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HomeMy Public PortalAbout037-2020 - O.W. Krohn - financial servicesAGREEMENT THIS AGREEMENT made and entered into this day of March, 2020, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners, 50 North 51h Street, Richmond, Indiana 47374 (hereinafter referred to as the "City"), and O.W. Krohn & Associates, LLP, 231 E. Main Street, Westfield, IN 46074 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to furnish and perform the accounting services necessary in order to enable City to meet its ongoing requirement to complete continuing disclosure related to outstanding bond issues. In addition, City will need the assistance of Contractor for periodic financial related services. City sent a Request for a Proposal to Contractor seeking its assistance for accounting services for ongoing requirements to complete continuing disclosures related to outstanding bond issues, as well as needing periodic financial related services for City for calendar year 2020 in an amount not to exceed Seven Thousand Dollars ($7,000.00). Contractor responded to City in a letter dated January 20, 2020, along with a listing of its fees and billing rates. Contractor's letter and fees and hourly billing rates, as set forth in Exhibit "A", are attached and incorporated herein by reference and made a part of.this Agreement. 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 personnel and services necessary for the .proper completion of all work specified. Contractor's services shall be performed in accordance with the standard of professional practice ordinarily exercised by the applicable profession under similar circumstances at the same time and in the locality where the services are performed. Professional services are not subject to, and Contractor does not provide, any warranty or guarantee, express or implied. 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. Contract No. 37-2020 Page 1of6 SECTION Ih 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 Seven Thousand Dollars and Zero Cents ($7,000.00) for complete and satisfactory performance of the work required hereunder. The monies paid to Contractor are based upon an hourly fee schedule set forth in Exhibit "A". Contractor shall submit to City monthly statements or bills. SECTION IV. TERM OF AGREEMENT This Agreement shall become effective when signed by. all parties and shall continue in effect until no later than December 31, 2020. 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 thirty (30) 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, provided that Contractor was notified in writing of deficiencies, given ten (10) working days to cure deficiencies and failed to remedy such deficiencies. 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 to the extent caused by Contractor's negligent conduct or performance or non-performance of this Agreement; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its Page 2 of 6 .i 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 negligent 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 C. Comprehensive General Liability Section 1. Bodily Injury $1,000,000 each occurrence $2,000,000 aggregate Section 2. Property Damage $1,000,000 each occurrence D. Comprehensive Auto Liability (if applicable) Section 1. Bodily Injury $1,000,000 each person $1,000,000 each occurrence Section 2. Property Damage $1,000,000 each occurrence E. Comprehensive Umbrella Liability $1,000,000 each occurrence $2,000,000 each aggregate - F. Errors & Omissions Insurance $1,000,000 per claim $2,000,000 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 Page 3 of 6 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. ����[�)��►:��Z�]_'.11: yll[�]�/�t�Tll�[.�I�E.Y�7�lull�►GI�M[�J,I 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 Page 4 of 6 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 which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. The City hereby agrees to release and hold harmless the Contractor and all officers, employees or agents of the same from all liability which may arise in the course of City'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, riegotiation, 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. In the event of any breach of this Agreement by Contractor, and in addition to any remedies, Contractor shall be liable for costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees, to the proportionate extent that Contractor is determined to be in breach of this Agreement. 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 Any person executing this Contract in a representative capacity hereby warrants that he or she has authorization, in writing, by his or her principal to execute this Contract on behalf of the Contractor and that such authorization has not been revoked or rescinded. 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 r r By: Sue Miller, President Aman Bakshi, Vice President s, Member Dated: 3 " f v O-D AP PRO D: David now, City of Richmo d, Indiana Date: f/ -20210 Page 6 of 6 "CONTRACTOR" O. W. KROHN & ASSOCIATES, LLP B Vv Printed: O. W. Krohn Title: Executive Partner Dated: 3 - Z- — KRQHN ASSOCIATES CPAS AND CONSULTANTS Mr. Elijah Welch Richmond Sanitary District 2380 Liberty Avenue Richmond, Indiana 47374 January 20, 2020 Thank you for engaging O.W. Krohn & Associates, LLP (the "Municipal Advisor") to partner with 'the Richmond Sanitary District (the "District") to provide accounting and municipal advisory services more fully described and as set forth in Exhibit A. Our initial scope of services relates to general accounting services including continuing disclosure undertaking agreement filing requirements for the District. However, we will also provide additional services upon request. Fees and Invoicing Fees charged for work performed are generally based on hourly rates, as set forth in Exhibit A, for the time expended unless other arrangements are mutually agreed upon. Hourly rates for work performed by our professionals vary by individual and reflect the complexity of the engagement. Invoices are generally submitted monthly describing the services provided, time logs and a current billing amount. If you have any questions, please contact me at 317/867-5888. We look forward to serving the Richmond Sanitary District. Very truly yours, O. W. Krohn & Associates, LLP RJ M, M-�� Jarrod Hall, CPA Partner t�+ The undersigned hereby acknowledges and agrees to the foregoing letter of engagement on this %O day of City of RigWond By: thorized Representative EXHIBIT 'A' 1 of EXHIBIT A Fees — Billing Rates The Municipal Advisor's fees for the services described above shall be based upon actual time charges and out of pocket expenses. Our current professional staff billing rates are noted below: Standard Hourly Rates / Staff Classifications 1/1/2020— 12/3 1/2022 Partners $255.00 Municipal Advisors $220.00 Sr. Consultants / Project Managers $200.00 Sr. Staff Accountants $155.00 Support Personnel $100.00 • Billing rates are subject to change periodically due to changing requirements and economic conditions. However, the rates above will not be changed prior to December 31, 2022. Actual fees will be based upon the time expended, required experience of the staff assigned and complexity of the engagement. Estimated fees for routine services are noted below. Estimated Fee Range for Initial Services .Continuing Disclosure Undertaking Agreement $2,500 - $3,500 Additional Accounting Services $3,500- $4,500 Other services will be provided upon request, including participation in public meetings, hearings and other services beyond the continuing disclosure requirements and will be billed at the hourly rates listed above. EXHIBIT 'A' 2 of 2