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ACITY OF ROSEVILLE <br />PROFESSIONAL SERVICES AGREEMENT <br />WATER METER VAULT PROJECT <br />th <br />This Professional Services Agreement (“Agreement”) is made on the 20 day of May, 2024, <br />between the City of Roseville, a Minnesota municipal corporation (the “City”), and SEH, Inc., a <br />corporation (the “Contractor”, each a “Party” and together the “Parties”). <br />1.Scope of Work. The Contractor agrees to provide the professional services described in <br />Exhibit A(“Work”) which is attached to this Agreement and incorporated by this reference. All <br />Workprovided by Contractor under this Agreement shall be provided in a manner consistent with <br />the level of care and skill ordinarily exercised by professional consultants currently providing <br />similar services. <br />2.Term and Termination. The term of this Agreement will commence on May 20, 2024. <br />Unless extended by written agreement of the Parties, this Agreement will terminate no later than <br />May 20, 2025, or upon completion of the Work, whichever occurs first. Such extension may be <br />approved by the Public Works Director, or their designee. This Agreement may be terminated <br />earlier by the City with or without cause, by delivering, a written notice at least thirty (30) days <br />prior to the date of such termination to Contractor. The date of termination shall be stated in the <br />notice. Upon termination the Contractor shall be paid for services rendered and eligible <br />reimbursable expenses incurred by the Contractor through and until the date of termination. If the <br />City terminates this Agreement for cause, the notice shall so-state, and no further payment shall <br />be due to the Contractor following the delivery of the termination notice. <br />3.Compensation for Work. The City agrees to compensate Contractor the in accordance <br />with Exhibit A attached hereto for the Work. Any changes in the Work which may result in an <br />increase to the compensation due the Contractor shall require prior written approval of the City. <br />4.Method of Payment. Following the conclusion of each calendar month, Contractor must <br />submit an itemized invoice detailing actual hours worked and actual expenses incurred for Work <br />performed under this Agreement during the previous month. Invoices submitted shall be paid in <br />the same manner as other claims made to the City. Invoices shall contain the following: <br />a.For compensation based on hours worked by various individuals, for each <br />individual, their name, job title, the number of hours worked, rate of pay and description <br />of the Work performed. For reimbursable expenses an itemized listing including, as <br />applicable, receipts for such expenses. <br />b.Upon request of the City, Contractor must also provide the City’s project number, <br />a progress summary showing the original (or amended) amount of the Agreement, the <br />current billing, past payments, the unexpended balance due under the Agreement. <br />5.Representatives and Notices: The below-named individuals will act as the representatives <br />of the Parties with respect to the work to be performed under this Agreement. Any termination <br />1 <br />RS160\\1\\938922.v1-3/9/24 <br />Qbhf!:9!pg!257 <br /> <br />