HomeMy WebLinkAboutRau & Associates, Inc. 2012-06-05 , f. V � i
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AGREEMENTFOR
PROFESSIONAL CONSULTING SERVICES '
[Design Professional] i
This Agreement, made and entered into this �day of Li ' 2012 ("Effective Date"), ���
by and between CITY OF UKIAH, CALIFORNIA, hereinafter r ferred to as "City" and Rau and
Associates, Inc., a corporation organized and in good standing under the laws of the state of
California, hereinafter referred to as "ConsultanY'.
RECITALS
This Agreement is predicated on the following facts: I
a. City requires consulting services related to the design of seven accessible sidewalk-to- I
street ramps within the City of Ukiah. This is part of the City's program to make its
intersection cross-walks accessible.
b. Consultant represents that it has the qualifications, skills, experience and is properly I
licensed to provide these services, and is willing to provide them according to the terms
of this Agreement.
c. City and Consultant agree upon the Scope-of-Work and Work Schedule attached hereto
as Attachment "A", describing contract provisions for the project and setting forth the
completion dates for the various services to be provided pursuant to this Agreement. !
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TERMS OF AGREEMENT
1.0 DESCRIPTION OF PROJECT I
1.1 The Project is described in detail in the attached Scope-of-Work (Attachment "A").
2.0 SCOPE OF SERVICES �
2.1 As set forth in Attachment"A". I
22. Additional Services. Additional services, if any, shall only proceed upon written ��
agreement between City and Consultant. The written Agreement shall be in the form of I
an Amendment to this Agreement. ,
3.0 CONDUCT OF WORK I
3.1 Time of Completion. Consultant shall commence performance of services as required
by the Scope-of-Work upon receipt of a Notice to Proceed from City and shall complete
such services within 35 Days from receipt of the Notice to Proceed. Consultant shall
complete the work to the Citys reasonable satisfaction, even if contract disputes arise or
Consultant contends it is entitled to further compensation.
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4.0 COMPENSATION FOR SERVICES
4.1 Basis for Compensation. For the performance of the professional services of this
Agreement, Consultant shall be compensated on a time and expense basis not to
exceed a guaranteed maximum dollar amount of $19,536. Labor charges shall be
based upon hourly billing rates for the various ciassifications of personnel employed by
Consultant to perform the Scope of Work as set forth in the attached Attachment B,
which shall include all indirect costs and expenses of every kind or nature, except direct
expenses. The direct expenses and the fees to be charged for same shall be as set
forth in Attachment B. Consultant shall complete the Scope of Work for the not-to-
exceed guaranteed maximum, even if actual time and expenses exceed that amount.
4.2 Chanqes. Should changes in compensation be required because of changes to the ��
Scope-of-Work of this Agreement, the parties shall agree in writing to any changes in
compensation. "Changes to the Scope-of-Work" means different activities than those
described in Attachment "A" and not additional time to complete those activities than the
parties anticipated on the date they entered this Agreement.
4.3 Sub-contractor Pavment. The use of sub-consultants or other services to perform a I�
portion of the work of this Agreement shall be approved by City prior to commencement I
of work. The cost of sub-consultants shall be included within guaranteed not-to-exceed
amount set forth in Section 4.1.
4.4 Terms of Payment. Payment to Consultant for services rendered in accordance with this
contract shall be based upon submission of monthly invoices for the work satisfactorily
performed prior to the date of invoice less any amount already paid to Consultant, which
amounts shall be due and payable thirty (30) days after receipt by City. The invoices
shall provide a description of each item of work performed, the time expended to perform
each task, the fees charged for that task, and the direct expenses incurred and billed for.
Invoices shall be accompanied by documentation sufficient to enable City to determine
progress made and the expenses claimed.
5.0 ASSURANCES OF CONSULTANT
5.1 Independent Contractor. Consultant is an independent contractor and is solely
responsible for its acts or omissions. Consultant (including its agents, servants, and
employees) is not City's agent, employee, or representative for any purpose.
