HomeMy WebLinkAboutPublic Improvements contract (Garmong) C.H.Garmong&Son,Inc.
CRC-2017 go--*61J8yI
Appropriation# ;P.O.# 100 gL S
Contract Not To Exceed$385,515.00
AGREEMENT FOR PURCHASE OF GOODS AND SERVICES
THIS AGREEMENT FOR PURCHASE OF GOODS AND SERVICES("Agreement") is hereby entered into by
and between the Carmel Redevelopment Commission (the "CRC'), and C.H. Garmong & Son, inc., an entity duly
authorized to do business in the State of Indiana("Vendor").
TERMS AND CONDITIONS
1. ACKNOWLEDGMENT,ACCEPTANCE:
Vendor acknowledges that it has read and understands this Agreement, and agrees that its execution of
same constitutes its acceptance of all of the Agreement's terms and conditions.
2. PERFORMANCE:
CRC agrees to purchase the goods and/or services (the "Goods and Services") from Vendor using CRC
budget appropriation number9o2-k'tb i funds. Vendor agrees to provide the Goods and Services and to
otherwise perform the requirements of this Agreement by applying at all times the highest technical and
industry standards. Vendor will not perform any of the Services detailed in Exhibit A prior to obtaining a
written Notice to Proceed from the CRC. Upon receiving a Notice to Proceed, the Vender shall perform only
those Services specifically detailed in the Notice. If the Vender desires clarification of the scope of any
Notice to Proceed, the Vendor shall obtain such clarification from the CRC in writing, prior to performing the
service set forth in the Notice to Proceed. Any services performed without the CRC's prior express written
authorization will not be compensated.
3. PRICE AND PAYMENT TERMS:
3.1 Vendor estimates that the total price for the Goods and Services to be provided to CRC hereunder
shall be no more than Three Hundred Eighty Five Thousand Five Hundred Fifteen Dollars
($385,515.00) (the "Estimate"). Vendor shall submit an invoice to CRC no more than once every
thirty (30) days detailing the Goods and Services provided to CRC within such time period. CRC
shall pay Vendor for such Goods and Services within thirty-five (35) days after the date of CRC's
receipt of Vendor's invoice detailing same, so long as and to the extent such Goods and Services
are not disputed, are in conformance with the specifications set forth in Exhibit A, are submitted on
an invoice that contains the information contained on attached Exhibit B, and Vendor has otherwise
performed and satisfied all the terms and conditions of this Agreement.
3.2 Vendor agrees not to provide any Goods and Services to CRC that would cause the total cost of the
Goods and Services provided by Vendor to CRC hereunder to exceed the Estimate, unless CRC has
previously agreed, in writing,to pay an amount in excess thereof.
4. WARRANTY:
Vendor expressly warrants that the Goods and Services covered by this Agreement will conform to those
certain specifications, descriptions and/or quotations regarding same as were provided to Vendor by CRC
and/or by Vendor to and accepted by CRC,all of which documents are incorporated herein by reference, and
that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from
defect. Vendor acknowledges that it knows of CRC's intended use and expressly warrants that the Goods
and Services provided to CRC pursuant to this Agreement have been selected by Vendor based upon CRC's
stated use and are fit and sufficient for their particular purpose.
5. TIME AND PERFORMANCE:
This Agreement shall become effective as of the last date on which a party hereto executes same("Effective
Date"),and both parties shall thereafter perform their obligations hereunder in a timely manner.Time is of the
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C.H.Garmong&Son,Inc.
CRC-2017
Appropriation# ;P.O.#
Contract Not To Exceed$385,515.00
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by CRC, Vendor shall promptly furnish to CRC,in such form and detail as CRC may direct, a list
of all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information
relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to
furnish to CRC sufficient written warning and notice (including appropriate labels on containers and packing)
of any hazardous material utilized in or that is a part of the Goods and Services.
