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HomeMy Public PortalAbout068-2005 - Stormwater & O.W. Krohn & Associates LLPPROFESSIONAL CONSULTING SERVICES AGREEMENT THIS AGREEMENT made and entered into this day of Ir � Jr. r�_�, 2005 and referred to as Contract No. 68-2005, by and between the City of Richmond,k7 Tana, a municipal corporation acting by and through its Storm Water Management Board (hereinafter referred to as the "City") and O.W. Krohn & Associates, LLP, 231 East Main Street, Westfield, IN 46074 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to provide financial consulting services in connection with rate studies and assessments. Contractor shall perform all services described on "Exhibit A" consisting of three (3) pages, which exhibit is attached hereto and made a part hereof. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No work shall commence until the City is in receipt of any required bonds and certificates of insurance, and until a purchase order has been issued by the Purchasing Department. SECTION IL 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 Twenty Four Thousand Dollars ($24,000.00) for the complete and satisfactory performance of all work described on "Exhibit A". SECTION IV. TERM OF AGREEMENT This Agreement shall be deemed effective when signed by all parties and shall continue in effect until the completion of the project. 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; Contract No. 68-2005 Page 1 of 4 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 by either the City or the Contractor, in whole or in part, by mutual Agreement 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. A. li C rol E. F Coverage Limits Worker's Compensation & Statutory Disability Requirements Employer's Liability $100,000 Comprehensive General Liability Section 1, Bodily Injury $300,000 each occurrence $300,000 aggregate Section 2. Property Damage $100,000 each occurrence Comprehensive Auto Liability Section 1. Bodily Injury $300,000 each person $300,000 each occurrence Section 2. Property Damage $100,000 each occurrence Comprehensive Umbrella Liability $1,000,000 each occurrence $1,000,000 each aggregate Malpractice/Errors & Omissions Insurance $500,000 each occurrence $500,000 each aggregate Page 2 of 4 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. 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: 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 VIII. 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 Page 3 of 4 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 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, INDIIAA� and throug s Storm ater nnavrFmP Date: % APPROVED: �y Sarah L. Hutt n, Mayor Date: INti� La� "CONTRACTOR" O.W. KROI & ASSO I T LLP By: Y G Title: K" � � �r c � �4,e"L - Date: 3 `� / v Page 4 of 4 AGREEMENT CITY OF RICHMOND, INDIANA SCOPE OF SERVICES O. W. Krohn & Associates, Certified Public Accountants, (the "Accountant") will provide the following services for the City of Richmond Municipal (the "City") and its Sanitary District (the "District") for the Department of Stormwater Management (the "Utility") at the request of and alter specific instruction by the City. ARTICLE I. UTILITY RATE STUDIES The Accountant will: 1. Baseline Financial Assessment: Analysis of historical financial statements and operational data for the City and its stormwater utility, including analysis of expenditures for possible reclassification and possible pro forma operating expense adjustments. Include analysis of State Board of Accounts audit reports, Dept. of Local Government Finance (DLGF) Orders relative to historical budgets, levies and tax rates. Analysis of detailed revenues, expenditures for a 12 month test period. Analysis of revenues by user class. The revenue analysis will also determine the "normalized" test year operating revenues and projected revenues for the ensuing 3 to 5 years. Determination of an appropriate range of pro forma revenue requirements, including cash operation and maintenance expenses, capital improvement requirements, and debt service requirements. We will also determine the impact of various project cost and fitnding options on proposed tax rates and user charges. Develop recommendations concerning new development "capacity fees" and / or "impact fees" for the City's consideration. The Accountants will work closely with the District's engineering consultants and staff in order to determine the best means of assessing user fees and obtaining the necessary customer billing determinants. The Accountants will rely upon information to be provided by the City as to the basis for determining the District's stormwater user base and equivalent user base. 3 2. Cost of Service: Compile a detailed breakdown of the fixed assets by function. If detailed plant records are not available, engineering judgements may be required to determine reasonable allocations to the distinctive cost functions. Engineering judgements may be required to allocate the functionalized plant costs to the various classes of customers. Prepare a frequency distribution, from customer billing determinants, for each customer class and potential customer classes. Based upon the various customer usage characteristics identified from the frequency distributions, recommendations regarding alternative rate classes may result. Again, the Accountants will utilize information to be provided by the City with regards to potential user base and equivalent user base information. Allocate the pro forma revenue requirements to their respective cost functions and to the proposed consumer classes. Engineering judgements will be required for this phase of service. I Rate Design: Based upon the cost of service allocations and customer usage characteristics, design appropriate rates for each user class. The proposed rates should recover costs fairly between each user class and within each user class. Consideration of phasing -in cost based rates may be appropriate if affected users would experience rate shock from potentially dramatic rate changes, 4. Meetings with Utility Officials: Attend meetings as necessary with City Officials, project team members, and affected users. Present the findings, recommendations and impact of the proposed rate adjustments to City Officials, media and the general public. Assist the City's attorney with the preparation of documents necessary to revise the current rates and charges and with local public meetings and hearings that might be required. 5. Written Exhibits and Testimony: Prepare appropriate exhibits, prepared testimony and coordinate appropriate testimony and exhibits from other project team members. Present expert witness testimony at public hearings, if necessary; and, assist the City's attorney with the coordination of documents, ordinances, notices, etc. 6. Assistance with Project Financing: We will advise the Board of various project funding options and techniques and will assist with the financing of the proposed capital improvement project. 4 1� 3 Article 2. GENERAL ACCOUNTING AND CONSULTING SERVICES The Accountant will provide services relative to general accounting and financial matters that might arise from time to time including, but not limited to, general accounting support services, financial reporting, assistance with computer applications, assistance with economic development projects, budgeting, feasibility studies, tax rates and other financial matters that might arise from time to time. Article 3. TAX EXEMPT FINANCING The Accountant will assist the City with the issuance of tax exempt municipal bonds and / or leases, advise the City of available financing alternatives that might be appropriate and assist with the financial reporting requirements associated with any proposed financings. Article 4. ATTESTATION SERVICES The services to be rendered will not include audits. We will not render an opinion or any other form of assurance on the financial statements. Our reports will indicate that we have "compiled" the financial statements without audit and that the information contained in the reports represents the assertions of management. ARTICLE 5. FEES The fees for services to be rendered will be based upon standard hourly time charges and reimbursement of out of pocket expenses. The hourly rates for the year 2005 fall within a range of eighty dollars ($80) to one hundred sixty-five dollars ($165) per hour, based upon the level of experience required for the various tasks to be performed. Fees attributable to Article 1, Section 1 are anticipated to amount to $7,500 to $10,000. Should the City request that a "cost of service" analysis be performed (Article 1, Sections 2 & 3), such additional services could be expected to fall within a range of an additional $7,500 to $10,000. Services identified in Article 1, Sections 4 thru 6, and any other additional services requested by the District, will be provided upon request at our standard hourly time charges and out oil -pocket reimbursements. ARTICLE 6. TERMINATION This agreement may be terminated for any reason by either party at any time subject to written notification. The Utilities agrees to compensate the Accountant for services rendered prior to termination. WITNESSETH City of Richmond, Indiana and O. W. Krohn & Associates, LLP, Certified Public Accountants do hereby agree to the above noted scope of services and terms of this agreement and do, hereby, set their hands and seal on this day of 2005. �1r Otto W. Krohn, CPA, CMC Westfield, hndiana 14 3 3