HomeMy WebLinkAbout5817PROFESSIONAL SERVICES AGREEMENT
The City of Bremerton ("City") and Thelma Swem ("Retained Consultant"), referred to
collectively as the "Parties," enter into the following Agreement for professional services:
I. Scope: Retained Consultant will represent the City of Bremerton on an as needed basis in
risk management matters and other related issues as directed by the City Attorney.
II. Term: This Agreement shall be in effect for a term of one (1) year commencing on May
1, 2018 and expiring on April 30, 2019, unless extended by mutual agreement of both
parties or terminated pursuant to Section IV below.
III. Compensation: The City shall pay Retained Consultant $1,000.00 per month for services
as described in Section I. Out of pocket expenses will be reimbursed. The Parties agree
that the monthly rates for services stated herein may, from time to time, and upon approval
by the City Attorney, be adjusted to reflect current market rates and conditions.
IV. Termination: The Parties agree that this Agreement will continue in full force and effect
until terminated. Either party may terminate this agreement at any time, with or without
cause, upon written notice to the other party.
V. Indemnificaiton.. The City shall defend, indemnify and hold the Retained Consultant
harmless from any and all claims, injuries, damages, losses or suits, including all legal costs
and attorney fees, arising out of or in connection with the performance of this Agreement,
except for that portion of the injuries and damages caused by the Retained Consultant's
gross negligence or willful misconduct.
VI. Limitation of Liability. Unless as a result of gross negligence or willful misconduct, the
liability of Retained Consultant for any type of damages is limited to the amount of
Retained Consultant's total fees under this Agreement.
VII. General Conditions:
A. Reports and Information: When requested by the City, Retained Consultant shall
furnish periodic reports and documents on matters covered by this Agreement. The
reports and documents shall be furnished in the time and form requested.
B. Ownership and Use of Records and Documents: Original documents, drawings,
designs and reports, including those in electronic format, developed under this
Agreement are the property of the City. All documents, including all reports,
drawings, specifications, computer software or other items prepared or furnished
by Consultant pursuant to this Agreement, are instruments of service with respect
to this Agreement and are the property of the City. Any reuse by the City for other
than the specific purpose intended will be at City's sole risk.
C. Entire Agreement: This Agreement constitutes the entire agreement between the
Parties, and the Parties acknowledge that there are no other agreements, written or
oral, that have not been set forth in the text of this Agreement.
D. Severability: Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force and effect.
Risk Management
Consulting Services
E. Modification: This Agreement may only be modified by written instrument signed
by both Parties.
F. Notices: Notices shall be in writing and delivered to the following addresses:
CITY:
Roger Lubovich
City Attorney
City of Bremerton
345 Sixth Street, Suite 100
Bremerton, WA 98337
RETAINED CONSULTANT:
Thelma Swem
17277 Willow Court
Bend, OR 97707
G. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a
waiver of that provision. Waiver of any right or power arising out of this
Agreement shall not be deemed a waiver of any other right or power.
H. Compliance with Laws: Retained Consultant shall comply with all applicable
Federal, State and local laws in performing its obligations under this Agreement.
I. Choice of Law and Venue: This Agreement shall be interpreted according to the
laws of the State of Washington. Any judicial action to resolve disputes arising out
of this Agreement shall be brought in Kitsap County Superior Court.
J. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions
herein, each party shall pay all its own costs and attorneys' fees.
This agreement is entered into on the dated fully executed below.
CITY OF BREMERTON THELMA SWEM
By: Roger Lu ovich, ity Attorney By: Thelma Swem
Date: L 3 / v Date:
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Risk Management
Consulting Services