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City Planning/Civil Engineering Consultant Template

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City Planning/Civil Engineering Consultant Template Powered By Docstoc
					This document sets forth a template for an agreement to be entered into between a
consultant and a company for the acquisition of consulting services related to civil
engineering and/or city planning. The draft form anticipates that the company has
already bid for and been accepted to perform work for a city or municipality. The draft
form contains numerous comments and optional language to ensure many common
issues between the parties are addressed.
       CITY PLANNING/ CIVIL ENGINEERING CONSULTING
                        AGREEMENT
THIS CONSULTING AGREEMENT ("Agreement") is made and entered into as of
the ___ day of _____, 20__, [Instruction: Insert date.] by and among _____
[Instruction: Insert company name.], a _____ [Instruction: Insert company
formation information.] ("Company"), and _____ [Instruction: Insert consultant’s
name.] ("Consultant").
                                    WITNESSETH:
WHEREAS, Consultant is recognized as _____ [Instruction: Insert area of expertise.];
and
WHEREAS, the Company desires to retain Consultant to provide services related to and
in support of efforts in which Consultant has expertise; and
WHEREAS, Consultant is in the business of providing such consulting services and
has agreed to provide the services in accordance with the terms and conditions set forth in
this agreement; and

WHEREAS, Company has been hired by the City of _____ [Instruction: Insert city
name and state.] (“City”) to _____ [Instruction: Insert project which Company has
been hired to complete.] (“Project”).
NOW, THEREFORE, in consideration of this Agreement and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
agree as follows:
   1. Consultant shall furnish the Company with his best advice, information, judgment
      and knowledge with respect to the services related to and in support of efforts in
      which Consultant has expertise which is to be provided in accordance with this
      Agreement. Specifically, Consultant shall _____. [Comment: Insert specific
      duties Consultant shall have under Agreement.]
   2. Company shall retain Consultant as set forth in this Agreement with respect to
      _____ [Instruction: Insert what Consultant will do for Company.] in
      connection with the Project.
   3. The Consultant will _____ [Instruction: Insert broad details of what
      consultant will do.] Consultant, in its sole discretion, may retain the services of a
      qualified _____ [Instruction: Insert any additional services which Consultant
      may retain to perform services.] firm to assist with or to provide the required
      services. [Comment: Parties should state here who will pay for additional
      required services.]
   4. It is the understanding of the parties that Company has been retained by the City
      in connection with the Project as set forth above [Comment: If details of Project
      must be described in further detail, parties may wish to include same on a
      Schedule to the Agreement, which should be referenced here.] and, to the best
      of Company’s knowledge, has provided Consultant with the complete program
      and requirements with respect to the Project, including but not limited to the



