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HomeMy Public PortalAbout035-2017 - RSD-One Call for Answering servicesAGREEMENT ORIGINAL THIS AGREEMENT made and entered into this day of March, 2017, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners (hereinafter referred to as the "City") and SWN Communications Inc d/b/a One Call Now, 6450 Poe Ave., Suite 500, Dayton OH 45414 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor for a service that will notify Richmond Sanitary District customers that they are in jeopardy of have their water disconnected due to the customer's failure to pay the Richmond Sanitary District bill. Notification will be through a phone call, text message or email to the customer informing them to make payment immediately to avoid have the customer's water shut off. Contractor's Quote for service is contained on Exhibit "A", is dated February 15, 2017, and is also hereby incorporated by reference and made a part of this Agreement. Upon notification by City of an account in jeopardy of having its water disconnected, Contractor shall contact Richmond Sanitary District customers by a phone call, text or email. Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. The Contractor shall, when requested, provide the phone call, text message or email specified by City. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance and/or warranties; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2);and 3. A purchase order has been issued by the Purchasing Department. SECTION IL 1 STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION III. COMPENSATION City shall pay Contractor a sum not to exceed Two Thousand Three Hundred Twenty -Two Dollars and Zero Cents ($2,322.00) for complete and satisfactory performance of the work required hereunder. Contract No. 35-2017 Page 1 of 6 SECTION IV. TERM OF AGREEMENT This Agreement shall become effective March 1, 2017 and shall continue in effect until February 28, 2018. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice, whether oral or written, by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated, but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub -contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation & Statutory Disability Requirements B. Employer's Liability $100,000 Page 2 of 6 C. Comprehensive General Liability Section 1. Bodily Injury Section 2. Property Damage D. Comprehensive Auto Liability (if applicable) Section 1. Bodily Injury Section 2. Property Damage E. Comprehensive Umbrella Liability $1,000,000 each occurrence $2,000,000 aggregate $1,000,000 each occurrence $1,000,000 each person $1,000,000 each occurrence $1,000,000 each occurrence $1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. Page 3 of 6 SECTION VIII. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22- 16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. SECTION IX. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees: That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub -contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any sub -contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national origin or ancestry; That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. Page 4 of 6 SECTION X. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION XI. MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum, venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. Page 5 of 6 IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Sanitary Commissioners By: e Miller, President Date: &/4 A/ 7 APPROVI Date: 0 3- O G "CONTRACTOR" SWN COMMUNICATIONS, INC. d/b/a One Call Now By: Printed: Eric Cox Title: Vice -President of Sales Date: v r6 ✓ r 7 Page 6 of 6 Invoice Page 1 of 1 One Call ' 1NKR Ri�i40gii meShf f' 6450 Poe Avenue, Suite S00 Dayton OH 45414 877-698-3262 www.onecallnow.com Bill To Denise Johnson City of Richmond 50 North 5th Richmond IN 47374 United States Invoice Date 2/15/2017 Invoice # INV54661727345 Group ID 325329 Group Name City of Richmond Terms All Calls Pre -Paid Due Date 2/15/2017 PO # Vendor ID Start Date 3/1/2017 End Date 2/28/2018 Item Quantity Description Rate Amount Call Credits Plan 20,000 No contracts or monthly additional fees. Credits expire annually. 