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HomeMy WebLinkAboutAgr 2016-06-21 (Susanne Weihl)AGREEMENT FOR PREPARING WEBSITE DEVELOPMENT FOR TOWN OF TIBURON SIGN GUIDELINES THIS AGREEMENT, made and entered this 21st day of June, 2016, by and between the TOWN OF TIBURON, a municipal corporation, hereinafter called "Town," and SUSANNE WEIHL, hereinafter referred to as "Consultant," RECITALS A. The Town is desirous of a consultant to assist in the preparation of an addition to the Town of Tiburon website for the Town's sign guidelines. B. The Town has determined that a consultant with specific expertise in the preparation of website development will be required in order to provide enhanced information disseminated to the Town residents regarding the Town's sign guidelines. C. The Consultant is skilled and able to provide such services described in Section 1 of this Agreement. . AGREEMENT 1. Scope of Consultant Services. Consultant shall perform those the services described in Exhibit A, which is attached hereto and incorporated herein ("Services"). Consultant may subcontract out certain of the Services to other consultants only as may be approved in advance in writing by Town. In the event of such subcontracting, Consultant shall remain responsible for the full performance of all Services. 2. Compensation. The compensation to be paid to Consultant, including both payment for professional services and reimbursable expenses, shall be at the rate and schedule attached hereto in Exhibit A. However, in no event shall the amount the Town pays Consultant for the Services exceed Twelve Thousand Dollars ($12,000.00). A payment of Six Thousand Dollars ($6,000.00) shall be due upon start of the project and the remainder Six Thousand Dollars ($6,000.00) shall be due upon launch of the signage site. Compensation in excess of the amount set forth in Exhibit A must be approved in writing by the Town through amendment of this Agreement. Payment by the Town under this Agreement shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the Town at the time of payment. 3. Consultant as Independent Contractor. Consultant (including its agents and employees) is not an agent or employee of the Town but is an independent contractor not subject to the direction and control of the Town. Without limiting the foregoing, Consultant shall maintain complete control of its operations and personnel and shall be solely liable and responsible to pay all required salaries, wages, expenses, taxes and other obligations, including, but not limited to, withholding and Social Security. 1 Consultant shall indemnify, defend and hold Town harmless from and against claims, liabilities, suits, loss, cost, expense and damages arising from Consultant's willful or negligent acts relating to the performance of the Services pursuant to this Agreement. 4. Audit of Books and Records. Town may, in its sole discretion, undertake an independent audit and/or evaluation of the Consultant's records and accounts of expenditures and program activities at its own expense. Consultant shall furnish all items necessary in the Town's discretion to complete said audit and/or evaluation subject to restrictions on confidentiality limited to expenditure or receipt of program funds, and program quality. 5. Ownership of Documents; Re -Use. All documents, including drawings and specifications prepared by Consultant pursuant to this Agreement shall be the property of Town. Town acknowledges that said documents are prepared for use only in connection with the services as described in the Exhibit A. Consultant makes no representation that said documents are suitable for re -use on any other project or on any expansion of the Project. 6. Stop Work Order. Town may at any time, by written notice to Consultant ("Stop Work Order"), require Consultant to stop or suspend performance of the Services, in whole or in part, for a period of up to ninety days after such notice is delivered to Consultant. Upon receipt of the Stop Work Order, Consultant shall immediately comply therewith and take all reasonable steps to minimize the incurrence of costs allocable to the Services covered by the Stop Work Order during the period of work stoppage. Within ninety days of the delivery of the Stop Work Order, or such later time as may be agreed to by the parties, Town shall either cancel the Stop Work Order or terminate this Agreement as provided in Paragraph 8. Consultant shall resume work upon the cancellation of the Stop Work Order. To the extent that the Stop Work Order results in a documentable increase in the cost of performing the Services or the time required for such performance, Consultant shall receive an equitable adjustment in compensation or an extension of time for performance, as appropriate. 