It is the express intention of the parties hereto that Consultant is an independent
contractor and not an employee, joint venturer, or partner of City for any purpose
whatsoever. City shall have no right to, and shall not control the manner or prescribe the
method of accomplishing those services contracted to and performed by Consultant
under this Agreement, and the general public and all governmental agencies regulating
such activity shall be so informed.
Those provisions of this Agreement that reserve ultimate authority in City have been
inserted solely to achieve compliance with federal and state laws, rules, regulations, and
interpretations thereof. No such provisions and no other provisions of this Agreement
shall be interpreted or construed as creating or establishing the relationship of employer
and employee between Consuttant and City. �
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Consultant shall pay all estimated and actual federal and state income and seif-
employment taxes that are due the state and federal government and shall furnish and
pay worker's compensation insurance, unemployment insurance and any other benefits
required by law for himself and his employees, if any. Consultant agrees to indemnify �
and hold City and its officers, agents and employees harmless from and against any
claims or demands by federal, state or local government agencies for any such taxes or
benefits due but not paid by Consultant, including the legal costs associated with
defending against any audit, claim, demand or law suit.
Consultant warrants and represents that it is a properly licensed professional or '
professional organization with a substantial investment in its business and that it
maintains its own offices and staff which it will use in performing under this Agreement.
52 Conflict of Interest. Consultant understands that its professional responsibility is solely I
to City. Consultant has no interest and will not acquire any direct or indirect interest that
wouid conflict with its performance of the Agreement. Consultant shali not in the
performance of this Agreement empioy a person having such an interest. If the City
Manager determines that the Consuitant has a disdosure obligation under the City's
local conflict of interest code, the Consultant shall file the required disclosure form with
the City Clerk within 10 days of being notified of the City Manager's determination. I
6.0 INDEMNIFICATION
6.1 Insurance Liability. Without limiting ConsultanYs obligations arising under Paragraph 6.2
Consultant shall not begin work under this Agreement until it procures and maintains for
the duration of this Agreement insurance against claims for injuries to persons or i
damages to property, which may arise from or in connection with its performance under
this Agreement. ,
A. Minimum Scope of Insurance
Coverage shall be at least as broad as:
1. Insurance Services Office ("ISO) Commercial General Liability Coverage
Form No. CG 00 01 11 85.
2. ISO Form No. CA 0001 (Ed. 1/87) covering Automobile Liability, Code 1
"any auto" or Code 8, 9 if no owned autos and endorsement CA 0025.
3. Worker's Compensation Insurance as required by the Labor Code of the
State of California and Employers Liability Insurance.
4. Errors and Omissions liability insurance appropriate to the consultanYs
profession. Architects' and engineers' coverage is to be endorsed to
include contractual liability.
B. Minimum Limits of Insurance
Consultant shall maintain limits no less than:
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1. General Liabilit : $1 000 000 combined sin le limit er occurrence for I
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bodily injury, personal injury and property damage. If Commercial �I
General Liability Insurance or other form with a general aggregate limit is
used, the general aggregate limit shall apply separately to the work
performed under this Agreement, or the aggregate limit shall be twice the ,
prescribed per occurrence limit. I
2. Automobile Liabilitv: $1,000,000 combined single limit per accident for
bodily injury and property damage.
3. Worker's Compensation and Emplovers Liability: Worker's compensation
limits as required by the Labor Code of the State of California and
Employers Liability limits of $1,000,000 per accident.
4. Errors and Omissions liabilitV: $500,000 per occurrence.
' C. Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be deciared to and approved by
' the City. At the option of the City, either the insurer shall reduce or eliminate
such deductibles or self-insured retentions as respects to the City, its officers,
officials, employees and volunteers; or the Consultant shall procure a bond
guaranteeing payment of losses and related investigations, claim administration
and defense expenses.