7. LIENS:
Vendor shall not cause or permit the filing of any lien on any of CRC's property. In the event any such lien is
filed and Vendor fails to remove such lien within ten (10)days after the filing thereof, by payment or bonding,
CRC shall have the right to pay such lien or obtain such bond,all at Vendor's sole cost and expense.
8. DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Vendor's warranties; (b)fails to provide the Goods and Services as specified herein;
(c)fails to make progress so as to endanger timely and proper provision of the Goods and Services and does
not correct such failure or breach within five (5) business days (or such shorter period of time as is
commercially reasonable under the circumstances)after receipt of notice from CRC specifying such failure or
breach; or(d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of
creditors or dissolves, each such event constituting an event of default hereunder, CRC shall have the right
to(1)terminate all or any parts of this Agreement,without liability to Vendor;and(2) exercise all other rights
and remedies available to CRC at law and/or in equity.
9. INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer
licensed to do business in the State of Indiana,such insurance as is necessary for the protection of CRC and
Vendor from all claims for damages under any workers' compensation, occupational disease and/or
unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness,
disease or death of or to any of Vendor's agents, officers, employees, contractors and subcontractors; and,
for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom.
The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall
cause its insurers to name CRC as an additional insured on all such insurance policies, shall promptly
provide CRC, upon request, with copies of all such policies, and shall provide that such insurance policies
shall not be canceled without thirty(30)days prior notice to CRC. Vendor shall indemnify and hold harmless
CRC from and against any and all liabilities, claims, demands or expenses (including, but not limited to,
reasonable attorney fees) for injury, death and/or damages to any person or property arising from or in
connection with Vendor's provision of Goods and Services pursuant to or under this Agreement or Vendor's
use of CRC property.
Vendor further agrees to indemnify, defend and hold harmless CRC and its officers, officials, agents and
employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney
fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor's agents,
officers, employees, contractors or subcontractors in the performance of this Agreement. These
indemnification obligations shall survive the termination of this Agreement.
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C.H.Garmong&Son,Inc.
CRC-2017
Appropriation# ;P.O.#
Contract Not To Exceed$385,515.00
10. GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes
which may be applicable to Vendor's performance of its obligations under this Agreement, and all relevant
provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless
CRC from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules,
regulations and codes.This indemnification obligation shall survive the termination of this Agreement.
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and CRC prohibiting
discrimination against any employee,applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire,tenure,terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran
status.
12. E-VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the "Indiana E-Verify Law"), Vendor is required to enroll in and verify the work
eligibility status of its newly-hired employees using the E-Verify program, and to execute the Affidavit
attached herein as Exhibit D, affirming that it is enrolled and participating in the E-verify program and does
not knowingly employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the CRC with
documentation indicating that It has enrolled and is participating in the E-Verify program. Should
Vendor subcontract for the performance of any work under and pursuant to this Agreement, it shall fully
comply with the Indiana E-Verify Law as regards each such subcontractor. Should the Vendor or any
subcontractor violate the Indiana E-Verify law,the CRC may require a cure of such violation and thereafter, if
no timely cure is performed, terminate this Agreement in accordance with either the provisions hereof or
those set forth in the Indiana E-Verify Law.The requirements of this paragraph shall not apply should the E-
Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not
affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any
party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the
same or any other provision hereof.
14. NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not
delegate its obligations under this Agreement without CRC's prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any
of its officers, employees, contractors, subcontractors and agents are employees of CRC. The contract price
set forth herein shall be the full and maximum compensation and monies required of CRC to be paid to
Vendor under or pursuant to this Agreement
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C.H.Garmong&Son,Inc.
CRC-2017
Appropriation# ;P.O.#
Contract Not To Exceed$385,515.00
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana,
except for its conflict of laws provisions.The parties agree that, in the event a lawsuit is filed hereunder, they
waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County,
Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same.
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted,but only to the extent necessary to
comply with same,and the remaining provisions of this Agreement shall remain in full force and effect.
