HomeMy Public PortalAbout177-2013 - Metro - Maze Design - Wolverine IndustriesPROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 0 day ofRa"s2013, and
referred to as Contract No. 177-2013, by and between 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 Maze Design, Inc., 124 South 81h Street, Richmond, Indiana, 47374
(hereinafter referred to as the "Contractor").
SECTION I. STATEMENT AND SUBJECT OF WORK
City hereby retains Contractor to provide professional construction management services for the
rehabilitation of property owned by the City of Richmond and located at 1400-1500 Industries
Road, Richmond, Indiana, 47374 (hereinafter referred to as the "Project").
Contractor's proposal dated December 4, 2013, consists of three (3) pages and is attached hereto
as Exhibit A and hereby incorporated by reference and made a part of this Agreement.
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.
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 11. 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.
Contract No.177-2013
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SECTION III. COMPENSATION
City shall pay Contractor a sum not to exceed Thirty Thousand Dollars and Zero Cents
($30,000.00) for the complete and satisfactory performance of the work required hereunder.
SECTION IV. TERM OF AGREEMENT
This Agreement shall become effective when signed by all parties and shall continue in effect
until 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;
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 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
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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
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
$1,000,000 each aggregate
F. Malpractice/Errors & Omissions Insurance $500,000 each occurrence
$500,000 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
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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.
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;
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2. That Contractor, any subcontractor, or any person action on behalf of Contractor
or any subcontractor 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.
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, 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.
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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 parry 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
LN
Vicki Robinson, President
By:
Dian Lawson, Member
MAZE DESIGN, INC.
124 South 8th Street
Richmond, IN 47374
Printed: 04 V' o V n4ovsa r-00
Title: r (Cs-` 0 7'1
Date: ' 2 —#—�0 Date
APPROVED:
Sarah L. Hutton, Mayor
Date:
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XH1B1T --A- PAGE JLoF .
Maze
Design, Inc.
124 SQUZti 8111 Street
Richmond, IN 47374
(765)462-1300
t;-14niL- ctirinouixt;dcsigniatc.cont
Mr. Tony Foster
City of Richmond
Department of Metropolitan Development
Re: Renovation
Dana Building
1400 Industries Road
Richmond, IN 47374
ENGINEER'S SERVICES
AND RESPONSERFLITIES
BASIC SERVICES
Date: 12/04/2013
The Engineer's Basic Services consist of the Two pleases described as follows.
BIDDING OR NEGOTIATION PHASE
The Engineer, following the Owner's approval of the Construction Documents and of the latest
Statement of Probable Construction Cost, shall assist the Owner in obtaining bids or negotiated
proposals, and awarding and preparing contracts for construction.
CONSTRUCTION PHASE
ADMINISTRATION OF THE
CONSTRUCTION CONTRACT
1. The Construction Phase will commenco with the award of the Contract for Construction and,
together with the Engineers obligation to provide Basic Services under this Agreement, will
terminate when the final payment to the Contractor is due, or in the absence of a final
Certificate for Payment or of such clue date, sixty days after the Datc of Substantial
Completion of the work, whichever occurs fist.
2. Unless otherwise provided in this Agreement and incorporated in the Contract Documents,
the Engineer shall provide administration of the Contract for Construction as set forth below
RuMna & Interim DesigaXmginecrutg, Consnvction Managemcnt
and in the edition of AIA Document A201, General Conditions of the Contract for
Construction, current as of the date of this Agreement.
3. The Engineer shall be a representative of the Owner during the Construction Phase, and shall
advise and consult with the Owner. Instructions to the Contractor shall be forwarded
through the Engineer. The Engineer shall have authority to act on behalf of the Owner only
to the extent provided in the Contract Documents unless otherwise modified by written
instrument in accordance with Subparagraph 1.5.15.
