HomeMy WebLinkAbout2005-01-10 05-62 ORDERteem No. 05-62
Date: January 10, 2005
Item/Subject Order, Authorizing professional services agreement with Gosiine and
Reitman - Penjajawpc/Mall Task Force Facilitation Services.
Responsible Department: Engineering
On September 27, 2009, the Couroll passed Order 09-2", which supported establishing a cook force to assist
the City Council in developing goals and strategies for the development and protxtlon of the Penji jaw is/Mall
Area. The Order also supported hiring a professional facilitator to assist the Task Force in its efforts.
The Transportation and InfrastmoMe Committee recently interviewed seveml facilitator candidates and
unanimously recommends retaining the firm of Gosline and ReiGnan to provide facilitation services. Jonathan
W. Reitman will some as the primary facilitator. Mr. Reiner has considerable relevant experience.
The attached Order authonzes the City Manager to execute a Professional Services Agreement to retain
Gosline and Reitman to provide task force facilitation services.
A copy of the agreement is attached.
James D. Ring
Manager's Comments:
Elsewhere on tonight's agenda, please find an appropriator resolve
that will provide the necessary
f��tling for these services. Recommend approval.
uH aV
City Manager
Associated Information: Order, Location Permit Application
Budget APpimfal:
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Finance DVeRor
Legal Approval:
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Inuced for
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_ First Reading
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CITY OF BANGOR
(MLE.) Order, Authoriang Professional Services Agreementwith Gosline
and Reitman — Penjajawoc/Mall Task Porte Facilitation
Se v ces
ORDERED, THAT
the Oty Manager is hereby authorized and directed to execute a professional ser&es
agreement with Gosime and Reitman Dispute Resolution Services to provide facilitation
services for the Penjajawoc/Mall Area Task Force. A copy of the agreement is attached.
IR CITY COUNCIL
January 10, zOUs
Passed
A True COPY. Accessi
U cfw C009CIL
aaavery 10, 2005
Motion Node and Seconded lc. ..
for Paaaage
y 05-62
0 R D E R
(fITLYa Puchorisioe PtofesalooaI Service
ggreement With Coeline and Roffman -
Peniaiawc%Rall Y k Force Facilitation
Service
05-62
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF BANGOR
AND
AGREEMENT made this _th day of 2005, by and between the City of
Bangor (hereinafter the "CITY') and Gosline and Reitman Dispute Resolution Services
(CONSULTANT').
CITY and CONSULTANT agree as follows for CONSULTANT to provide Facilitation
Services to the CITY.
t. SERVICES:
CONSULTANT agrees to provide the personnel, supplies, and equipment necessary to
provide Facilitation Services for the Bangor Stakeholder Task Force for establishing
goals and strategies for the development and protection of the Penjajawoc/Mall area, in
accordance with CONSULTANT'S proposal dated November 1 2004, attached hereto
and made a part hereof.
2. STANDARD OF CARE:
Services performed by CONSULTANT under this AGREEMENT will be conducted in a
manner consistent with the level of care and skill ordinarily exercised by members of
the profession currently practicing under similar donations. No other warranty,
expressed or implied, is made.
3. TERM OF AGREEMENT:
This AGREEMENT shall be effective immediately upon signing and continue through
the completion of this project.
4. RIGHTOF WAY: '
CITY will provide for right of entry for CONSULTANT and all necessary equipment in
order to complete the work.
5. SCHEDULE:
Time is of the essence in performance of this AGREEMENT and CONSULTANT
agrees to perform requested services in a timely manner, consistent with the
requirements of the CITU.
(Gosline and Rertmar)Page 1 of 5 Professional Services Agreement
05-62
$. COMPENSATION:
Jonathan Reitman will serves as athe primary facilitator and Ann Gosline will participate
on an as needed basis.
Payment shall be made at a rate of $125.00 per hour for ach hour worked. Travel
time will be paid at a rate of $62.50 per hour. All other out of pocket expenses will be
reimbursed at actual cost. These rates apply to individual hours worked by Reitman
and Gosling. The CONSULTANT will submit invoices to CITY on a monthly basis. A
more detailed separation of charges and backup data will be provided at CITY's
request
Payment is due upon presentation of invoices and is past due thirty (30) days from
invoice date. CITY agrees to pay a finance charge of one percent (i%) per month on
past due accounts.
Total cost of services shall not exceed $10,000.
All reports, field data, field notes, calculations, estimates, and other documents
prepared by CONSULTANT, as instruments of services, shall remain the property of
CONSULTANT. Copies of all such documents will be made available to CITY upon
request. CONSULTANT understands and agrees that all documents and materials
provided the CIN hereunder are or may be public documents and as such will be
available generally to the public. The CITY has no responsibility for any use which may
be made of them by any third party and the CITY may use them for any lawful purpose.
CONSULTANT will retain all pertinent records relating to the services performed
for a period of five (5) years following submission of the report, during which period the
records will be made available to CITY at all reasonable times.
51�1:6'1119cRCd-
CONSULTANT represents and warrants that it and IN agents, staff and
consultants employed are protected by worker's compensation insurance and that
CONSULTANT has such coverage under public liability and property damage insurance
policies in an amount not less than $1,000,000 combined single limit. CONSULTANT
shall furnish and thereafter maintain certificates evidencing such coverage and the
certificates shall guarantee thirty (30) days' notice to CITY of termination of insurance
from insurance company or agent. CONSULTANT agrees to indemnify and save CITY
harmless from and against any loss, damage, or liability arising from any negligent acts
(Gosline and Reitman)Page 2 of 5 Professional Services Agreement
05 -fit
by CONSULTANT, its agents, staff, and consultants employed by it. CONSULTANT
shall not be responsible for any loss, damage, or liability arising from any negligent acts
by CITY, its agents, staff, and other consultants employed by the CITY.
