HomeMy Public PortalAboutExhibit MSD 18N Contract with HeimosExhibit MSD 18N
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CONTRACT 13205
This AGREEMENT, made this 23rd day of February in the year Two Thousand and
Eleven by and between The Law Offices of John G. Heimos, hereinafter called the
"Contractor" and THE METROPOLITAN ST. LOUIS SEWER DISTRICT,
hereinafter called the "District".
WITNESSETH:
WHEREAS, through Ordinance No. 13205, adopted February 10i1', 2011, MSD's Board
of Trustees authorized execution of this Contract on MSD's behalf,
NOW, THEREFORE, the Contractor and the District, for the consideration hereinafter
specified, agree as follows:
Article 1. SCOPE OF WORK
The Contractor shall provide Collection Litigation Services for the District's in
accordance with the Request for Proposal 1416, addendums and Board Approved
Ordinance 13205.
Article 2. CONTRACT DOCUMENTS
The complete Contract shall be comprised of (1) this instrument; (2) the District's
Request for Proposal (RFP); and (3) the Proposal submitted by the Contractor in
response to said RFP. In the event of conflict in the language between the
aforesaid RFP and the Proposal, the provisions set forth in the RFP shall govern.
In the event of conflict in the language between this instrument and either the RFP
or the Proposal, the provisions of this instrument shall govern.
Article 3. TERM
The term of this contract shall be in accordance with Ordinance No. 13205 and
any approved resolutions affecting this contract, and shall be renewable at the
District's option. The District reserves the right to terminate this agreement as
provided for in the RFP Terms and Conditions for Termination for Convenience
and/or Breach of Contract.
Article 4. RATES
The rates shall be those reflected in Request for Proposal 1416 and referenced
documents accepted by the District. This agreement has firm prices for each item
and/or service referenced in the RFP document.
Page ] off Pages
Article 5. PAYMENT
The Director shall review each statement, Upon approval by the Director of
Finance of all or part of the fees and expenses submitted by the Contractor, the
District shall pay within thirty (30) days to the Contractor the amount so
approved.
Article 6. INDEPENDENT CONTRACTOR
The Contractor shall be an independent Contractor for al] purposes, and shall b
entitled to no compensation other that the compensation provided under this
contract.
Article 7. HOLD HARMLESS
The CONTRACTOR shall keep the DISTRICT free and harmless from payment
of any damages, costs, expenses, royalties, patent fees, attorneys' fees, or sums of
money whatsoever by reason of the Contractor's negligent performance of duties
in connection with this project or agreement. In the event of joint or concurrent
negligence of Contractor and the District, each shall bear that portion of the loss
or expense that its share of the joint or concurrent negligence bears to the total
negligence (including that of third parties) which results in the claimed damages.
Contractor shall not be liable for any indirect, incidental, special or consequential
damages whether grounded in tort (including negligence), strict liability, or
contract.
Article S. INDEMNIFICATION
The Contractor shall defend, indemnify and save harmless the District, its
Trustees and employees, from and against any and all loss, damages, liability,
costs and expenses (including but not limited to attorneys' fees) arising out of any
claim, including workers' compensation claims, suit or action against the District
for or on account of any discrimination, personal injuries or bodily injury,
including death, sustained or claimed to be sustained by any employee or agent of
Contractor due, in whole or part, to the work, or by consequence of any hazard
related to the work, or due, in whole or part, to any negligent act or omission on
the part of the Contractor or any subcontractor, their agents or employees, related
to the work and including any claim under workers' compensation for higher
wage rates for work done for the District than the Contractor is paying to its own
employees whom it provides to the District.
Article 9. SUSPENSION
If Consultant's services are delayed or suspended in whole or in part by the
Metropolitan St. Louis Sewer District or the Client's actions or inactions for more
than sixty (60) days through no fault of Consultant, Consultant shall be entitled to
equitable adjustment of rates and amounts of compensation provided for
elsewhere in this Agreement to reflect reasonable costs incurred by Consultant in
connection with, among other things, such delay or suspension and reactivation.
Said adjustment shall be in writing and signed by both parties,
Page 2 of 4 Pages
Article 10. AUTHORITY
The representatives signing of behalf of the parties certify that they are duly
authorized by the party for which they sign to make this contract.
Article 11. DISPUTE RESOLUTION
The ordinances of The Metropolitan St. Louis Sewer District and the laws of the
State of Missouri shall govern the Proposal and Contract in all respects, and any
litigation with respect thereto shall be brought in the courts in the State of
Missouri. The District and the Contractor agree to waive rights to a jury trial.
Page 3 of 4 Pages
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be
executed in three (3) original counterparts as of the day and year first above written.
(SEAL)
The Law Offices of John G. Heimos
Contractor
Attest:
Title
Title
3/4//
Date Signed By Contractor
Approved as to Form, Office of Gene counsel:
/11 By } A4 -
Date
General Couns
I certify that this expenditure is within e appropriation to which it is being
charged and that there is an unencumbered balance in the appropriation
sufficient to pay this obligation or so much if it as may be payable during the
current fiscal year.