0.11 2,200.00 One 60 second call or two text segments. Email included for free. FEES -STOP 1 Setup Fee for New Service 45.00 45.00 Subtotal 2,245.00 RRF035 - Regulatory Recovery Fee: 3.5% 77.00 Total 2,322.00 Amount Due USD $2,322.00 SWN Communications, Inc. Please Note Our New Address: One Call Now 6450 Poe Avenue, Suite 500 Dayton, OH 45414 Please Enter Your Credit Card Information Type of Card: American Express Discover Master Card VISA VISA-SWN Master Card-SWN American Express-SWN Credit Card #: Expiration Date: Month Year Signature: Remittance Slip Customer 325329 : City of Richmond Invoice # INV54661727345 Amount Due $2,322.00 USD Amount Paid One Cull 9• when messages matter Contact Form Thank you for choosing One Call Now for your important messaging needs. We need to gather your contact information in order to best serve you. One Call Now Group ID: Organization Name: Required Information Primary Contact for Your Organization Accounts Payable Contact for Billing Contact Name: TOM Code:State, Zip Lei Information Other Contact . . Organization IT Contact Contact Name: Name: W S Title: r- itle: 1 Phone: Address: (If different from above) (V ! Email: rI Cl city, �, Ln AA State, Zip Code: Phone: Email: S' ,�'rfJ -4 One Call • , Service Plan Summary City of Richmond ,IN The Quote below is for a standard service period of 12 months. Additional Notes: 3000 Call Credits: $450 4000 Call Credits: $600 5000 Cali Credits: $700 1OK Call Credits: $1200 Quote Date: 1/26/2017 Quote M Q-20701 Group ID: Prepared By: Sarah Holobaugh Total $2,245.00 ** Once you reach 20K credits the pricing decreasing.18,000 credits = $2160 plus the one time set up fee.** Credits are good for 12 months. At the end of your 12 months you can renew with any amount of credits and the remaining credits In your account will roll over. For $40 more, I would encourage you to purchase the 20K over the 18K. The set up fee is one-time fee only. sarah.holobaugh@onecalinow.com 937-573-2336 Option71- ing"Notes (P ase Order #) �_ 1 -- SWN Communications, Inc. /a One Cal Now. Authorized Signature U Od C a T Y F R I C i3?'ii.lND r N: ACCC=i NI-5 PAYABLE: SU NORTH i 5TI" I S T REV-37 ;" INDIATIP Oi THIS NUMBER MUST APPEAR ON ALL SHIPMENTS, INVOICES AND PAPERS PURCHASE ORDER RELATIVE TO THIS ORDER. ViiENDOljk NO. ADDRESS NO. D�E4LIVER' Y REQUIRED TERMS SHIP VIA F.O.B. REQUISRION NO. A �r sr! � al2t tr r:tf a f OPY r PURCHASE ORDER NO. `:: 094 ISSUE DATE .02i S/17 ISSUEISWN COMMUNICATIONS: INC. d b a ONE CA SHIP TO: .6450 POE AVE_ : SUITE 500 TO: RICHMOND SANITARY DILSTRICT DAYTONj 0H 454.14 2380 LIBERTY AVENUE R I CHMONO, IN 47374 FAX: x'37--335 :388 ' FOR MORE INFORMATION CONTACT: R I C HPIOND I AN I TAR Y - jD I r5T NONE N0: f 6 5- cl 8 3i(5{) .. d✓1/}i lit i_ _ ITEM NO. QUANTITY U/M DESCRIPTION UNIT PRICE EXTENDED PRICE 1 ONE CALL_ AUTO SVC . TO MOTIF'- 1122. 50 CUSTOMERS. ACCOUNT DrSTR IBUTION: 1122. so " BALANCE. 1122. 50 1 f ACCOUNT DISTRIBUTION: 601.3a.301.139.000.3120 12 22. 50 SUB -TOTAL 2e TAX SHIPPING 7ND HANDLING CHAP.' E FEDERAL EXCISE TAX EXEMPTION35-600ma TOTAL OF PURCHASE ORDER INDIANASALES TAX EXEMPTION 0031248"A SvNTY ADM �; r� vq".0 22 A INSTRUCTIONS TO THE VENDOR: 1. ALL ITEMS ORDERED MUST BE MANUFACTURED NI THE UNITED STATES. 2. Your Invoice must be returned to the above address for prompt payment. 3. If vendor delvers any merchandise without valid purchase order, no liability erists for City of Richmond. 4. Al goods subject to Inspection and rejection not withstan ft prior payment to secure cash discount 5. Vendor accepts this order at listed price, or lowest prevalinit market price. No price increase slowed after acceptance 6. City of Richmond reserves right to cancel all or part of this order l delivery Is not made when and as specified. 7. MAIL ALL CORRESPONDENCE TO DIRECTOR OF PURCHASING. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99. ACTS 1945 AND ACTSAMENDATORYTHEREOF AND SUPPLEMENTAL THERETO. I HEREBY CERTIFY THERE IS AN UNOBUGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAYFOR THIS ORDER VI;CKI ROBINSON DIRECTOR OF PURCHASING