CCR2003046-
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COMMON COUNCIL. CITY OF MUSKEGO
RESOLUTION #046.2003
APPROVAL OF AGREEMENT WITH OWEN AYRES & ASSOCIATES, INC.
FOR PROFESSIONAL SERVICES FOR PHOTOGRAMMETRIC SERVICES
WHEREAS, The municipalities of Muskego, New Berlin and Waukesha have proposed
to initiate a local level orthophotography program; and
WHEREAS, Waukesha County has initially agreed to provide funding; and
WHEREAS, The Plan Director has proposed that the City enter into an Agreement with
Owen Ayres & Associates, Inc. to provide digital orthophotography and related
products; and
WHEREAS, The Finance Committee has reviewed the attached Agreement and has
recommended approval subject to the review and approval of the City Attorney.
NOW, THEREFORE, BE IT RESOLVED That the Common Council of the City of
Muskego, upon the recommendation of the Finance Committee, does hereby approve
the attached Agreement with Owen Ayres & Associates, Inc. subject to review and
approval of the City Attorney.
BE IT FURTHER RESOLVED That this approval is contingent upon the City entering
into a separate intergovernmental agreement with Waukesha County.
BE IT FURTHER RESOLVED That the Mayor and Clerk-Treasurer are authorized to
sign the Agreement in the name of the City.
DATED THIS 25th DAY OF Februarv ,2003.
SPONSORED BY
FINANCE COMMITTEE
Ald. Rick Petfalski
Ald. Nancy Salentine
Ald. Patrick Patterson
This is to certify that this is a true and accurate copy of Resolution #046-2003 which
was adopted by the Common Council of the City of Muskego.
2I2003jmb ~/( Yn.~ C -Treasurer
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AGREEMENT FOR
PROFESSIONAL SERVICES
FOR
PHOTOGRAMMETRIC SERVICES
THIS AGREEMENT is made by and between City of Muskego (OWNER) and Owen Ayres &
Associates, Inc., a.k.a. Ayres Associates, 2445 Darwin Road, Madison, Wisconsin 53704
(CONSULTANT). This agreement is dependant on the CONSULTANT executing similar
agreements with the City ofWaukesha, City of New Berlin and Waukesha County, and;
WHEREAS, the OWNER intends to retain the CONSULTANT to prepare digital
orthophotography and related products for the amount specified in Article 5 of this Agreement.
NOW, THEREFORE, the OWNER and CONSULTANT agree to the performance of
professional services by CONSULTANT and payment for those services by OWNER as set forth
below:
ARTICLE 1 -SCOPE OF SERVICES
1. BASIC SERVICES
1.1 Photogrammetric Services
After written authorization ITom OWNER to proceed, CONSULTANT shall:
1.1.1. Acquire black and white aerial photography ITom 5,000' above mean terrain at a
negative scale of I" = 833' for the project area as soon as weather and site
conditions are optimal in March or April of2003.
1.1.2. Utilize ground control ITom the Waukesha County 2000 flight; and target at least
eleven (11) section comers for ground control within Township 5 North, Range
20 East.
1.1.2. Prepare new analytical aerotriangulation solution for the entire block of aerial
photography.
1.1.3. Utilize the existing Digital Terrain Model (DTM) for the project area located
within Muskego and Vernon Townships. Additional DTM work for other
portions of the project area are to be performed by CONSULTANT.
1.1.4. Scan film negatives of the 1" = 833' black and white aerial photography at 15
microns, to produce a pixel resolution of six inches.
1.1.5. The project area DTM will be used to rectify the scanned 1" = 833" black and
white aerial photography.
1.1.6. Prepare orthophotography at I" = 100' scale with six-inch pixel resolution so as
to meet National Map Accuracy Standards at a scale of I" = 100'.
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1.1.7. The projection of the digital orthophotography shall be the Wisconsin State Plane
Coordinate System, South Zone, North American Datum 1927.
