The URL can be used to link to this page

Home My Public Portal About206-2023 - 66 Degrees - workspace enterprise package DocuSign Envelope ID:A35BE957-CO1F-43F7-B8C4-9E4413A7B6AD PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into this day of 2023, .tricl referred to as Contract No. 2(16-2(123, 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 66 Degrees, 600 W Van Buren Street, Suite 603, Chicago, Illinois. 60607(hereinafter referred to as the -Contractor"). SECTION I. STATEMVNIANP SUBJECT OF WORK City hereby retains Contractor to provide consulting and professional services in connection with the administrative support and licensing of the Cioogle Workspace Enterprise platform, as currently utilized by the City and overseen by the Richmond Information Technology (IT) Department (the -Project"). Contractor shall perform all services and provide all access and licensing described on Contractor's proposal marked as -Exhibit A" which exhibit consists of one ( ) page, was received November 28, 2023, 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-II(a)(2); and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF (PN'IRAcipg. 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 work. Contract No. 206-2023 01-7 DocuSign Envelope ID:A35BE957-CO1F-43F7-B8C4-9E44.13A7B6AD SECTION ..1.11. C(.)MPF,NSATKA City shall pay Contractor an amount not to exceed Fitly Thousand Three Hundred Seventy. Dollars and Zero Cents ($50,370.00) per year for each effective year of this Agreement and .for licensing and satisfactory completion of the Project. SECTION IV.TERM OLAGREEMENT This Agreement shall be effective when signed by all parties and shall continue in effect until December 31, 2026. This Agreement shall not automatically renew. 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. titilure, for any reason of the Contractor to fulfill in a timely manner its obligatiorrs 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 oc 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 remination, 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 rnso he 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 tbrce-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 effe,ns which the parties to this Agreement could not have anticipated or Page 24:4 7 DocuSign Envelope ID:A35BE957-CO1F-43F7-B8C4-9E4413A7B6AD controlled. Examples of a tbrce-maieure 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 orf..,aw, or an Emergency Act of 1..1)(.ecutive Enforcement of the Federal government, the State of Indiana, or local government. SECTION V. INDEMNIFICKHON AND INSI.jRANCE Contractor agrees to olitain 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 he 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 mcy 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 Requ rements B. 'Employer's Liability $100,000 C. Comprehensive General Liability Section Bodily Injury $1,000,000 each occurrence $2,000,000 aggregate Section .2. Property Damage $1,000,000 each occurrence ft Comprehensive Auto Section I Bodily Injury $1,000,000 each person S1,000,000 each occurrence Section 2. Property Damage SI J.4.10,000 each occurrence Page 3 or 7 DowSign Envelope la A35BE957-00117-43F-7438C4-9E4413A7B6AD E. Comprehensive Umbrella Liability S I,000.000 each occurrence $2,000,000 each aggregate F. Malpractice/Errors & Omissions Insurance S1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE Will I 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, COM11 LANCE WITII INDIANA [-VERIFY PROGRAM RLMENTS 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. F-Verify program. Contractor 5 not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana [-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 (e) 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 ir 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 l';wc 4 17 DocuSign Envelope la A35BE957-CO1F-43F7-B8C4-9E4413A7B6AD 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 deteymines 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. RROITIE3ITION AGAINST.DISCRIM:INATION 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, natioral origin, or ancestry. B. Pursuant to Indima Code 5-16-671, the Contractor agrees: 1. 'Fhat in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder. (:;ontractor, 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 C(Aitractor, any sub-contractor, or any person action on behalf of Contractor or any s.u.b-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 (1;ontractor by the City under this Agreement, a penalty of five dollars ($5, )0) for each person for each calendar day during which such person was discriminated against or intimidated in violation oldie provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the ('it) and all money due or to become due hereunder may be forfeited, for a second or any subsequent violatio'if. 