D. Other Insurance Provisions
The policies are to contain, or be endorsed to contain, the following provisions:
1. General Liabilitv and Automobile Liability Coveraqes
a. The City, it officers, officials, employees and volunteers are to be
covered as additional insureds as respects; liability arising out of
activities performed by or on behalf of the Consultant, products I
and completed operations of the Consultant, premises owned,
occupied or used by the Consultant, or automobiles owned, hired
or borrowed by the Consultant. The coverage shall contain no
special limitations on the scope-of-protection afforded to the City, I
its officers, offcials, employees or volunteers. I
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b. The ConsultanYs insurance coverage shall be primary insurance
as respects to the City, its officers, officials, employees and
volunteers. Any insurance or self-insurance maintained by the I
City, its officers, officials, employees or volunteers shall be in
excess of the ConsuRanYs insurance and shall not contribute with I
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c. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to the City, its officers, officials,
employees or volunteers.
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d. The ConsultanYs insurance shall apply separately to each insured I
against whom claim is made or suit is brought, except with respect
' to the limits of the insurer's liability.
2. Worker's Compensation and Employers Liabilitv Coveraqe
The insurer shall agree to waive all rights of subrogation against the City,
its officers, officials, employees and volunteers for losses arising from
ConsultanYs performance of the work, pursuant to this Agreement.
3. Professional Liability Coveraqe
If written on a daims-made basis, the retroactivity date shall be the I
effective date of this Agreement. The policy period shall extend from
February 28, 2012 to February 28, 2013.
4. All Coveraqes I,
Each Insurance policy required by this clause shall be endorsed to state
that coverage shall not be suspended, voided, canceled by either party,
reduced in coverage or in limits except after thirty (30) days prior written
notice by certified mail, return receipt requested, has been given to the
City.
E. Acceptabilitv of Insurers
Insurance is to be placed with admitted California insurers with an A.M. Best's
rating of no less than A- for fnancial strength, AA for long-term credit rating and
AMB-1 for short-term credit rating.
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F. Verification of Coveraqe
Consultant shall furnish the City with Certificates of Insurance and with original
Endorsements effecting coverage required by this Agreement. The Certificates
and Endorsements for each insurance policy are to be signed by a person
authorized by that insurer to bind coverage on its behalf. The Certificates and
Endorsements are to be on forms provided or approved by the City. All
Certificates and Endorsements are to be received and approved by the City
before Consultant begins the work of this Agreement. The City reserves the right
to require complete, certified copies of all required insurance policies, at any
time. If Consultant fails to provide the coverages required herein, the City shall
have the right, but not the obligation, to purchase any or all of them. In that
event, after notice to Consultant that City has paid the premium, the cost of
insurance may be deducted from the compensation otherwise due the contractor i
under the terms of this Contract. �
Des�gn-Pmiessional5erviceAgreemeni-May2G,2012 RNO82 '.
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G. Subcontractors
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If Consultant uses subcontractors or sub-consultants, it shall cover them under
its policies or require them to separately comply with the insurance requirements I
set forth in this Paragraph 6.1.
6.2 Indemnification. Notwithstanding the foregoing insurance requirements, and in addition ,
thereto, Consultant agrees to indemnify the City for any claim, cost or liability that arises
out of, or pertains to, or relates to the negligence, recklessness, or willful misconduct of '
the Consultant and its agents in the performance of services under this contract, but this
indemnity does not apply to liability for damages for death or bodily injury to persons,
injury to property, or other loss, arising from the sole negligence, wiilful misconduct or
defects in design by the City, or arising from the active negligence of the City.
"Indemnify," as used herein includes the expenses of defending against a claim and the
payment of any settlement or judgment arising out of the claim. Defense costs include
all costs associated with defending the claim, including, but not limited to, the fees of
attorneys, investigators, consultants, experts and expert witnesses, and litigation
expenses. j
References in this paragraph to City or Consultant, include their officers, employees,
agents, and subcontractors.
ConsultanYs liability for professional negligence shall be limited to $500,000.
7.0 CONTRACT PROVISIONS
7.1 Documents and Ownership of Work. All documents furnished to Consultant by City and
all documents or reports and supportive data prepared by Consultant under this I
Agreement are owned and become the property of the City upon their creation and shall
be given to City immediately upon demand and at the completion of ConsultanYs
services at no additional cost to City. Deliverables are identified in the Scope-of-Work,
Attachment "A". All documents produced by Consultant shall be furnished to City in
digital format and hardcopy. Consultant shall produce the digital format, using software '
and media approved by City.
