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Home My Public Portal About056-2018 - Fire - MES - Rescue equipmentAGREEMENT r THIS AGREEMENT made and entered into this J day of , 2018, and referred to as Contract No. 56-2018, by and between the City dt Ric ond, Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and Municipal Emergency Services, Inc., d/b/a MES, 6975 Hillsdale Court, Indianapolis, Indiana 47374 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor as a sole source provider to furnish Holmatro extrication equipment and tools ("equipment") for the Richmond Fire Department. City requested a quote from Contractor as a sole -source provider and Contractor's response to said Request for Quotes, dated February 22, 2018, consisting of two (2) pages, is attached hereto as Exhibit A and is hereby incorporated by reference and made a part of this Agreement. Contractor agrees to abide by the same. 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 furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. 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 II. 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 total amount not to. exceed One Hundred Eight Thousand Five Hundred Sixty-eight Dollars and Twenty-five Cents ($108,568.25) for complete and satisfactory performance of this Agreement. Contract No. 56-2018 Page 1 of 6 SECTION IV. TERM OF AGREEMENT This Agreement shall become effective upon complete execution of this Agreement and shall continue in effect until delivery and acceptance of the equipment. 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. Page 2 of 6 Coveralze A. Worker's Compensation & Disability Requirements B. Employer's Liability C. Comprehensive General Liability Section 1. Bodily Injury Section 2. Property Damage D. Comprehensive Auto Liability Section 1. Bodily Injury Section 2. Property Damage Limits Statutory $100,000 $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 E. Comprehensive Umbrella Liability $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 Page 3 of 6 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. 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: 1. 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; 3. 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 Page 4 of 6 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. 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 parry may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other parry. 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 Page 5 of 6 or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 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 Public Works and Safety By: Vicki Robinson, President By::za �:- )� Richard Foore, Member go Date: "CONTRACTOR" MUNICIPAL EMERGENCY SERVICES, INC., DB/A MES 6975 Hillsdale Court Indianapolis, IN 47374 By:. M/Vl/ Printed: Ask JeAJ Title: 0110021boos Ma'[49111— "Anthony L. oster, II, Aember Date: Date: 4 );�ily Page 6 of 6 ---E5 MUNICIPAL EMERGENCY SERVICES .>' HOLMATRO HOLMATRO 158.012.107 HOLMATRO HOLMATRO 158.152.178 HOLMATRO HOLMATRO HOLMATRO HOLMATRO HOLMATRO HOLMATRO HOLMATRO HOLMATRO HOLMATRO 158.181.016 Bill To RICHMOND, CITY OF _(FD)-IN 101 SOUTH 5TH STREET RICHMOND IN 47374 158.012.138 158.012.137 158.012.130 158.012.129 158.032.034 1158.032.033 158.032.009 158.032.010 158.032.012 150.006.373 150.006.372 150.006.204 158.182.073 1158.181.016 Quote Page 1 of 2 Date 2/22/2018 Quote # QT1 157345 Expires 312412018 Sales Rep Battles, Steven E PO # Shipping Method Fed Ex Ground Ship To RICHMOND, CITY OF (FD)-IN 101 SOUTH 5TH STREET RICHMOND IN 47374 158.012.138 3 , 2 5,046.75 15,140.25 Custom HOLMATRO Inc. 5050i cutter 158.012.137 1 4,896.75- 4,896.75 Custom HOLMATRO Inc. 5050 cutter 4007 Cutter Core 1 2,964.75 2,964.75 158.012.130 3 5,937.00 17,811.00 L'uslorn HOLMATRO, Inc- : 5250 Spreader 158.012.129 1 5,683.50: 5,683.50 Custom HOLMATRO Inc. 5240 CL Spreader SR20PC POWER UNIT 4 6,345.00 25,380.00 158.032.034 2 4,008.00 8,016.00 i Custom HOLMATRO Inc. 5350 LP Telescopic Ram No laser 158.032.033 1 3,249.00 3,249.00 Custom HOLMATRO Inc. 5340 LP Telescopic Ram No Laser 158.032.009 1 2,559.00 i 2,559.00 Custom HOLMATRO Inc. RA 4321 CORE 158.032.010 1 3,035.25 i 3,035.25 Custom HOLMATRO Inc. i RA 4322 Core 158.032.012 1 3,252.00 3,252.00 Custom HOLMATRO Inc. RA 4332 Core 150.006.373 1 414.00 414.0 Custom HOLMATRO Inc. RAM EXTENSION 165MM (6-5-) 150.006.372 1 456.001 456.00 Custom HOLMATRO Inc. RAM EXTENSION 350MM (118") 150.006-204 11 522.00 522.00 Custom HOLMATRO Inc. RAM EXTENSION 500MM (19.7-) 158.182.073 1 1;869.75 i 1,869.75 Custom HOLMATRO Inc. ACCESSORIES SET, SP 5240/5250, IN CASE 158.181.016 2 450.75 . 901.50 1EXHIBIT FA PAGE_j_OF. 1 Quote Page 2 of 2 Date - — - Quote # MUNICIPAL EMERGENCY SERVICES c 150.062.158 158.572.128 158.572.125 158.572.130 158.572.132 �f2A HO M TRrl Ft6tiVlf�iftLT 150,581.677 HOLMATRO �HOLMATRO 158.572.133 150.182.045 350.182.088 i HRS22NCT Ram Support Bracket V-STRUT VEHICLE STABILIZATION STRUT 32ft Core Hose - Blue 32ft Core Hose - Orange 32ft Core Hose - Green Custom HOLMATRO Inc. 16ft-Core hose - Orange Custom HOLMATRO Inc. 16ft Core Hose- Blue Custom HOLMATRO Inc. 16ft Core Hose - Black 1 FR F7� 1 �9 Custom HOLMATRO Inc. 16ft Core Hose - Green I COVERS PROTECTION EDGE SHARP SEP10 150.182.045 Custom HOLMATRO Inc. SHIELD PROTECTION 350.182.088 i Custom HOLMATRO Inc. SAFETY PEN 2-IN-1 WINDOW PUNCH/CUTTER 4 2/22/20 T8 QT1157345 749.25 2,997.00 z G" 448 376.50 106.50 12.00 i 376.50 i 426.00 48.00 Subtotal 5--- Shipping Cost (FedEx Ground) 200.00 Total @d ^' This Quotation is subject to any applicable sales tax and shipping & handling charges that may apply. Tax and shipping charges are considered estimated and will be recalculated at the time of shipment to ensure they take into account the most current local tax information. All returns must be processed within 30 days of receipt and require a return authorization number and are subject to a restocking fee Custom orders are not returnable. Effective tax rate will be applicable at the time of invoice. ■ uuu u u 111 un ■u QT1157345 ' EXHIBIT PAGE 'L OF 2