7.2. EDSR 04-20-2020 - Laserfiche WebLink

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PROFESSIONAL SERVICES AGREEMENT Z:\1 - Projects\E\Elk River Econ. Dev. Auth\20200417 Elk River EDA PSA (clean).dotm This Agreement is made and entered into effective April 20, 2020 (the “Agreement Date”) by and between: “Client” Name: Elk River Economic Development Authority Address: 13065 Orono Parkway, Elk River, MN 55330 Phone: 763-635-1042 Representative: Amanda Othoudt, Executive Director Email: AOthoudt@ElkRiver MN.gov “Stantec” Name: Stantec Consulting Services Inc. Address: 733 Marquette Avenue, #1000, Minneapolis, MN 55402 Phone: 612-712-2154 Representative: Tom Leighton, Senior Urban Planner Email: tom.leighton@stantec.com Project Name (the “Project”): EDA Stategic Plan, Elk River, MN DESCRIPTION OF WORK: Stantec shall render the services described in Attachment “A” (hereinafter called the “Services”) in accordance with this Agreement. Stantec may, with Client’s consent, engage subconsultants to perform all or any part of the Services. The Client and Stantec by written amendment to this Agreement may from time to time make changes to the Services. All changed work shall be carried out under this Agreement. The time for completion of the Services shall be adjusted accordingly. DESCRIPTION OF CLIENT: The Client confirms and agrees that the Client has authority to enter into this Agreement on its own behalf and on behalf of all parties related to the Client who may have an interest in the Project. COMPENSATION: Charges for the Services rendered will be made in accordance with the Contract Price indicated in Attachment “A”, or, if no Contract Price is indicated, in accordance with Stantec’s Schedule of Fees and Disbursements in effect from time to time as the Services are rendered. Invoices shall be paid by the Client in the currency of the jurisdiction in which the Services are provided without deduction or setoff upon receipt. Failure to make any payment when due is a material breach of this Agreement and will entitle Stantec, at its option, to suspend or terminate this Agreement and the provision of the Services. Interest will accrue on accounts overdue by 30 days at the lesser of 1.5 percent per month (18 percent per annum) or the maximum legal rate of interest. REPRESENTATIVES: Each party shall designate in the space provided above a representative who is authorized to act on behalf of that party and receive notices under this Agreement. Such representatives have complete authority to act on behalf of their principals in respect to all matters arising under this Agreement. NOTICES: All notices, consents, and approvals required to be given hereunder shall be in writing and shall be given to the representatives of each party. All notices required by this Agreement to be given by either party shall be deemed to be properly given and received within two (2) business days if made in writing to the other party by certified mail or email, addressed to the regular business address of such party as identified above. CLIENT’S RESPONSIBILITIES: The Client shall provide to Stantec in writing, the Client's total requirements in connection with the Project, including the Project budget and time constraints. The Client shall make available to Stantec all relevant information or data pertinent to the Project which is required by Stantec to perform the Services. Stantec shall be entitled to rely upon the accuracy and completeness of all information and data furnished by the Client, including information and data originating with other consultants employed by the Client whether such consultants are engaged at the request of Stantec or otherwise. Where such information or data originates either with the Client or its consultants then Stantec shall not be responsible to the Client for the consequences of any error or omission contained therein. When required by Stantec, the Client shall engage specialist consultants directly to perform items of work necessary to enable Stantec to carry out the Services. Whether arranged by the Client or Stantec, these services shall be deemed to be provided under direct contracts to the Client unless expressly provided otherwise. The Client shall give prompt consideration to all documentation related to the Project prepared by Stantec and whenever prompt action is necessary shall inform Stantec of Client’s decisions in such reasonable time so as not to delay the schedule for providing the Services. When applicable, the Client shall arrange and make provision for Stantec’s entry to the Project site as well as other public and private property as necessary for Stantec to perform the Services. The Client shall obtain any required approvals,