HomeMy Public PortalAbout039-2010 - Sanitary -IKON - copier purchaseAGREEMENT
THIS AGREEMENT made and entered into this _13th day of _April___, 2010, by and
between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of
Sanitary Commissioners (hereinafter referred to as the "City") and IKON Office Solutions, 1176 E.
Dayton -Yellow Springs Road, Fairborn, Ohio, 45324 (hereinafter referred to as the "Contractor").
SECTION I. STATEMENT AND SUBJECT OF AGREEMENT
City hereby retains Contractor to furnish and provide to the City of Richmond Sanitation Department
a Ricoh AFICIO MP2851 SP Copier, which includes Silver Service Agreement coverage.
The Indiana State Quantity Purchase Agreement Vendor and Commodity List containing Indiana
State Pre -Approved Equipment Pricing Bids (hereinafter "QPA Bid List") was examined by the
Richmond Information Technology Department. The QPA Bid List is on file in the Richmond
Information Technology Department, is hereby incorporated by reference, and made a part of this
Agreement. Contractor agrees to comply with all terms and conditions contained therein. Pursuant
to Indiana guidelines, a City may opt to use the State QPA Bid List when purchasing and may
request price quotes for specific quantities of items of equipment and/or commodities as an
alternative to the standard bid procedures.
Contractor's Response (Quote 10057) to Richmond Information Technology Department's specific
quantity inquiry is attached hereto as Exhibit "A", which Exhibit is dated March 8, 2010, consists of
eight (8) pages, is hereby incorporated by reference and made a part of this Agreement. Contractor
agrees to comply with all terms and conditions contained in Exhibit "A."
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 and incidental
to the proper completion of this Agreement.
No performance of services 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 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
completion of this Agreement.
Contract No. 39-2010
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SECTION III. COMPENSATION
City shall pay Contractor the quote amount described on Exhibit "A" which includes Four Thousand
Eight Hundred Nine Dollars and Zero Cents ($4,809.00) for the total product purchase price of the
copier, and Ninety-four Dollars and Fifty Cents ($94.50) per quarter for the Silver Service package
for a minimum term of sixty (60) months. These amounts are not to be exceeded.
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, not to exceed sixty (60) months.
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 and proper manner its
obligations under this Agreement;
b. submission by the Contractor to the City of reports that are incorrect or incomplete 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 effective date by Contractor, 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.
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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
Limits
Statutory
$100,000
$300,000 each occurrence
$300,000 aggregate
$100,000 each occurrence
$300,000 each person
$300,000 each occurrence
$100,000 each occurrence
E. Comprehensive Umbrella Liability $1,000,000 each occurrence
$1,000,000 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,
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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 monies 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. 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 IX. 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. It shall be
controlled by Indiana law and shall be binding upon the parties, their successors and assigns. It
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.
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 suit arising
under this Contract, if any, 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.
Any person executing this Contract in a representative capacity hereby warrants that he has been duly
authorized by his or her principal to execute this Contract.
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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 due to the enforcement of this
Agreement, including but not limited to City's reasonable attorney's fees, whether or not suit is filed.
In the event that an ambiguity or 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 Sanitary Commissioners
By:_S/S Richard Bodiker
Richard Bodiker, President
By:_S/S Gilbert Klose
Gilbert Klose, Vice President
LM
Greg Stiens, Member
Date: April 13, 2010
APPROVED: S/S Sarah L. Hutton
Sarah L. Hutton, Mayor
Date: April 20, 2010
"CONTRACTOR"
IKON Office Solutions
By:_S/S Pat Brown
Title: Director of Financial Operations
Date: —April 23, 2010
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