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by postage
prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified
herein:
If to CRC: Carmel Redevelopment Commission AND Douglas C. Haney,
30 W. Main Street Suite 220 Corporation Counsel
Carmel, Indiana 46032 Department of Law
Attn: Corrie Meyer One Civic Square
Carmel, Indiana 46032
If to Vendor: C.H. Garmong&Son, Inc.
3050 Poplar Street
Terre Haute, IN 47803
(812)234-3714
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from
the date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, CRC may, upon notice to
Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by
Vendor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and
Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to
receive only payment for the undisputed invoice amount representing conforming Goods and
Services delivered as of the date of termination, except that such payment amount shall not exceed
the Estimate amount in effect at the time of termination, unless the parties have previously agreed in
writing to a greater amount.
19.2 CRC may terminate this Agreement at any time upon thirty(30) days prior notice to Vendor. In the
event of such termination, Vendor shall be entitled to receive only payment for the undisputed
invoice amount of conforming Goods and Services delivered as of the date of termination, except
that such payment amount shall not exceed the Estimate amount in effect at the time of termination,
unless the parties have previously agreed in writing to a greater amount.
19.3 The CRC may terminate this Agreement pursuant to Paragraph 11 hereof,as appropriate.
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C.H.Garmong&Son,Inc.
CRC-2017
Appropriation# .P.O.#
Contract Not To Exceed$385,515.00
20. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
21. ADDITIONAL GOODS AND SERVICES
Vendor understands and agrees that CRC may, from time to time, request Vendor to provide additional
goods and services to CRC. When CRC desires additional goods and services from Vendor, the CRC shall
notify Vendor of such additional goods and services desired, as well as the time frame in which same are to
be provided. Only after CRC has approved Vendor's time and cost estimate for the provision of such
additional goods and services, has encumbered sufficient monies to pay for same, and has authorized
Vendor, in writing, to provide such additional goods and services, shall such goods and services be provided
by Vendor to CRC. A copy of the CRC's authorization documents for the purchase of additional goods and
services shall be numbered and attached hereto in the order in which they are approved by CRC.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove,this Agreement shall be in effect from the Effective Date through December 31, 2017 and shall,
on the first day of each January thereafter, automatically renew for a period of one(1)calendar year, unless
otherwise agreed by the parties hereto.
23. HEADINGS
All heading and sections of this Agreement are inserted for convenience only and do not form a part of this
Agreement nor limit, expand or otherwise alter the meaning of any provision hereof.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants,terms,warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than CRC and Vendor.
26. IRAN CERTIFICATION: Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this document,
it does not engage in investment activities within the Country of Iran.
27. ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain
legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same
freely,voluntarily, and without any duress, undue influence or coercion.
28. ENTIRE AGREEMENT:
This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire
agreement between Vendor and CRC with respect to the subject matter hereof, and supersedes all prior oral
or written representations and agreements regarding same. Notwithstanding any other term or condition set
forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any exhibit
attached to this Agreement or in any document referenced herein conflicts with any term or condition
contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail.
This Agreement may only be modified by written amendment executed by both parties hereto, or their
successors in interest.
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C,H.Garrnong&Son,Inc.
CRC-2017
Appropriation# ;P.O.#
Contract Not To Exceed$385,515,00
IN WITNESS WHEREOF,the parties hereto have made and executed this Agreement as follows:
CARMEL REDEVELOPMENT C.H.GARMONG&SON,INC.
COMMISSION
By: By: i {
•
Come we Director 11Gihorized Signature
'1) •
Brian Kooistra
Printed Name
William Hammer,i' esi en
Date: t't J - 4 -1 7 Chief Operating Officer
Title
FID/TIN: 35-1278333
APPROVED Last Four of SSN if Sole Proprietor: _
Carty I RcdcveloNen Commission Date: October 26, 2017 By LO(—
Date /0 • ( (`l
Cy.,laInihlC.a,,.9:O.nw/1y M.nin and M.,i,CRC-Coops A SERVICS VIA M>ARf CON71LALT,J.�-IIVINO 017171 PMI
Memorandum ;
Jr
To: Carmel Redevelopment Commission I
Attn: Ms.Corrie Meyer, Executive Director GARMONG
From: Ed Woods,Garmong Construction Services
Re: Monon&Main Mixed-Use Development Project
Construction ScrriccS
Date: October 11, 2017
The following is a breakdown in remaining scope of work for the Monon&Main Mixed-Use Project included
in the public bid process.