1.1.8. The digital orthophotography shall be tiled in overlapping PLSS quarter section.
1.2. Deliverables
1.2.1. One copy of the flight plan.
1.2.2. One complete set of contract prints of the 1 "=833' black and white aerial
photography.
1.2.3. One copy of the tiled digital orthophotography files on CDROM in GEOTIFF
format.
1.2.4. One copy of the digital orthophotography in one MrSID formatted file on
CDROM.
1.2.5. One copy of the FGDC compliant metadata.
1.3. Ownership
1.3.1. The OWNER shall have sole ownership of all photographic negatives, contact
prints, and digital orthophotography. The CONSULTANT shall have physical
possession of the photographic negatives so long as they are stored according to
standard industry practices.
1.3.2. CONSULTANT shall not distribute copies of the Deliverables to any other party
without written permission fÌ'om OWNER.
1.4. Quality and Assurance
1.4.1. The OWNER perform quality and assurance checks on the digital
orthophotography.
1.4.2. The OWNER shall notify the CONSULTANT when the digital orthophotography
has been accepted by the OWNER.
ARTICLE 2 -CHANGES IN THE SCOPE OF SERVICES
2.1 Services Requiring Changes in the Scope of Services
The OWNER or the CONSULTANT may, fÌ'om time to time, request changes in
the scope of services to be performed hereunder. Such changes, while not
anticipated, may include an increase or decrease in the amount of
CONSULTANT'S compensation. Any such changes must be mutually agreed by
and between OWNER and CONSULTANT and shall be incorporated in written
amendments to this agreement. Such changes may include:
2.1.1 Services to investigate existing conditions or facilities or to verify the accuracy of
information furnished by OWNER.
2.1.2 Services resulting fÌ'om significant changes in the general scope, extent or
character of the Project.
2.1.3 Furnishing services of independent professional associates and consultants for
other than Basic Services.
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2.1.4 Preparing to serve or serving as a consultant or witness for OWNER in any
litigation, arbitration or other legal or administrative proceeding involving the
Project.
2.1.5 Additional services in connection with the Project, including services, which are
to be furnished by OWNER and services not otherwise, provided for in this
Agreement.
ARTICLE 3 -OWNER'S RESPONSIBILITffiS
OWNER shall do the following in a timely manner so as not to delay the services of
CONSULTANT:
3.1 Designate in writing a person to act as OWNER's representative.
3.2 Provide all criteria and full information as to OWNER's requirements.
3.3 Place at CONSULTANT's disposal all available pertinent information.
3.4 Arrange for access to and make all provisions for CONSULTANT to enter upon
public property as required for CONSULTANT to perform services under this
Agreement.
Furnish approvals and permits from all governmental authorities having
jurisdiction over the Project and such approvals and consents from others as may
be necessary for completion of the Project.
Give prompt written notice to CONSULTANT whenever OWNER observes or
otherwise becomes aware of any development that affects the scope or timing of
CONSULTANT's services.
ARTICLE 4 -PERIODS OF SERVICE
4.1 The provisions of this Article and the compensation for CONSULTANT's
services have been agreed to in anticipation of the orderly and continuous
progress of the Project. If completion dates are exceeded through no fault of
CONSULTANT, compensation provided herein shall be subject to equitable
adjustment.
4.2. The CONSULTANT services called for in Article 1, as requested by the
OWNER, will be completed and submitted to the OWNER no later, August 1,
2003 providing the OWNER and CONSULTANT have signed this Agreement by
March 15,2003.
CONSULTANT's services under this Agreement shall be considered complete
when the OWNER has accepted submissions.
If OWNER has requested significant modifications or changes in the general
scope, extent or character of the Project, the time of performance of
CONSULTANT's services shall be adjusted equitably.
If CONSULTANT's services for the Project are delayed or suspended for more
than three months for reasons beyond OWNER's control (but without termination
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3.5
. 3.6
4.3
4.4
. 4.5
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paragraph 5.1.1. shall be reduced to services completed up to that time.
