be submitted to the State Department of Community Trade and Economic Development no later that December 31, 2006. The Update will include at least ten chapters that cover land use, housing element, transportation, capital facilities and other significant planning issues with a horizon of 20 years into the future. In an effort to provide the general public with a reader -friendly document that is consistent and understandable, the Department of Community and Economic Development is proposing to contract with an English instructor from the Yakima Valley Community College to edit the draft document, which is due by April 15, 2006, and the final document that incorporates the comments from the Regional Planning Commission and City Council. Total cost of this contract is not to exceed $4,5000. With the assistance of Karuna Berryman, it is our intent to publish a Comprehensive Plan Update written in a single voice that provides a logical presentation of the complex issues covered in this Planning document. Resolution X Ordinance _ Contract _Other (Specify) Funding Source: General Fund (021) Environmental Planning —Salary Savings APPROVED FOR SUBMITTAL: '`\ City Manager STAFF RECOMMENDATION: Approve resolution authorizing contract COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2005-189