The CONSULTANT hereby expressly agrees that it will defend, indemnify and
hold the City of Bangor harmless from any and all claims made or asserted by
CONSULTANT's agents, servants or employees arising out of CONSULTANT's
activities under this CONSULTING AGREEMENT. For this purpose CONSULTANT
hereby d all'immunity it may have underMaine's Workers
Compensation AIX'in regardt h claims madeasserted by CONSULTANT'S
agentsservants or employees. The indemnification provided under this paragraph
shall extend to and include any and all costs incurred by the City of Bangor to answer,
investigate, defend and settle all such claims, including but not limited to the City of
Bangor's costs for attorneys fees, expert and other witness fees, the cost of
investigators, and payment in full of any and all judgements rendered in favor of
CONSULTANTS agents, servants or employees against the City of Bangor in regard to
claims made or asserted by such agents, servants or employees.
S. SUBCONTRACTORS:
If specialists or subcontractors are required to complete the services thereunder,
CONSULTANT shall propose such utilization for review and approval of the CITY.
CONSULTANT is and shall remain fully responsible for performance of all services
hereunder.
10. TERMINATION
This AGREEMENT may be terminated by either party upon seven (T) days written
notice in the event of substantial failure by the other party to perform in accordance with
the terms hereof. Such termination shall not be effective if that substantial failure has
been remedied before expiration of the period specified in the written notice. In the
event of termination,. CONSULTANT shall be paid for services performed to the
termination notice date.
In the event of termination, or suspension for more than three (3) months, prior to
completion of all reports contemplatedby this AGREEMENT, CONSULTANT may with
CITY's permission complete such analyses and records as are necessary to complete
his files and may also complete a report on the services performed to the data of notice
of termination or suspension. The expenses of termination or suspension shall include
all direct casts of CONSULTANT in completing such analyses, records and reports.
CITY may terminate this AGREEMENT in whole or in part for its convenience by
written notice to CONSULTANT. In such event, CITY will pay CONSULTANT its actual,
necessary, reasonable and verifiable costs for terminaling performance, which shall
include that portion of the agreement work which has been satisfactorily completed for
which payment has not been made. In no event shall CITY be liable for cancellation
(Gosline and Reitman)Page 3 of 5 Professional Services Agreement
05-63
charges in excess of the AGREEMENT Price, or unabsorbed shop overhead or
anticipatory profit.
11. HAZARDOUS MATERIALS:
Deleted for this agreement.
12. ASSIGNS:
Neither CITY or CONSULTANT may delegate, assign, sublet or transfer their
duties or interest in this AGREEMENT without the written consent of the other party.
13. NONWAIVER:
Except as expressly provided in this AGREEMENT, the failure or waiver, or
successive failures or waivers on the part of either party hereto, in the enforcement of
any Condition, Covenant, or Section shall not render the same invalid, or impair the
right of egher party hereto, their successors or permitted assigns, to enforce the same
in the event of any subsequent breach thereof.
14. NOTICES:
All notices required or permitted under this AGREEMENT shall be in writing and
shall be deemed sufficiently served if sent by First Class Mail addressed as follows, or
such other address as they may designate in writing from time to time:
To CITY: To CONSULTANT:
Edward A. Barrett, City Manager Jonathan W. Reitman
Bangor City Hall 47 Ocean Drive
73 Harlow Street Brunswick, Maine 04011
Bangor, Maine 04401
15. DISPUTES:
Any disputes arising out of or in the course of this AGREEMENT which are not
settled by mutual agreement of the parties may be resolved by litigation which shall be
brought in Maine Superior Court for Penobscot County. This AGREEMENT shall be
governed by and construed in accordance with the laws of the State of Maine.
16. COMPLIANCE WITH LAW:
CONSULTANT shall comply with all applicable federal, state and local statutes,
ordinances and regulations in its performance hereunder. CONSULTANT agrees to
amend this AGREEMENT, 6 necessary, to comply wkh such law or regulations.
(Gosime and Reftman)Page 4 of 5 Professional Services Agreement
IVTa,�i[ir_T�:1aaaL�,u
This AGREEMENT, with its attachments, represents the entire and integrated
AGREEMENT between CITY and CONSULTANT and supersedes and replaces all
terms and condRions of any prior AGREEMENT, arrangements, negotiations, or
representatives, written or oral with respect to this AGREEMENT. This AGREEMENT
may only be modfed by written agreement of the parties.
18. EXECUTION OF AGREEMENT:
CITY hereby represents and warrants that it has taken all necessary procedural
and legal steps as required under all state, local and federel laws and regulations for
the purpose of authorizing the execution of this AGREEMENT, and that the execution
of this AGREEMENT by the CI Ws agent renders this AGREEMENT a valid and
binding document on the part of the CITY and is fully enforceable in all of its terms and
conditions by CONSULTANT_
IN WITNESS WHEREOF, CITY has caused this AGREEMENT to be signed by
Edward A. Barred its City Manager, thereunto duly authorized, and CONSULTANT has
caused this AGREEMENT to be signed by Jonathan W. Reitman thereunto duty
authorized, the day and date first written above.
WITNESS: CITY OF BANGOR (CITY)
Edward A. Barrett
City Manager
WITNESS: GOSLINE AND REITMAN DISPUTE
RESLUTION SERVICES (CONSULTANT)
Jonathan W. Reitman
(Gosline and Reitman)Page 5 of 5 Professional Services Agreement