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-, LOCAL GOVERNMENT AGENCY PERSONAL/PROFESSIONAL SERVICES CONTRACT <br />EUGENE MULTI-MODAL TRANSIT STATION <br />ODOT General Files No. 22126 ODOT Key No. 10421 Federal Aide No. X-HHP-2385(034) <br />CITY CONTRACT NUMBER: 2002-00304 CITY GJN: 03825 <br />This Contract is between the City of Eugene, hereafter called Ci or Agency, and WBGS Architecture and Planning, PC, an <br />Ocef3on Professional Comoration, hereafter called Contractor or Architect. The City is not an agent of the State of Oregon, <br />City's Contract Administrator for this Contract is Russell Mecredy, Project <br />1.'; Effective Date and Duration. This Contract shall become effective on the date this Contract has been signed by every party <br />hereto. Unless terminalted or extended, this Contract shall expire when Agency accepts Contractor's performance, or on March <br />31,004, whichever date occurs first. Expiration shall not extinguish or prejudice Agency's right to enforce this Contract with <br />re$pect to any breach of a Contractor warranty or any default or defect in Contractor performance that has not been cured. <br />2. Statement of Wotk. The statement of work (the "Work"), including the delivery schedule for such Work, is contained in <br />E>t<hibit A attached and incorporated by reference into this Contract. Contractor agrees to perform the Work in accordance with <br />the terms and conditio#IS of this Contract. <br />3. Consideration <br />a. The maximum, not-to-exceed compensation payable to Contractor under this Contract, which includes any allowable <br />expenses, is $630, X5.00; six hundred thirty thousand one hundred ninety-five dollars. <br />b. Interim payments to Contractor shall be made only in accordance with the schedule and requirements in Exhibit A. <br />Contract Documents. This Contract incorporates and consists of the following documents as of the date of execution <br />~h are listed in descending order of precedence: this Contract less all attachments and exhibits, Attachments A; B and C, <br />hed Exhibits A, B, and C, a~ other requirements as set forth in attached Exhibits D, E and F i the Cover Sheet. and also <br />t~ily executed am~cldments hereto. All attached Attachments and Exhibits are hereby incorporated by reference. This <br />5.1 Independent Contractor; Responsibility for Taxes and Withholding <br />'; a. Contractor shall perform all required Work as an independent contractor. Although the Agency reserves the right (i) to <br />determine free a reasonable delivery schedule for the Work to be performed and (ii) to evaluate the quality of the <br />completed performance, Agency cannot and will not control the means or manner of Contractor's perfom~artce. <br />Contractor is responsible for determining the appropriate means and manner of performing the Work. <br />', b. If Contractor is can ently performing work for the State of Oregon or the federal government, Contractor by signature to <br />this Contract deplares and certifies that: Contractor's Work to be performed under this Contract creates no potential or <br />actual conflict of interest as defined by ORS 244 and no rules or regulations of Contractor's employing agency (state or <br />'' federal) would prohibit Contractor's Work under this Contract. Contractor is not an "officer", "employee", or "agent" of <br />the Agency, as those terms are used in ORS 30.265. <br />c. Contractor shad be responsible for all federal or state taxes applicable to compensation or payments paid to Contractor <br />under this Contract and, unless Agency has been informed that Contractor is subject to backup withholding, Agency will <br />not withhold frgm such compensation or payments any amount(s) to cover Contractor's federal or state tax obligations. <br />Contractor is npt eligible for any social security, unemployment insurance or workers' compensation benefits from <br />compensation o~ payments paid to Contractor under this ~ontract, except as aself-employed individual. <br />6. Subcontracts and Assignment; Successors and Assigns <br />a. Contractor shall not enter into any subcontracts for any of the Work required by this Contract, or assign or transfer any of <br />,, o its interest in this Contract, except as described in this Contract or by amendment to this Contract. In addition to any other <br />provisions Agency may require, Contractor shall include in any permitted subcontract under this Contract a requirement <br />Eugene Multi-modal Transit Station Rev ~-1{~119~~ Page 1 of 7 <br />C:\User\Projects -Current\Train Station\design contract\ODOT Contract\2 - ODOT Pers Svcs Contract.doc <br />