4. The Engineer shall visit the site at intervals appropriate to the stage of construction or as
otherwise agreed by the Engineer in writing to become generally familiar with the progress
and quality of the Work and to determine in general if the Work is proceeding in accordance
with the Contract Documents. However, the Lngineer shall not be required to make
exhaustive or continuous on -site inspections to check the quality of the work. On the basis
of such on -site observations as an engineer, the Engineer shall endeavor to guard the Owner
against defects and deficiencies in the Work of the Contractor,
The Engineer shall not have control or charge of and shall not be responsible for
construction means, methods, teclmiques, sequences, or procedures, or for safety precautions
and programs in connection with the Work, for the acts or omissions of the Contractor,
Subcontractors, or any other persons performing any of the Work, or for the failure of any of
them to carry out the Work in accordance with the Contract Documents.
6. The Engineer shall at all times have access to the Work whenever it is in preparation or
MUM.
7. The Engineer shall determine the amounts owing to tine Contractor based on observations at
the site and on evaluations of the Contractor's Application for Payment, and shall issue
Certificates for Payments in such amounts, as provided in the Contract Documents.
8. The issuance of a Certificate for Payment shall Constitute a representation by the Engineer
to the Owner, based on the Engineer's observations at the site and on the data comprising tine
Contractor's Application for Payment, that tine Work has progressed to the point indicated;
that, to the best of the Engineer's knowledge, information and belief, the quality of the Work
is in accordance with the Contract Documents (subject to an evaluation of the Work for
conformance with the Contract Documents upon Substantial Completion, to the results of
any subsequent tests required by or performed under tine Contract Documents, to minor
deviations from the Contract Documents correctable prior to completion, and to oily specific
qualifications stated in the Certificate for Payment); and that the Contractor is entitled to
payment in the amount certified. However, the issuance of a Certificate of Payment shall
not be a representation that the Engineer has made any examination to ascertain how and for
what purpose the Contractor has used moneys paid on account of the Contract Sum.
9. The Engineer shall be the interpreter of the requirernnents of the Contract Documents and the
judge of the performance thereunder by both the Owner and Contractor. The Engineer shall
render interpretations necessary for the proper execution or progress of the Work with
reasonable promptness on written request of either the Owner or the Contractor, and shall
render written decisions within a reasonable time on all claims, disputes, and other matters in
question between the Owner and the Contractor relating to tine Contract Documents.
10. Interpretations and decisions of the Engineer shall be consistent with the intent of and
reasonably inferable from tine Contract Documents and shall be in written or graphic form.
XHIBIT PA{ 0F
In the capacity of interpreter and judge, the Engineer shall endeavor to secure faithful
performance by both the Owner and the Contractor, small not show partiality to either, and
shall not be liable for the result of any interpretation or decision rendered in good faith in
such capacity.
11. The Engineer shall have authority to reject work which does not conform to the Contract
Documents. Whenever, in the Engineer's reasonable opinion, it is necessary or advisable for
the implementation of the intent of the Contract Documents, the Engineer will have
authority to require special inspection or testing of the Work in accordance with the
provisions of the Contract Documents; whether or not such Work is then fabricated,
installed, or completed.
12. The Engineer shall conduct inspections to determine the Dates of Substantial and final
completion.
13. The extent of the duties, responsibilities and limitations of authority of the Engineer as the
Owner's representative during construction shall not be modified or extended without
written consent of the Owner, the Contractor, or the Engineer.
BASIS OF COMPENSATION
The Owner shall compensate the Engineer for the Scope of Services provided, as follows;
AN INITIAL PAYMENT OF Zero Dollars ($ -0- ) shall be made upon execution of this
Agreement.
BASIC COMPENSATION
We based our fee on the following:
Construction project cost $2,500,000.00
An overall design fee for a project of this scope would be of 6% to 9%. We have based of fixed fee
on the lower sum. 6%= $150,000.00
Bidding, Negotiations and Construction Observation phase would be 20% of the over all fee totaling
$30,000.00
Stipulated Sum (" flat fee") of Thirty Thousand Dollars and No Cents ($30,000.00).
Sincerely,
MAZE DESIGN, INC.
David A. Indetstrodt
President