Date
MSD
(SEAL)
By
By
x"cuti 2- Director/CEO
Page 4 of 4 Pages
Blanket Purchase Agreement 518080. 0
Metropolitan St.Louis Sewer District
2350 Market Street
Saint Louis, MO 63103-2555
United States
Ph: 314-768-6200
Supplier: LAW OFFICES OF JOHN G HEIMOS PC
12620 LAMPLIGHTER SQUARE
ST. LOUIS, MO 63128
United States
Fax: 314-842-4793
Bill To: MSD Accounts Payable
2350 Market Street
Saint Louis, MO 63103
United States
Type
Blanket Purchase Agreement
order
518080
Revision
0
Revision Date
Order Date
23-FEB-2011
Buyer
Trenz, Steven
Buyer Infra-marion
strenz@stlmsd.com
MW BE Target%
20.00
Federal Ta, ►D #
43-6011991
Ship To: Headquarters
2350 Market Street
St. Louis, MO 63103-2555
United States
Customer Account No.
Supplier No.
Payment Terms
Freight Terms
FOB
Transportation
Ship Via
10293
NET30
Paid
Destination
Vendor Contact info
Requester/Deliver To
JOHN G HEIMOS,
0
Notes: All prices and amounts on this order are expressed in USD
Line
MSD Item Number/
Manufacturer Part Number
Delivery Date
Quantity
UOM
Unit Price
(USD)
Tax
Amount
(USD)
1
84893
SERVICE, LEGAL, COLLECTION LITIGATION(HEIMOS)
0 EA 1
2 84894 0 WKY
SERVICE, COLLECTION, FEES DUE. LITIGATED (16% OF GROSS)(HEIMOS)
0,00
0.00
Total: (USD)
Proprietary and Confidential
Page 1 01-'3
The Metropolitan St, Louis Sewer District Blanket Purchase Agreement 518080. 0
THIS IS A FIRM FIXED PRICE CONTRACT FOR THE MATERIALS LISTED!DESCRIBED ON THE PURCHASE
ORDER. THE TERMS AND CONDITIONS ARE LISTED BELOW.
TC-1 The wording of these Terms and Conditions may not be changed or altered in any manner. Contractors taking exception
to any clause in whole or part should do so by listing said exceptions on their letterhead and submitting them in writing to the
Purchasing Manager.
TC-2 a. The performance of work under this Contract may be terminated by the District, in whole or part, whenever the
Purchasing Manager shall determine that such termination is in the best interest of the District. Any such termination shall be
effected by delivery to the Contractor a letter of termination specifying the extent to which performance of work under the
contract is terminated and the date upon which such termination is effective.
b. After receipt of a termination letter, the Contractor shall:
1. Stop work on the Contract on the date and t0 the extent specified in the letter.
2. Place no further orders for materials, services or facilities except as may be necessary to complete any portions of the work
under the contract not terminated.
3. Complete on schedule such part of the work as shall not have been terminated by the letter of termination.
TC-3 If the Contractor fails to prosecute the work with such diligence as will insure its completions within the time specified
in this Contract, or any extension thereof, or fails to complete said work within such time the District may, by written notice
to the Contractor, terminate his right to proceed. Whether or not the Contractor's right to proceed with the work is terminated,
he and his sureties shall be liable for any damages to the District resulting from his refusal or failure to complete the work
within the specified time. The Contractor's right to proceed will not be terminated for delays arising for unforeseeable causes
beyond the control of the Contractor such as acts of God.
TC-4 The Contractor will submit invoices directly to the "Bill To" address for work completed and submitted to the District
for acceptance. Invoices will not be paid until all work billed is delivered and accepted by the District.
TC-5 a. In connection with the furnishing of supplies or performance of work under this Contract, the Contractor agrees to
comply with the Fair Labor Standards Act, Fair Employment Practices, Equal Opportunity Employment Act, and all other
applicable Federal and State laws and further agrees to insert foregoing provisions in all sub -contracts awarded hereunder.
The Contractor will take affirmative action to insure that applicants arc employed and that employees are treated, during
employment, without regard to their race, color, religion, sex or natural origin. Such action shall Include but not be limited to
the following: Employment upgrading, demotion or transfer, recruitment advertising, layoff or termination, rates of pay or
other forms of compensation, and selection for training including apprenticeship. Likewise, the Contractor will not
discriminate against any employee or applicant for employment because of physical or mental disability in regard. to any
position for which the employee or applicant for employment is qualified. Further the Contractor shall take affirmative action
to employ and advance qualified veterans of the Vietnam Era.
Contractor agrees to post in a conspicuous place available to employees and applicants for employment, notices to be
provided by the public body, setting forth the provisions of this non-discrimination clause.
b. In the event of the' Contractor's noncompliance with the provisions of TC-5a, this Contract may be cancelled, terminated or
suspended in whole, or in part, and the Contractor may be declared ineligible for further District contracts. The rights and
remedies of the District provided in this subparagraph shall not be exclusive but are in addition to any remedies provided in
this Contract or as provided by law.
TC-{i These documents express the complete Contract of the parties. Any changes, additions or modifications hereto must be
in writing and signed by the Purchasing Manager. No other individual is authorized to modify the contact in any manner.
