2-FINAL-Personal Professional Services Contract Template.pdf

CITY OF GRESHAM - PERSONAL PROFESSIONAL SERVICES CONTRACT

Page 1 of 5 Rev. 01/02/2025

PERSONAL PROFESSIONAL SERVICES

CONTRACT

CONTRACT NO. _______________

This Contract is between the CITY OF GRESHAM, a municipal corporation of the State of Oregon (the “City”) and _____________________________, (the “Consultant”). The City’s Project Manager for this Contract is ______________________.

THE PARTIES MUTUALLY AGREE AS FOLLOWS:

1. Statement of Work. The personal professional services required under this Contract are BOLD AND IN CAPS. The statement of work, including the deliverables and payment schedule for the work, is contained in Exhibit A (the “Statement of Work” or “Work”).

2. Effective Date and Duration.

a. This Contract is effective on ______________________, 20___, or on the date at which every party has signed this Contract, whichever is later.

b. The Work required under this Contract shall be:

☐ completed, unless otherwise terminated or extended, on or before __________________, 20___; or

☐ for a term expiring on ___________________. Upon written approval of both parties, this Contract may be renewed for additional one-year terms not to exceed a total contract term of _________ years.

3. Consideration. City agrees to pay Consultant for accomplishing the Statement of Work required by this Contract, including allowable expenses:

☐ a lump sum not to exceed $_____________ , or ☐ based on time and materials or deliverables not to exceed a maximum sum of

Any interim payments to Consultant shall be made only in accordance with the terms and conditions related to rates and costs, and payment schedule in Exhibit A.

4. Standard Terms and Conditions. This Contract is subject to the Standard Terms and Conditions, which are incorporated into this contract by reference, and located at:

Standard Terms and Conditions - Personal Professional Services Contract.

5. Statutory Provisions. This Contract is subject to Oregon Statutory Provisions, which are incorporated into this Contract by reference, and are located at:

https://www.greshamoregon.gov/globalassets/city-departments/budget-and-finance/standard-oregon-statutory-provisions-for-public-contracts.pdf.

6. The Standard Terms and Conditions and Statutory Provisions that apply to this Contract are the ones in effect on the effective date unless modified by written amendment. These Terms and Conditions and Provisions control, supersede, and take precedence over any contrary term or condition that may be included in any Exhibit https://www.greshamoregon.gov/globalassets/city-departments/budget-and-finance/standard-terms-and-conditions---personal-professional-services-contract.pdf https://www.greshamoregon.gov/globalassets/city-departments/budget-and-finance/standard-oregon-statutory-provisions-for-public-contracts.pdf https://www.greshamoregon.gov/globalassets/city-departments/budget-and-finance/standard-oregon-statutory-provisions-for-public-contracts.pdf

Page 2 of 5 Rev. 01/02/2025 attached to this Contract.

7. Exhibits. The following exhibits are attached hereto and incorporated into this Contract.

Exhibit A – Statement of Work, Deliverables, and Payment Schedule Exhibit B – Insurance Requirements

CONSULTANT DATA, CERTIFICATION, AND SIGNATURE

Business Name (please print):

Contact Name: Phone:

Fax: E-Mail Address:

Gresham Business Lic # ________Federal Tax ID # __________State Tax ID # Business Designation (check one): ☐ Individual ☐ Partnership ☐ Corporation ☐ Government ☐ Nonprofit ☐ LLC ☐ Other If not a citizen, check one: ☐ Lawful Permanent Resident ☐ Nonresident Alien

The above information must be provided prior to contract approval. Payment information will be reported to the Internal Revenue Service (IRS) under the name and taxpayer I.D. number provided above. (See IRS 1099 for additional instructions regarding taxpayer ID numbers.) Information not matching IRS records could subject you to 31 percent backup withholding.

Consultant understands that the Standard Terms and Conditions, Statutory Provisions, and Exhibits A and B are an integral part of this Contract and agree to perform the work described in Exhibit A in accordance with the terms and conditions of this Contract.

Consultant represents and warrants to City that: (a) Consultant has the power and authority to enter into and perform the Contract; (b) the Contract, when executed and delivered, shall be a valid and binding obligation of Consultant enforceable in accordance with its terms.

By its signature Consultant acknowledges it has read and understands this Contract and agrees to be bound by its terms and conditions.

Signed by Consultant:

Signature/Title Date

NOTICE TO CONSULTANT: This Contract does not bind the City of Gresham unless and until the City Manager or Designee has executed it.