7. Delinquency. In the event that a proper invoice remains unpaid for more than 45 days after submittal, Consultant may commence to charge interest of the unpaid amounts at the lesser of 1.5% per month or the maximum rate allowed under applicable usury laws. In addition, Consultant may suspend the performance of the Services after giving Town 10 days notice of its intent to do so. In the event of such suspension, the Base Fee shall be increased to include Consultant's reasonable costs of suspending and restarting the Services. 8. Termination of Contract. It is expressly understood that either party shall have the right to terminate this Agreement within five (5) days written notice to the other party. In such event, Consultant shall deliver to the Town copies of all finished and unfinished surveys, studies, documents, computer disks, and/or reports pertaining to the Agreement, and Consultant shall be entitled to receive just and equitable compensation for any satisfactory work completed as determined by the Town. 2 9. Discrimination. In the performance of the terms of this Agreement, Consultant shall not engage in nor permit others he or she may employ to engage in discrimination in the employment of such persons based on race, color, religion, sex, sexual preference, age, or handicapped conditions. 10. Miscellaneous. A. Other Contract Provisions. Other contract provisions may be set forth in Exhibit A. To the extent that there are any inconsistencies with such Exhibit and the other portions of this Agreement, the latter shall prevail. B. Governing Law. This Agreement shall be governed by the laws of the State of California. C. Severability. If any provision of this Agreement is found to be invalid or unenforceable, the validity and enforceability of the remaining portions shall not be affected unless the effect thereof would materially change the economic burden on either party. D. Successors in Interest; Assignment. This Agreement shall be binding on the assigns and successors in interest to both parties. Neither party may assign their obligations under this Agreement without the written consent of the other party. E. Entire Agreement; Amendment. This Agreement represents the entire Agreement between the parties. This Agreement may only be amended in writing. IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to execute this Agreement the day and year above written. CONSULTANT TOWN OF TIBURON Susanne Weihl APPROVED AS TO FORM: / enjamin tock, Town Attorney 3 Greg C nis, Town Manager a JOURNAL ofHER WORK.,:rr,,, Dan Watrous Town of Tiburon Tiburon, CA 94920 May 25, 2016 Town of Tiburon Signage Guideline Site Development SUSANNEWEIHL rr u, rnajuarualullrtr,ror•k.r..o,rr 3.1 2! (.i rrru',:t'url :l r;r,n,t M! 3 Waldo a rl, CA .')1602 *1 415 200 8295 co,/ (Atiinak I Iib.01.1-5 Project Goal Design and program an easy to navigate website addition for Town Signage Guidelines. The site will be understandable, searchable and navigable. to ensure that menus are simple, that the site architecture is clear and that users can easily find information and interface with it. Create a design language that is complementary to existing site. The expanded site will also take full advantage of the flexibility of the existing site so that new guidelines can easily be added to over time. Compensation is outlined and estimated as follows: 1 Research Deliverable: Research and understand existing Signage Guidelines implementation procedures, and how the guidelines relate to the application. Fee: S2500.00 Timeline: 5 days 2 Site Architecture Deliverable: Currently. Signage Guidelines are extensive and seem to be hard to navigate. Using the lindings from our research and meetings, create and present a site architecture that streamlines the guidelines and simplifies the process. Fee: S1500.00 Timeline: 7 days 3 Design and Development Deliverable: Two design concepts developed for a landing and two second level pages. Upon approval. design refined and applied to remaining pages. All final copy and imagery will need to be submitted. Minor design refinements are accepted in three rounds of changes. Major or further changes in the concept. design or copy will be invoiced as author's corrections at S125.00 per hour. Fee: S3500.00 Timeline: 14 days 4 File Development for Programming Deliverable: All files need to implement the Signage site as per approved design. (PSD is the preferred file format for programmer). Fee: S2000.00 Timeline: 10 days (( JOURNAL o; HER WORK.(:(,,,, SUSANNEWEIHL 1121 Gr•r•riocnr)?/ runc3 (7u.k1((r,d, Cit 9•1(6O2 5 Programming Management, Site Setup, Programming and launch Deliverable: urlw((1ud(1'!](Lluf Jr�•(-rcc,r•6•.cu(n + 1 415 200 8295 (/HO1, tib.01.1-5 Program site pages per approved design. Connect with Tiburon site and any additional reference material. Design or further copy changes will be invoiced as author's corrections at S125.00 per hour. Hosting of site to be managed by the client. Fee: S2000.00 Timeline: 14 days Research ! Design and Development Estimate: 810000.00 Setup and Programming Estimate: 82000,00 Total Estimate: S12000.00 50%a (S6000.00) due upon start of project—remainder due upon launch.