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HomeMy Public PortalAbout029-2020 - LWC - Design support for the shade sales at Elstro PlazaJ PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into this -5- day of M(MGh , 2020, and referred to as Contract No. 29-2020, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and LWC Incorporated, 712 East Main Street, Richmond, Indiana, 47374 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to provide professional services in connection with providing design support and design assistance for the shade sails at the Jack Elstro Plaza, which professional services are more fully described on Contractor's proposal (the "Project"). Contractor shall perform all services and provide all drawing and/or reports as more fully described on Contractor's proposal marked as "Exhibit A" which exhibit consists of two (2) pages, is dated February 17, 2020, and which is attached hereto and made a part hereof. 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. Contractor shall perform all work herein in a timely manner, conforming to all applicable professional standards. 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; 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. Page I of 7 Contract No. 29-2020 SECTION III: COMPENSATION City shall pay Contractor a total amount estimated not to exceed Six Thousand Nine hundred Dollars and Zero Cents ($6,900.00) for the complete and satisfactory performance of all work described on "Exhibit A". This amount may be exceeded in the event Contractor must develop certain data to generate information needed for the completion of the Project as more fully described in Exhibit A to this Agreement. Compensation is to be paid from the City's Local Income Tax ("LIT") funds and/or the City's Redevelopment Tax Increment Finance ("TIF") funds as determined and approved by the Mayor and the City's Redevelopment Commission, respectively. SECTION IV. TERM OF AGREEMENT This Agreement shall be effective when signed by all parties and shall continue in effect until satisfactory completion of this Agreement. 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. Page 2 of 7 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 b6 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 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 E. Comprehensive Umbrella Liability F. MalpracticeBrrors & Omissions Insurance Page 3 of 7 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 $1,000,000 each occurrence $2,000,000 each aggregate $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. 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. Page 4 of 7 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 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 for negligence which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. Page 5 of 7 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 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. [Signature Page to Follow.] Page 6 of 7 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. 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 Vicki Robinson, President By: Emily , almer, Member By: Matt Evans, Member "CONTRACTOR" LWC Incorporated 712 East Main Street Richmond, IN 47374 j t � Printed: ` ► c) 9-(`1 �.. � 6 Title: G�VED: Date: l�avi . Sno ayor Date: 0 3 ®erg 2OZ Page 7 of 7 February 17, 2020 Denlse Retz, Parks Superintendent Richmond Parks and Recreation 2200 E. Main Street Richmond, IN 47374 Dear Mrs. Retz: I am following up on our conversation for regarding design support for shade sails at the Elstro Park, As we discussed, you are looking for following design assistance: • Review typical foundation design from selected manufacturer for local codes • Provide stamped foundation drawings for submission to the state • Layout the preferred shade structure locations on a context map of Elstro Park • Analyze site lines from areas within Elstro Park to the stage and provide a graphic • Provide a typical section describing site lines from the edge of the park to the stage •. Provide graphic of anticipated shade limits throughout summer months our fee to complete these tasks is $6,900. In order to perform these tasks for the proposed fees, we will need the following information: • Soil data from design of Elstro Park • structural -load data from the selected shade manufacturer • Site plan In CAD or PDF for Elstro Park • Details in CAD or PDF of structures in Elstro Park • Canopy details in CAD or PDFfor all shade structures anticipated • Markup of a preferred location for all shade structures in Elstro Park Our fees assumes these items are available to facilitate efficient development of the requested deliverables, Additional fees will be Incurred If these items are unavailable and must be developed as part of the project. cronthir Insph'Ing spaces i 434 knst First StI'oot . I Dayton, 0I-1 45402 I 937.27.3,6500 �W C www.Iwc111sP11'ns,coln 1 4,140 GaPwood Plnco I ItIchmond, IN 47374, I 765.966,3546 ate; L,.0 INCORPoRAT W Please let me know If you have any questions or need additional information, We look forward to the opportunity to be of service to the City of Richmond, Thank you for your consideration, Respectfully, Joh C, Rabelo, AIA ICevin R. McCurdy, AIA President Senior Associate r , I creating Insplring spaces • I 434 Gast Pll'st stNet 1 Dayton, 01-1 45402 1 937.223.6500 LWC Y1WV1JNVclllsplrU5,co111 { 4440 Garwood Plaee '1 IkIdirnond, IN 47374 1 765.906,3546 i