CITY OF GRESHAM SIGNATURE

Approved:

Project Manager Date

Reviewed:

City Attorney or Designee Date

Page 3 of 5 Rev. 01/02/2025

Approved:

City Manager or Designee Date

CITY OF GRESHAM – PERSONAL PROFESSIONAL SERVICES CONTRACT

EXHIBIT A – STATEMENT OF WORK

Page 4 of 5 Rev. 01/02/2025

EXHIBIT A

STATEMENT OF WORK, DELIVERABLES, AND

PAYMENT SCHEDULE

STATEMENT OF WORK

[insert text]

DELIVERABLES: [insert text]

CONSULTANT’S PERSONNEL:

The Consultant shall assign specific personnel to do the work required under this contract as designated below. The Consultant shall not change personnel assignments without the prior written consent of the City.

Name Specified Duties or Role

PAYMENT SCHEDULE

City shall pay Consultant the consideration described in Paragraph 3:

☐ In a lump sum at the completion of the Contract to the satisfaction of the City ☐ Monthly progress payments based on time and materials or deliverables as set forth below with final payment upon completion of the Contract.

☐ Other

Monthly progress payments based on time and materials or deliverables (if checked above) will be based on the following:

[E.g. Insert table with hourly rate for various positions] [E.g. Deliverables chart with compensation linked to individual deliverables]

Payment shall be made within thirty (30) calendar days after receipt of invoice and City approval of services rendered. The invoice shall state the contract number from page 1 of this Contract and describe the work performed.

ACH Payments

It is the City’s policy to pay Consultant invoices via electronic funds transfers through the automated clearing house (ACH) network. To initiate payment of invoices, Consultant shall execute the City’s standard ACH Vendor Payment Authorization Agreement.

Upon verification of the data provided, the Payment Authorization Agreement will authorize the City to deposit payment for services rendered directly into Consultant accounts with financial institutions. All payments shall be in United States currency.

CITY OF GRESHAM – PERSONAL PROFESSIONAL SERVICES CONTRACT

EXHIBIT B – INSURANCE REQUIREMENTS

Page 5 of 5 Rev. 01/02/2025

EXHIBIT B

PERSONAL PROFESSIONAL SERVICES CONTRACT INSURANCE

REQUIREMENTS

Consultant shall maintain in force at its own expense all insurance and other documentation noted below:

Workers’ Compensation insurance in compliance with ORS 656.017. All employers, including Consultant, that employ subject workers who work under this Contract in the State of Oregon shall comply with ORS 656.017 and provide the required Workers’ Compensation coverage, unless such employers are exempt under ORS 656.126.

Consultant shall ensure that each of its subcontractors complies with these requirements. Consultant shall submit:

• Proof of Workers Compensation, or

• Proof of exemption and Independent Contractor Certification

☒ Professional Liability (Check Here if Required) insurance with a combined single limit of not less than $1,000,000 for each claim, incident, or occurrence. This is to cover damages caused by error, omission, or negligent acts related to the professional services to be provided under this contract. The coverage must remain in effect for two years after the contract is completed.

Commercial General Liability insurance, on an occurrence basis, with a combined single limit of not less than $1,000,000 for each occurrence of bodily injury, personal injury and property damage. It shall include coverage for broad form contractual liability; broad form property damage; personal and advertising injury; owners and contractor protective; premises/operations; and products/completed operations.

Coverage shall not exclude excavation, collapse, underground, or explosion hazards.

Commercial Automobile Liability insurance with a combined single limit, or the equivalent of not less than $1,000,000 for each accident for Bodily Injury and Property Damage, including coverage for owned, hired and non-owned vehicles. “Symbol One” coverage shall be designated.

Notice of cancellation or change. There shall be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without 30 days written notice from the Consultant or its insurer(s) to the City.

Additional Insured. For general liability insurance and automobile liability insurance the City, and its elected officials, agents, officers, and employees will be Additional Insureds, but only with respect to Consultant’s services to be provided under this contract. This coverage shall be by endorsement physically attached to the certificate of insurance.

Certificates of Insurance. Consultant shall furnish insurance certificates acceptable to City prior to commencing work. The certificate will include the deductible or retention level and required endorsements. Insuring companies or entities are subject to City approval. If requested, copies of insurance policies shall be provided to the City.

Consultant shall be responsible for all deductibles, self-insured retention’s, and/or self-insurance.