HomeMy Public PortalAbout038-2023 - Spear Corporation - purchase of chemicals for pool PURCHASE AGREEMENT
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THIS PURCHASE AGREEMENT made and entered into this /•-' day of
2023, by and betwe, the City of Richmond, Indiana, a municipal corporation acting by and
through its Board of Parks and Recreation (hereinafter referred to as the "City") and Spear
Corporation, 12966 N County Road 50 W, Roachdale, Indiana, 46172 (hereinafter referred to as
the"Contractor").
SECTION I. STATEMENT AND SUBJECT OF AGREEMENT
City hereby retains Contractor to furnish and deliver special equipment-compatible chemicals for
the pool and splash pad for the City of Richmond Parks Department.
A Request for Quotes dated December 7, 20222, has been made available for inspection by
Contractor, is on file in the offices of the Department of Parks and Recreation, and is hereby
incorporated by reference and made part of this Agreement. Contractor agrees to abide by the
same.
The response of Contractor to said Request for Quotes is attached hereto as Exhibit "A", which
Exhibit was received December 7, 2022, consists of one (1) page, and is hereby incorporated by
reference and made a part of this Agreement. Contractor agrees to abide by the same.
The Contractor shall furnish all labor material, equipment, and services necessary for and
incidental to the proper completion of this Purchase 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.
No performance of servic.. shall commence until the following has been met:
1. The City is in receipt of any required certificates of insurance; and
2. 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 completion of this Purchase Agreement.
Contract No. 38-2023
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SECTION III, COMPENSATION
City shall pay Contractor an amount not to exceed Thirty-one Thousand Nine Hundred Ninety-
one Dollars and Seventy-eight Cents ($31,991.78) for satisfactory performance of this
Agreement.
SECTION IV.TERIvl OF AGREEMENT
This Agreement shall become effective when signed by all parties and shall continue in effect
until satisfactory delivery and acceptance of the chemicals.
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 and proper manner its
obligations imder this Agreement;
b. submission by the Contractor to the City of reports that are incorrect or incomplete 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 effective date by Contractor, but shall be relieved of any other
responsibility herein.
This Agreement my 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.
This Agreement may also be terminated by the City if a force-majeure event occurs and the
results or aftereffects of said event causes the performance of this Agreement to become
impossible or highly impracticable. Said event or results or aftereffects of said event would
include events or effects which the parties to this Agreement could not have anticipated or
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controlled. Examples of a force-majeure event, or its results, would include, but would not be
limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act
of Executive Enforcement of the Federal government, the State of Indiana, or local government.
SECTION V. INDEX IF CATION 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
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
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
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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 compiance in lieu of complying with the provisions of the Indiana Worker's
Compensation Law.
SECTION VII. PROHIBITION AQAINST DISCRDAINATION
A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub-contractor, or any person acting
on behalf of Contr ctor 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
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4. That this Agreement may be canceled or terminated by the City and all monies
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 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 saki 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. 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.
SECTION X. 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. It shall be
controlled by Indiana law and shall be binding upon the parties, their successors and assigns. It
constitutes the entire Agreement between the parties, although it may be altered or amended in
whole or in part at ally time by filing with the Agreement a written instrument setting forth such
changes signed by both parties.
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 suit arising
under this Contract, if any, must be filed in said courts. The parties specifically agree that no
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arbitration or mediation shall be required prior to the commencement of legal proceedings in said
Courts.
Any person executing this Contract in a representative capacity hereby warrants that he 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 due to the enforcement of
this Agreement, including but not limited to City's reasonable attorney's fees,whether or not suit
is filed.
[Si :ture page to follow.]
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. . .
, .
In the event that an ambiguity or 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" "CONTRACTOR"
THE CITY OF RICHMOND, SPEAR CORPORATION
INDIANA by and through its 12966 N County Road 50 W
Board of Parks and Recreation Roachdale, IN 46172
By; ;4_5,0 ei"e4 if By: _
Tiauna W. , g gton,President
LI _ ILI _a3
Date: ByLT
: ,
APPROVE
Sno , Ma.yor> Title: pl -esdei +- .
Date: 7 0't i 6/1-°?-1 Date: Lill CV a-°I"
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. ,
Sales Order
.. _
CORPORATION Date 12r7/2022
12966N County '*ad SO W
Roachdale,IN 46172 Order# 14248
765-522-1126 Account# RIC008
— . .
Bill To Ship To
. . .
Richmond Park D ..rtmeat Richmond Park Cordell Pool
50 N.5Th St. 9 Southwest 13th St.
Richmond,IN 47374 Richmond,IN 47374
_ . . . . .
Customer PO# Terms Ship Via Salesperson
Verbal Tnri Net 30 Spear Truck IR DB
. _
item Description Qty Site Price Bin Extended
Jim Dykes Arn Dykes 0.00 0.00
B:jdykes@richmondindiana.gov
0:
M:765-993-7567
F:
PESO Chemicals,Pulsar Plus Briquettes 50#Pail 110 1 167.00 3-R03-1A00 18,370.00
ii4411-000-5G PemicSla,Orb-3 Pool Enzymes Plua.5Gal 1 1 298.23 3-11`01-3AD° 298.23
ASAS50-1 Chemicals,Acid Magic 55 Gallon Drum 15 1 599.83 3-R03-1A00 8,997.45
0,14 'arnilaill,Hydro,. oric Acid 15 Gallon Druna 15 ,:f 154.44 IR03-1A00 2,316.60
PS25 Chemicals,Pulsar Power Shock 25#Pail 6 I 151.00 3-R03-1A00 906.00
,!: -15 Chemicals,Sodium Hypochlorite 15 Gallon Drum 10 1 110.35 3-R03-1A00 1,103,50
II
Thank you for your business. Sales Tax(7.0%) $0.00
Total $31,991.78
.. . . .
1 #of PKGs PuHed By Date
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1, EXHIBIT il. PAGE \ OF k
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