City Council Agenda and Packet 2025 03 18

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INDEPENDENT CONTRACTOR AGREEMENT BY AND BETWEEN THE CITY OF LOUISVILLE AND DTJ DESIGN INC. FOR PROS LONG RANGE PLANNING. TRAILS MASTER PLANNING AND COTTONWOOD/LAKE PARK CONCEPT DESIGN SERVICES 1.0 PARTIES This INDEPENDENT CONTRACTOR AGREEMENT (this "Agreement") is made and entered into this 19TH day of March. 2025 (the "Effective Date"), by and between the City of Louisville, a Colorado home rule municipal corporation, hereinafter referred to as the "City", and DTJ Design Inc. a Colorado Corporation, hereinafter referred to as the "Contractor". 2.0 RECITALS AND PURPOSE 2.1 The City desires to engage the Contractor for the purpose of providing PROS Lona Ramie Plan and Trails Master Plan services as further set forth in the Contractor's Scope of Services set forth in Section 3.0 of this Agreement (which services are hereinafter referred to as the "Services"). 2.2 The Contractor represents that it has the special expertise, qualifications and background necessary to complete the Services. 3.0 SCOPE OF SERVICES The Contractor agrees to provide the City with the specific Services and to perform the specific tasks, duties and responsibilities set forth in Scope of Services attached hereto as Exhibit "A" and incorporated herein by reference. Contractor shall furnish all tools, labor and supplies in such quantities and of the proper quality as are necessary to professionally and timely perform the Services. Contractor acknowledges that this Agreement does not grant any exclusive privilege or right to supply Services to the City. 4.0 COMPENSATION 4.1 The City shall pay the Contractor for Services under this Agreement a total not to exceed the amounts set forth in Exhibit "B" attached hereto and incorporated herein by this reference. For Services compensated at hourly or per unit rates, or on a per -task basis, such rates or costs per task shall not exceed the amounts set forth in Exhibit B. The City shall not pay mileage and other reimbursable expenses (such as meals, parking, travel expenses, necessary memberships, etc.), unless such expenses are (1) clearly set forth in the Scope of Services, and (2) necessary for performance of the Services ("Pre -Approved Expenses"). The foregoing amounts of compensation shall be inclusive of all costs of whatsoever nature associated with the Contractor's efforts, including but not limited to salaries, benefits, overhead, administration, profits, expenses, and outside Contractor fees. The Scope of Services and payment therefor shall only be changed by a properly authorized amendment to this Agreement. No City employee has the authority to bind the City with regard to any payment for any Services which exceeds the amount payable under the terms of this Agreement. 4.2 The Contractor shall submit monthly an invoice to the City for Services rendered and a detailed expense report for Pre -Approved Expenses incurred during the previous month. 1 35