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ATTACHMENT 1 <br />CITY OF ROSEVILLE <br />PROFESSIONAL SERVICES AGREEMENT <br />This Professional Services Agreement (“Agreement”) is made on the ______ day of 20___, <br />between the City of Roseville, a Minnesota municipal corporation (the “City”), and the Saint Paul <br />Area Chamber of Commerce, a Nonprofit Corporation organized under the laws of the state of <br />Minnesota (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 />Work provided by Contractor under this Agreement shall be provided in a manner consistent with <br />the level of care and skill ordinarily exercised by professional Contractors currently providing <br />similar services. <br />2.Term and Termination. The term of this Agreement will commence on March 2, 2026. <br />Unless extended by written agreement of the Parties, this Agreement will terminate on March 1, <br />2027. This Agreement may be terminated earlier by the Citywith or without cause, by delivering, <br />a written notice at least thirty (30) days prior to the date of such termination to Contractor. The <br />date of termination shall be stated in the notice. Upon termination the Contractor shall be paid for <br />services rendered incurred by the Contractor through and until the date of termination. If the City <br />terminates this Agreement for cause, the notice shall so-state, and no further payment shall be due <br />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 Paragraph 4 herein for the Work. Any changes in the Work which may result in an increase <br />to the compensation due the Contractor shall require prior written approval of the City. <br />4.Consideration, Method of Payment. The consideration which the City shall pay to <br />Contractor shall not exceed $60,000. Following the conclusion of each calendar month, Contractor <br />must submit an itemized invoice, for Work performed under this Agreement during the previous <br />month. Invoices submitted shall be paid in the same manner as other claims made to the City. <br />Invoices shall contain the following: <br />a.For compensation based on work by various individuals, for each individual, their <br />name, job title, and description of the Work performed. Contractor will not be reimbursed <br />for 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.Project Manager and Staffing. The Contractor has designated Kim O’Brien(“Project <br />Contacts”) to perform and /or supervise the Work, and as the persons for the City to contact and <br />communicate with regarding the performance of the Work. The Project Contacts shall be assisted <br />by other employees of the Contractor as necessary to facilitate the completion of the Work in <br />1 <br />RS160\\1\\857119.v2-3/10/23 <br />Qbhf!:9!pg!2:7 <br /> <br />