HomeMy Public PortalAbout001-2010 - Metro - Burgess Niple - Gas Building sampling for cistern and tunnelPROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this _7th day of _January , 2010, and
referred to as Contract No. 1-2010, by and between the City of Richmond, Indiana, a
municipal corporation acting by and through its Board of Public Works & Safety (hereinafter
referred to as the "City") and Burgess & Niple, Inc., 5085 Reed Road, Columbus, Ohio 43220
(hereinafter referred to as the "Contractor").
SECTION I. STATEMENT AND SUBJECT OF WORK
City hereby retains Contractor to provide professional services associated with the sampling of
water in a recently discovered cistern and tunnel found at the MGP gas plant property site
located in Richmond, Indiana. Contractor shall perform all services described on its proposal,
"Exhibit A", dated December 22, 2009, consisting of three (3) pages, which exhibit is attached
hereto and made a part hereof. Contractor agrees that the scope of professional services it will
provide under this Contract is defined in the U.S. Environmental Protection Agency (EPA)
Brownfield Cleanup Grant guidelines and Contractor agrees to abide by the same.
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 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 work.
SECTION III. COMPENSATION
City shall pay Contractor a sum not to exceed Three Thousand Three Hundred Dollars and No
Cents ($3,300.00) 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.
Contract No. 1-2010
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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 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.
Coverage Limits
A. Worker's Compensation & Statutory
Disability Requirements
B. Employer's Liability $100,000
C. Comprehensive General Liability
Section 1. Bodily Injury $300,000 each occurrence
$300,000 aggregate
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Section 2. Property Damage
D. Comprehensive Auto Liability
Section 1. Bodily Injury
Section 2. Property Damage
E. Comprehensive Umbrella Liability
$100,000 each occurrence
$300,000 each person
$300,000 each occurrence
$100,000 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. 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;
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;
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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. DRUG -FREE WORKPLACE
Contractor covenants and agrees to make a good faith effort to provide and maintain during the
term of this Agreement a drug -free workplace as required and set forth in Brownfield Guidelines
implemented by the Indiana Department of Environmental Management, the Indiana Finance
Authority, and the federal Environmental Protection Agency.
SECTION IX. ACCESS TO RECORDS
Contractor covenants and agrees to comply with the access to records provisions set forth in
Brownfield Guidelines implemented by the Indiana Department of Environmental Management,
the Indiana Finance Authority, and the federal Environmental Protection agency.
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
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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,
INDIANA by and through its
Board of Public Works & Safety
By:_S/S Vicki Robinson
Vicki Robinson, President
By:_S/S Dian Lawson
Dian Lawson, Member
By:_S/S Mary Jo Flood
Mary Jo Flood, Member
Date: January 7, 2010
APPROVED: S/S Sarah L. Hutton
Sarah L. Hutton, Mayor
Date: January 8, 2010
"CONTRACTOR"
BURGESS & NIPLE, INC.
5085 Reed Road
Columbus, Ohio 43220
By:_S/S Bruce Mansfield
Title: Vice President
Date: —January 13, 2010
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