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      budget for the project. Consultant hereby acknowledges his understanding of the
      nature and scope of work to be provided by Consultant.
   5. The Consultant shall work cooperatively with the Company and the City in
      performing all services under this Agreement. Consultant shall endeavor to
      perform all services within the budget provided by City.
   6. The term of this Agreement shall begin on _____ [Instruction: Insert
      commencement date.] and shall, subject to the provisions for termination set
      forth herein, continue until and terminate on _____ [Instruction: Insert
      termination date.]. Further, the proposed timeframe for completion of Project
      work is as follows: _____ [Instruction: Insert any applicable timeframe for specific
      work to be done by consultant.].
   7. Except as authorized by the Company or as otherwise set forth expressly herein,
      the Consultant shall not directly contact any agent of the City or any other
      consultant or contractor working on the Project.
   8. For all services that Consultant renders to the Company the Company will pay
      Consultant a retainer of $_____ per month, payable on the first day of the month.
      If this agreement terminates on a date other than the first of a month, a prorated
      share of the minimum fee will be due for the final month. Consultant agrees that
      during the term he/she will devote up to ____ (__) days per month to his/her
      Duties. The Company will periodically provide the Consultant with a schedule of
      the requested hours, responsibilities and deliverables for the applicable period of
      time. The duties will be scheduled on an as-needed basis. [Instruction: Insert
      applicable payment agreement, including any revision to the hours/days of
      services.] Late payments by Company shall be subject to late penalty fees of
      _____% [Instruction: Insert number.] per month from the due date until the
      amount is paid.
   9. The Consultant shall obtain and maintain at all times during the term of this
      Agreement, the following insurance coverages: _____ [Instruction: Insert
      applicable required insurance coverages.]
   10. [Optional: If expenses are to be paid, same should be carefully set forth in
       this paragraph. See the remainder of the paragraph for sample expense
       language.] Company also agrees to pay Consultant’s fees for _____.
       Company shall reimburse Consultant for all travel expenses, including but
       not limited to hotels, meals, etc., in connection this Agreement. Such
       reimbursement shall not be limited to the above, and may include special
       services and charges originated on Company’s behalf by Consultant,
       incurred in servicing Company’s account. [Instruction: City may require
       additional language be included here regarding additional authorizations,
       etc., that may be required.]
   11. In no event shall Consultant be liable to Company for Company’s lost profits, or
       to Company or the City for any special, incidental or consequential damages
       (even if Consultant has been advised of the possibility of such damages).
       Consultant's total liability under this Agreement for damages, costs and expenses,
       regardless of cause, shall not exceed the total amount of fees paid to Consultant


© Copyright 2012 Docstoc Inc.                                                            3
      by Company under this Agreement. Company shall indemnify Consultant against
      all claims, liabilities and costs, including reasonable attorney fees, of defending
      any third party claim or suit, other than for infringement of intellectual property
      rights, arising out of or in connection with Company’s performance under this
      Agreement. Consultant shall promptly notify Company in writing of such claim
      or suit and Company shall have the right to fully control the defense and any
      settlement of the claim or suit.
   12. [Optional language: This Agreement shall terminate in the event Consultant
       voluntarily ceases performing his/her duties and such cessation continues for
       a period of more than thirty (30) days after notice from Company, if
       Consultant becomes physically or mentally unable to perform his/her duties.
       In such event, the termination date shall be deemed to be the date on which
       such services ceased to be performed.]
   13. In the event of a breach hereunder and a failure to cure such breach within thirty
       (30) days of written notice of such breach, this Agreement may be terminated by
       either party upon written notice.
   14. The provisions of this Agreement are severable, and if any one or more provisions
       may be determined to be illegal or otherwise unenforceable, in whole or in part,
       the remaining provisions, and any partially enforceable provision to the extent
       enforceable in any jurisdiction, shall nevertheless be binding and enforceable.
   15. The rights and obligations of the Company under this Agreement shall inure to
       the benefit of and shall be binding upon the successors and assigns of the
       Company. The rights, obligations and duties of Consultant hereunder may not be
       assigned or delegated without the Company's prior written consent except that
       Consultant may assign its interest to a company formed by Consultant for the
       purpose of providing such services.
   16. [Optional language, if Project includes construction work.]The Consultant shall
       exercise the generally accepted standard of care in complying with current
       applicable local and State laws, statutes, ordinances, rules, regulations, building
       and construction codes, including locally adopted amendments to the codes, and
       with generally accepted design and engineering standards. When no local or
       State codes apply, the current edition of the International Building, Plumbing
       and Mechanical Codes, National Electrical Code, applicable State and Federal
       safety and health laws, including but not limited to fire protection laws and
       standards in effect on the date this contract is executed shall apply. The
       Consultant shall confirm the applicable codes and determine the authority(ies)
       having jurisdiction prior to beginning the work. Where the requirements of
       similar applicable codes are in conflic
				
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Description: This document sets forth a template for an agreement to be entered into between a consultant and a company for the acquisition of consulting services related to civil engineering and/or city planning. The draft form anticipates that the company has already bid for and been accepted to perform work for a city or municipality. The draft form contains numerous comments and optional language to ensure many common issues between the parties are addressed.