7.2 Governinq Law. Consultant shall comply with the laws and regulations of the United
States, the State of Californla, and all local governments having jurisdiction over this
Agreement. The interpretation and enforcement of this Agreement shall be governed by
California law and any action arising under or in connection with this Agreement must be
filed in a Court of competent jurisdiction in Mendocino County.
7.3 Entire Aqreement. This Agreement plus its Attachment(s) and executed Amendments �I
set forth the entire understanding between the parties.
7.4 Severabilitv. If any term of this Agreement is held invalid by a court of competent
jurisdiction, the remainder of this Agreement shall remain in effect.
7.5 Modification. No modification of this Agreement is valid unless made with the agreement
of both parties in writing.
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7.6 Assiqnment. Consultant's services are considered unique and personal. Consultant
shall not assign, transfer, or sub-contract its interest or obligation under all or any portion
of this Agreement without City's prior written consent. I
7.7 Waiver. No waiver of a breach of any covenant, term, or condition of this Agreement
shall be a waiver of any other or subsequent breach of the same or any other covenant,
term or condition or a waiver of the covenant, term or condition itself.
7.8 Termination. This Agreement may only be terminated by either party: 1) for breach of I
the Agreement; 2) because funds are no longer available to pay Consultant for services I
provided under this Agreement; or 3) City has abandoned and does not wish to compiete
the project for which Consultant was retained. A party shall notify the other party of any
alleged breach of the Agreement and of the action required to cure the breach. If the
breaching party fails to cure the breach within the time specified in the notice, the ,i
contract shall be terminated as of that time. If terminated for lack of funds or I
abandonment of the project, the contract shali terminate on the date notice of
termination is given to Consultant. City shall pay the Consultant only for services
performed and expenses incurred as of the effective termination date. In such event, as
a condition to payment, Consultant shall provide to City all finished or unfinished
documents, data, studies, surveys, drawings, maps, models, photographs and reports �
prepared by the Consultant under this Agreement. Consultant shall be entitled to
receive just and equitable compensation for any work satisfactorily completed
hereunder, subject to off-set for any direct or consequential damages City may incur as
a resuit of ConsultanYs breach of contract.
7.9 Duplicate Oriqinals. This Agreement may be executed in duplicate originals, each
bearing the original signature of the parties. When so signed, each such document shall
be admissible in administrative or judicial proceedings as proof of the terms of the
Agreement between the parties.
8.0 NOTICES
Any notice given under this Agreement shall be in writing and deemed given when
personally delivered or deposited in the mail (certified or registered) addressed to the
parties as follows:
MR. TIM ERIKSEN RAU AND ASSOCIATES, INC.
CITY OF UKIAH 100 NORTH PINE STREET
DEPT. OF PUBLIC WORKS UKIAH, CALIFORNIA 95482
300 SEMINARY AVENUE i
UKIAH, CALIFORNIA 95482-5400 i
Design-Pmfessionai Service Agreemem-hlay 24.20t 2 R1 t082
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9.0 SIGNATURES
IN WITNESS WHEREOF, the parties have executed this Agreement the Effective Date:
CONSULTANT
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BY: /'�G�G� ��, ,jL��,,_, =�_ Z?�-_ �.� I 2
�— Date
PRINT NAME: Georqe C. Rau P.E. C21908
PRESIDENT
942619557
IRS IDN Number
CITY OF UKIAH
Bv: , , ;,�, : �` 1;�1�C✓ � � /z,
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Jane Chambers Date
CITY MANAGER i
ATTEST
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BY: (�,.— \'\�~� \� �; - � -lZ
��'�/�� � L�Yt�t� i'1 DaYe
CITY CLERK I
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Desiyn—Pmfessional5ervmeAgreemeni—May242ot2 R11092 i
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"ATTACHMENT A, Page 1"
Scope of Work
Rau and Associates, Inc., also referred to herein as "RAU", will provide the following services for City of I
Ukiah herein also referred to as "City". Work will include:
� Project Description:
Desiqn of Disabled Access Sidewalk Ramps at Six Intersections
The scope of work includes designing disabled access sidewalk ramps at six intersections in the City of
Ukiah. These intersections were chosen for their connectivity to the circulation in the downtown area and
because they can be constructed within the existing rights-of-way.
