Revitalization Commission Agenda and Packet 2018 06 20 SP

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AN AGREEMENT BY AND BETWEEN THE LOUISVILLE REVITALIZATION COMMISSION AND DESMAN, INC FOR CONSULTING SERVICES 1.0 PARTIES The parties to this Agreement are the Louisville Revitalization Commission, hereinafter referred to as the "LRC", and Desman, Inc. a Delaware Corporation, doing business as Desman Associates, hereinafter referred to as the "Consultant". 2.0 RECITALS AND PURPOSE 2.1 The LRC desires to engage the Consultant for the purpose of providing Parking Structure Conceptual Design services as further set forth in the Consultant's Scope of Services (which services are hereinafter referred to as the "Services"). 2.2 The Consultant represents that it has the special expertise, qualifications and background necessary to complete the Services. 3.0 SCOPE OF SERVICES The Consultant agrees to provide the LRC with the specific Services and to perform the specific tasks, duties and responsibilities set forth in Scope of Services attached hereto as Exhibit "B" and incorporated herein by reference. 4.0 COMPENSATION 4.1 The LRC shall pay the Consultant for services under this Agreement a total not to exceed the amounts set forth in Exhibit "C" attached hereto and incorporated herein by this reference. The LRC shall pay mileage and other reimbursable expenses (such as meals, parking, travel expenses, necessary memberships, etc.) which are deemed necessary for performance of the services and which are pre -approved by the LRC's project representative. The foregoing amounts of compensation shall be inclusive of all costs of whatsoever nature associated with the Consultant's efforts, including but not limited to salaries, benefits, overhead, administration, profits, expenses, and outside consultant fees. The Scope of Services and payment therefor shall only be changed by a properly authorized amendment to this Agreement. No LRC employee has the authority to bind the LRC with regard to any payment for any services which exceeds the amount payable under the terms of this Agreement. 4.2 The Consultant shall submit monthly an invoice to the LRC for Services rendered and a detailed expense report for pre -approved, reimbursable expenses incurred during the previous month. The invoice shall document the Services provided during the preceding month, identifying by work category and subcategory the work and tasks performed and such other information as may be required by the LRC, and shall invoice for payment a 1