TC-7 The Metropolitan St. Louis Sewer District is funded by public monies. We prefer t0 purchase material manufactured
domestically.
TC-8 Contractors who utilize minority or women owned businesses to fulfill any portion of this Contract, to include freight,
are encouraged to report the name of such sub -contractors and the value of their contract to the District's Office of Diversity.
TC-9 In the event this purchase order is used to purchase goods or services, to include construction, as the result of a formal
procurement, the Terms and Conditions and Specifications of the formal procurement take precedence over the above Terms
and Conditions.
Proprietary and Confidential Page 2 of 3
The Metropolitan St. Louis Sewer District Blanket Purchase Agreement 518080, 0
TC-10 APPLICABLE LAW: The bid contract shall be governed in all respects by the ordinances of The Metropolitan St.
Louis Sewer District and the laws of the State of Missouri, and any litigation with respect thereto shall be brought in the
courts in the State of Missouri.
Proprietary and Confidential Page 3 of 3
ORDINANCE NO.13209
AN ORDINANCE, authorizing the Executive Director and Secretary -Treasurer
on behalf of The Metropolitan St. Louis Sewer District to enter into a contract with John G.
Heimos, P.C. whereby John G. Heimos, P.C. will provide Collection Litigation Services for the
District.
BE IT ORDAINED BY THE BOARD OF TRUSTEES OF THE
METROPOLITAN ST. LOUIS SEWER DISTRICT:
Section One. The Executive Director and Secretary -Treasurer are hereby
authorized on behalf of The Metropolitan St. Louis Sewer District to enter into a contract with
John G. Heimos, P.C. whereby John G. Heimos, P.C. will provide Collection Litigation Services
for the District.
Section Two. The contract authorized in Section One of this ordinance shall
commence on March 1, 2011 and terminate on February 29, 2012, and may be renewed at the
option of the District for two (2) additional one-year terms; and be comprised of such other terms
and conditions as are approved by the Office of the General Counsel of the District.
The foregoing Ordinance was adopted February 10, 2011
4 of 2/10/11
(Adopted — Ordinance No. 13200)
24 Adoption of proposed Ord. No. 93-11 appropriating $3,700,000.00 from the Sanitary
Replacement Fund for engineering services for the Missouri WWTP Secondary Treatment
Expansion and Disinfection at Various Treatment Plants (10710), and authorizing the Executive
Director and Secretary -Treasurer on behalf of The Metropolitan St. Louis Sewer District to enter
into Contract Amendment No. 7 with Black & Veatch Corporation, for the aforesaid engineering
services.
(Adopted — Ordinance No. 13201)
25 Adoption of proposed Ord. No. 94-11 declaring the necessity for the acquisition of easements
and temporary easements in certain real property within The Metropolitan St. Louis Sewer District
for the purpose of construction of sewers and related appurtenances in the project known as
Valley Sanitary Relief (SKME-014) Phase II (2006052 — 10147) to serve the needs of residents of
the area, and authorizing the acquisition of said easements and temporary construction licenses
by purchase or by the institution of condemnation proceedings.
(Adopted — Ordinance No. 13202)
26 Adoption of proposed Ord. No. 95-11 authorizing the Executive Director and Secretary -Treasurer
to lease certain real property of The Metropolitan St. Louis Sewer District, lying in the City of St.
Louis, Missouri, to the Walgreen Company for use as a parking lot and to execute a Lease
Agreement upon the conditions hereinafter set out.
(Adopted — Ordinance No. 13203)
27 Adoption of proposed Ord. No. 96-11 authorizing the Executive Director and Secretary -Treasurer
on behalf of The Metropolitan St. Louis Sewer District to enter into a contract with Gusdorf Law
Firm, LLC whereby Gusdorf Law Firm, LLC will provide Collection Litigation Services for the
District.
(Adopted — Ordinance No. 13204)
28 Adoption of proposed Ord. No. 97-11 authorizing the Executive Director and Secretary -Treasurer
on behalf of The Metropolitan St. Louis Sewer District to enter into a contract with Kramer &
Frank, P.C., whereby said Kramer & Frank, P.C. will provide debt collection services for the
District.
(Adopted — Ordinance No. 13205)
29 Adoption of proposed Ord. No. 98-11 authorizing the Executive Director and Secretary -Treasurer
on behalf of The Metropolitan St. Louis Sewer District to enter into a contract with John G.
Heimos, P.C. whereby John G. Heimos, P.C. will provide Collection Litigation Services for the
District.
(Adopted — Ordinance No. 13206)
30 Adoption of proposed Ord. No. 99-11 amending Ordinance No. 8304, as adopted February 13,
1991, and renaming the Emergency Fund the "Wastewater Emergency Fund," and creating a
new "stormwater Emergency Fund," and establishing a minimum balance for each.
(Adopted — Ordinance No. 13207)
31 Adoption of proposed Ord. No. 100-11 amending Ordinance No. 10561, as adopted June 10,
1999, by repealing Section Three and enacting a new Section Three in lieu thereof, pertaining to
the transfer of Wastewater Backup Insurance and Reimbursement Fund and establishing a
minimum balance.