The locations include the following:
• Northwest corner of Churoh and Main will have a ramp to the north end of the cross-walk running
north and south across Church StreeL This will be a standard ramp to the gutter flow line.
• South Side of Stephenson across Oak will have a ramp on the east slde of Oak Street which will
likely have to have a drainage grate in the gutter flow line so that the ramp is not cut down into
the sidewalk which is partially obstruc'.ed by a utility vault.
• Southeast corner of School and Seminary will have an "at-grade" ramp from top of curb to
pavement. This is at the high spot in the curb and gutter, so drainage will sheet flow around the
new ramp.
• Northeast comer of Pine and Perkins will have a custom designed ramp to enable persons to
, cross Pine Street. Because of the grades on Perkins, modification to the sidewalk grades on
Perkins leading to the intersection are anticipated to extend approximately 30 feet east of the
intersection.
• Southeast comer of Henry and Bush will be an "at-grade" ramp out into the pavement because of
the steep crown in the street. The drainage will be carried around the exlsting curb return in haff i
round pipes.
• Northwest and Southwest corners of Bush and Standley will require four individual ramps to avoid
a valley gutter across Bush. !
The•estimated cost to design the specified ramps with pertinent construction details is $16,900 with the
cost per location varying between $1,242 and $5,436. I
The work will be bid as a minor contract, using the contract documents similar to those which RAU
developed for the South Dora Street Improvement Project. Modiflcations will be made to reflect the
current project, including removal of the Federal Stimulus Funding requirements.
Deliverables indude five or six plan sheets showing the layout and elevations of each ramp at a scale of
1" = 5'. One or two detail sheets will be required to show details at some of the custom-designed
locations. A set of modified contract documents will be provided in hard copy and electronically to the
City for its use in bidding the project. The estimated cost to modify the contract documents is $2,604.
�esigc—Professlonal Serv¢c Agreemeni—May 24,20 t 2 R11002
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It is assumed that no geotechnical engineering is required as the sites do not exhibit indications of
settlement or other distress. I
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"ATTACHMENT A, Page 2" �
� Work Schedule and Budget
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SCHEDULE OF WORK:
RAU realizes that the timely performance of the services provided is an important element of this
Agreement. RAU will endeavor to complete the work with due and reasonable diligence consistent with
sound professional practice and within the time frame noted below. RAU and the Client agree to
cooperate with each other in every way on the project and to solicit the cooperation of other parties who
' may influence the schedule of the work.
The time of completion noted below is an estimate only and RAU is not responsible for circumstances
beyond its control. It is also possible that as the project proceeds, sound professional practice may
necessitate additional work being done and hence additional time may be needed for completion.
RAU will begin the work withln 5 days of receipt of this slgned Agreement. RAU anticipates that work will
be completed within 30 days after commencing work.
RETAINER:
None Required
PAYMENT:
Client agrees to pay a Maximum Not-to-Exceed Fee of $ 19,536, based upon time, fee schedule and
direct project costs; also provided that if the work is canceled, terminated or otherwise discontinued
without fault by RAU the work done to the date of termination shall be paid for on an hourly basis in
accordance with "Attachment B", Schedule of Fees.
If additional work is requested or required, which is not covered in the Scope of Work, the Client agrees
to meet with representatives of RAU to discuss changes in the scope, schedule, cost or other Terms of
Agreement. If modifications to the Agreement are required, RAU will prepare an amendment to the
Agreement for Professional Consulting Services for execution by the Client and RAU.