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. it 5 of 7 ouo oignsnvomn m:*3oesanrcolF-4nF7-emc4yc^41nArosAo 8EC][(}N }{. MUSCf].� S This Agreement is peryonoilothe parties hereto and oei\hcrpurt,)/ may assign or delegate any of its rights nrobligations hereunder without the prior written consent of'[lie other party. Any 5ocb delegation or assignment, vviUhouithe prior written consent of'the other puAy' shall be nu|\ aud void, This Agreement shall be cuokuUcd by and interpreted according to Indiana law and abaQ be binding upon the pm1ics, their successors and umuigoa. Thisdocunucni coouiitubx tile entire Agreement between the parties, although it rnmy he altered or amended in whole or in pail m1any time byfi\in8 with file Agrecmen\ u written instrument setting forth Such Changes Signed byboth parties, By executing this Agreement the parties ugncc that this docuruCu( supersedes uoy previous diocussion, nu�oiiu\ion, orcnov�m/�iun rc}ulin� tulh� yu��ccinonk�rcontained herein. '['his Agreement may h� sionuitancoue|yexecuted in several Counterparts, each o[v/hich xhz|\ he ,in original and all n[vvbicbShuD cona|i[uie but one and ihe anruc inylromcn1. Thc parties hereto suhxmii 10 jurisdiction nfihc courts of' Wayne County, |ndionu, and any suit arising out ofthiS Co �rucl must be filed in said courts. The parties specifically ugn:c that, no arbitration or mediation shall be rcquincd prior to the cononococuourAof|egu| proceedings in said Courts, 8yCxCcudug 'this Agreement. Contractor ixeok1zocd Croon bringing suitur any other action ivany u|1ccn*iwGanum` vcnuc, or in bonio[uny otherkibunuL court, or administrative body other than the (JrUlit or Superior Coui-ts of'Wayne County, Indiana. regardless of'any right Contractor may have tc bring, such Suit In froill ofother tribUrials or in other Venues. /\mypero*u cxeucUingdbis Contract in areprcacnCudve capacity hereby wurnon\x that he/she has been Ju\y authorized by his urher principal k/ cXccuicthis Contract. In the event ofany breach ofthis Agreement by Contractor, and in addition to any other damages or remedies, [ookocAxr abaU be |iuh|u fbruH cna|u iocun-Cd by City in Its efforts lo unfbrce this /\,glocrncnK, including but riot limited to. City`o reasonable aUorncy`sfees. [Signu1 rcPmgc1oFoU*w] P"p^o[7 000vSig^EnvMopeno�^3oBso57-Cnl F-43F7-a8o4-9E4413A7e6xo In the event that an ambiguity. 1ueAiun Of'intent, or u ouud for interpretation of'this AgreernenY arises, this un| �4iaU be construed as ifdrnficd jointly by the parties, and no prcsuonptioxn orburdcno[proo[sbu1| urischo'oringcvdidavoringany party by viUueo[thcouthu`rshipofany ofihe prnviuiuuoofthia Agreement. IN WITNESS V/RGK[," F, the parties have executed this Agreement 4\ Richmond, Indiana, as of' the day and year first written above, akb"ughxigna1onco xnay hcoOixcd on dillercn1du\us. �C|Tv" ^^[ONTR/\CT()R" TI I E{lTYOF R|CHM0NU, 66 UF(3<[[S lNDLAN/\ hv aid dhn`ogh its bU0VV Van ffiuroo S\rrut. Ste. 603 Board ofPuh|io Works and Su|'eiy Chicago, 11, 60607 m=uSigned by. my 0I: ______-___- Vicki Robinson. President po �nkc�."y/e [rn�e ~~~ TiUc: vp. Gouylc workspace 0y� MmttEvmns, Munber � Date' ' ��an j0 ZOJ4 | l��43 mm CST 1 ^~� Date: l r ' Date: _ yu�c7^(7 Co.") el11; 1 F. 4 k88 4-"8'18" ! ".9:!, ' ,' !""E! :'. F:2' 8, 7-7.i'8,•.: :8 1/41 4,,,'":Z 0, 0 , CY) .. , ,' , — ,75'g,..',2,! :,'!, ! '',:,'',!','';:-!". CI.) '':4".' 8';',-Ft ::t''''4!'''';? O:;J:f"!, c I AC, 0 0,, 'A't, 0 '','''',, a'i:C! ;' ;5 ""C".:5 ..-,' S &!!.4 a T',' ,,, rt: 8,!.,,, ...4., I (41::). Ag 1 ' '4';;J I ;;R H(4,0 ,4')' '17,"' - ., 0, 1 '0 . 2, A , '0 PC, .81 8 k 8 8c 0 ed: 8'8 VA 41). CD 2 ' ' CEI .th ;s3 , . < 1 . (0; < _ 0-, - , t f,,,.... ........ , ., 88' 8`8:8 EXHIBIT ,PAGE—1-2F co .. 0) 0 Sign. Certificate Of Completion Envelope Id:A35BE957C01F43F7B8C49E4413A7B6AD Status:Completed Subject:Complete with DocuSign:Contract 206-2023 Source Envelope: Document Pages:8 Signatures: 1 Envelope Originator: Certificate Pages: 1 Initials:0 Deseree Hargrove AutoNav:Enabled 600 W Van Buren Street Envelopeld Stamping:Enabled Suite 603 Time Zone:(UFO-06'00)Central Time(US&Canada) Chicago, IL 60607 deseree.hargrove@66ciegrees COM IP Address:70.112.97.120 Record Tracking Status:Original Holder:Deseree Hargrove Location:DocuSign 1/30/2024 10.39:30 AM deseree hargrove@66degrees com Signer Events Signature Timestamp Kyle Crowe 0...Mgano0 Sent: 1/30/2024 10:41:31 AM kyle.crowe@66degrees.corn (ibtrn Viewed: 1/30/2024 10:43:11 AM 558(-AlDr011K140 VP, Google Workspace Signed: 1/30/2024 10:43:21 AM 66degrees Signature Adoption:Pre-selected Style Security Level:Email,Account Authenticatifon (None) Using IP Address: '104 172 230 207 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 1/30/2024 10:41:31 AM Certified Delivered Security Checked 1/30/2024 10:43:11 AM Signing Complete Security Checked 1/30/2024 10 43 21 AM Completed Security Checked 1/30/2024 10 43 2'1 AM Payment Events Status Timestamps