ARTICLE 5 -PAYMENTS
5.1 ' Compensation for Services
OWNER shall compensate CONSULTANT for services included in Article 1 as follows:
5.1.1. The amounts set forth in the table below are dependant on the CONSULTANT
having executed agreements with the City ofWaukesha, City of Muske go, City of
New Berlin and County ofWaukesha.
5.1.2. The amounts set forth in the table below are further dependant on the OWNER
having executed an agreement with Waukesha County for cost sharing.
5.1.3. In the event that said agreements described in this Section have not been executed
by March 15, 2003 this Agreement shall be null and void.
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Number of Total
Sections
City of Muske go, Muskego 35.25 $12,870
Township
City of Muskego, Vernon 0.5 $180
Townshin
Franklin Sections 4.0 $1,320
Franklin DTM Adîustments $1.465
TOTAL $15.835
5.2 Times of Payments
5.2.1. CONSULTANT shall submit invoices for set forth in the table below. OWNER
shall make prompt payments within 30 days in response to CONSULTANT's
invoices.
U on delivery of the fli ht Ian
U on delivery of contact rints
Upon delivery and acceptance of the digital
ortho hotogra hy
25% of total
25% of total
50% oftotal
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5.3. Other Provisions Concerning Payments
5.3.1 If OWNER fails to make any payment due CONSULTANT for services and
expenses within sixty days after receipt of CONSULTANT's invoice, the amounts
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due CONSULTANT will be increased at the rate of 1 % per month (12% A.P.R.)
ftom said sixtieth day, and in addition, CONSULTANT may, after giving seven
days' written notice to OWNER, suspend services under this Agreement until
CONSULTANT has been paid in full all amounts due for services and expenses.
If for some reason there is a dispute concerning an invoice and the dispute extends
beyond one month, the owner will not be assessed a 1 % penalty to that invoice.
5.3.2 In the event of termination by OWNER, CONSULTANT will be reimbursed for
all responsible charges and services rendered.
5.3.3 Records pertinent to CONSULTANT's compensation will be kept in accordance
with generally accepted accounting practices.
5.3.4 Factors determining compensation payable to CONSULTANT will be adjusted
periodically and equitably to reflect changes in various elements that comprise
such factors. Any changes must be mutually agreed by and between the OWNER
and the CONSULTANT and shall be incorporated in written amendments to this
agreement.
ARTICLE 6 -GENERAL CONSIDERATIONS
6.1 Reuse of Documents
6.2
6.3
6.4
Any reuse of the services and documents provided under this agreement for
purposes not intended, will be at the owners sole risk.
Controlling Law
This Agreement is to be governed by the law of the State of Wisconsin.
Termination
The obligation to provide further services under this Agreement may be
terminated by either party upon seven days' written notice in the event of
substantial failure by either party to perform in accordance with the terms hereof
through no fault of the terminating party.
Indemnification
The CONSULTANT hereby agrees to indemnifY the OWNER for all claims
arising solely ftom negligent acts, errors or omissions of the CONSULTANT in
the performance of professional services under this agreement.
ARTICLE 7 -EXHIBITS AND SCHEDULES
7.1 The following Exhibits are attached to and made a part of this Agreement.
7.1.1 Attachment A -Project Area Description.
7.1.2 Attachment B - Project Area Maps
7.2 This Agreement together with the Exhibits and Schedules identified above,
constitute the entire agreement between OWNER and CONSULTANT and
supersede all prior written or oral understandings. This Agreement and said
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Exhibits may only be amended, supplemented, modified or canceled by a duly
executed written instrument.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the
day and year first written above.
CONSULTANT
Owen Ayres & Association, Inc.
Fredrick J Halfen, Regional Vice President Date
OWNER
Mark A. Slocomb, Mayor Date
Attest
Jean K. Marenda, City Clerk - Treasurer Date
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ATTACHM:ENT A
PROJECT AREA DESCRIPTION
Sections 1 thru 36, Township 6 North, Range 20 East; and
The North-half of Section 6, Township 5 North, Range 20 East; and
The Northwest-quarter of Section 5, Township 5 North, Range 20 East.
ATTACHM:ENT B
PROJECT AREA MAP
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