NOTE: Hou�ly rates on the Schedule of Fees are valid for one year from the date of this
Agreement. Thereafter, if RAU raises its fees to all Clients, the Schedule of Fees for this project
may be amended accordingly.
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"ATTACHMENT B"
SCHEDULE OF FEES
Effective January 1,2008
Registered Civll Englneer Principal 5162.00/hr.
Registered Civil Engineer 140.00/hr.
Associate Civil Engineer 140.00/hr.
Project Manager 102.00/hr.
Land Surveyor 96.00/hr.
Lab-Survey Manager 112.00/hr.
Staff Engineer/Staff Geologist 94.00lhr.
Environmental and Resource Specialisl 102.00/hr.
Technician IV 72.00/hr.
Technician III 66.00/hr.
Technician II 54.00/hr.
Technician I 38.00/hr.
Instrument Operator(PW) 104.00/hr.
Rodman (PW) 92.00/hr.
Malerials Tester(PW) 116.00/hr.
Materials Tester W/Gauge(PW) 116.00lhr.
Adminlstratlon 48.00lhr. '�.
Englneering Technician with Nuclear GaugeNehicle 96.00/hr.
Vehicle Use 0.505/mile I
Outside Services Over 51,000 Cost+5% �
Outside Services Under 51,000(Aggregate amount) Cost+ 15%
Requested Over�ime: 150%of Regular Rate
Exper[W ilnesslTestimony al Trial, Deposition,Arbitration 5250.00/hr.(4 hour minimum)
Laboratory Tests:
TexWre Analysis(Mendocino County Health Dept) S 38.00/ea.
Unit Dry Weiqh4MOisWre Content(Tube Sample or Ped) 22.00/ea.
Sand Equivalent (CTM 217) 60,00/ea. I
Sieve Analysis-Coarse Aggregates(CTM 202) 40.00/ea.
Sieve Analysis-Fine Aggregate(CTM 202) 70.00/ea �,
Sand Equivalent&Sieve Analysis 165.00/ea.
Maximum Dry Density(ASTM D�557)
4"Mold 145.00/ea.
6"Mold 162.00/ea.
Maximum Dry Densiry(ASTM�698) 130.00/ea.
Maximum We[Densiry (CTM 216) 148.00/ea.
Unit WeightofAggregate(CTM 212)
Method A or B 55.00/ea.
Method C 39.00/ea.
Crushed Particle Analysis(CTM 205) 67.00lea.
Cleanness Value (CTM 227) 67.00/ea.
Durabiliry Index(CTM 229) 140.00lea.
Specifc Gravity 8 Absorption(CTM 206) 75.00lea.
Plasticity Index(ASTM 431 S) 162.00/ea.
Expansion Index(UBC Standard 18-2) 190.00lea.
Unit Weight of Fresh Concrete(CTM 51 S) Technician Hourty Rate
Ball Penetration (CTM 533) Technician Houdy Rale
Air Content of Fresh Concrele(CTM 504) Technician Hourly Rate �
Sample Preparation Times Technician Hourly Rate '
Special Equipment Rates: Supplemental Billings:
Computer Aitled Design Soflware 510.00/hc Engineering Copies 24 X 36 53.00/sheet
Pachometer R-Meter 550.00/per day" Engineering Copies 18 X 26 52.00lsheel
Stream Flow Meter S�50.00/per day' Stereo Air Photos 518.00/pair
All Terrain Vehicle 545.00/per day' Assessor's Map Copies 52.00/sheet
Generator 545.00/perday' SurveyMonuments 53.00/each
Pump 520.00/per day" Steel Fence Posts 53.00/each i
GPS Equipment 5600/per day' Robotic Total Station 5200/per day'
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Invoices will be rendered monthly,as a final or progress billing, whichever applies, and are payable upon receipL unless a mutually
acceplable payment schedule has been established. Late Fees at a rate of 1 '/,% per month, computed and charged monthly on
the unpaid balances,shall be payable on accounts not paid within 30 days from invoice date.
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' Design—Pm(assionalSe�hceAgreemeni—May24,201? Rtiotl2
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