• Sidewalks and Curbs surrounding Parking Garage... $23,000.00
o Subgrade to be leveled and prepped to receive stone base and formwork.
o Approximate Qty(400)LF of curb and(2,500)Sq. Ft.of sidewalk.
• Asphalt Patching of 3'"Avenue... $11,000.00
o Stone subgrade'/" below existing asphalt.
o Approximate Qty(3,000)Sq. Ft. of asphalt.
• 3'"Avenue Storm-water utility Installation... $27,570.00
o Labor, material,connections,and equipment for installation.
o Approximate Qty(260)LF of 12"RCP storm pipe.
• Water and Sanitary Utility Installation ... $56,660.00
o Labor, material,taps, and equipment for installation.
o Approximate Qty(180)LF of 6"water main with 4"domestic line.
o Approximate Qty(260) LF of 6"sanitary sewer line.
• Parking Garage Building Signage... $35,000.00
• o All interior way finding signage and exterior building numbers.
• Parking Garage Bike Racks._. $10,000.00
o Provide bike racks for entire parking garage.
• Parking Garage Electrical Infrastructure as required by Duke Energy $83.645.00
o Provide main electrical equipment and switchgear
Total Construction Cost $246,875.00
• Park Plaza Professional Services $138,640.00
o Includes design, legal,survey and infrastructure
Total Professional Services $138,640.00
C.H.Garmong 8 Son,Inc. "EXHIBIT •
3050 Poplar Street
Terre Haute,Indiana 47803 6� I
Phone:(812)234-3714 Fax:(812)234-1403
www.gannong.net
EXHIBIT B
Invoice
Date:
Name of Company:
Address &Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing Date Goods/Services Provided Cost Per Hourly Total
Goods/Services Goods/ (Describe each good/service Item Rate/
Service separately and in detail) Hours
Provided Worked
GRAND TOTAL
Signature
Printed Name
EXHIBIT C
INSURANCE COVERAGES
Worker's Compensation&Disability Statutory Limits
Employer's Liability:
Bodily Injury by Accident/Disease: $1,000,000 each employee
Bodily Injury by Accident/Disease: $1,000,000 each accident
Bodily Injury by Accident/Disease: $1,000,000 policy Iimit
Commercial General Liability:
General Aggregate Limit(other than
Products/Completed Operations): $6,000,000
Products/Completed Operations: $5,000,000
Personal &Advertising Injury
Each Occurrence Limit: $5,000,000
Comprehensive Auto Liability(owned, hired and non-owned)
Bodily Injury and Property Damage: $5,000,000 each occurrence
Umbrella Excess Liability
If a commercial umbrella liability policy is used to satisfy the minimum limits of liability
requirements, the combined limits must equal these minimum limits of liability.
EXHIBIT D
AFFIDAVIT
,being first duly sworn,deposes and says that
he/she is familiar with and has personal knowledge of the facts herein and, if called as a witness in this
matter, could testify as follows:
1. I am over eighteen(18)years of age and am competent to testify to the facts contained
herein.
2. I am now and at all times relevant herein have been employed by
(the"Employer")
in the position of
3. I am familiar with the employment policies, practices, and procedures of the Employer and
have the authority to act on behalf of the Employer.
4. The Employer is enrolled and participates in the federal E-Verify program and has
provided documentation of such enrollment and participation to the City of Carmel,
Indiana.
5. The Company does not knowingly employ any unauthorized aliens.
FURTHER AFFIANT SAYETH NOT.
EXECUTED on the day of , 20_.
Printed:
I certify under the penalties for perjury under the laws of the United States of America and the State of
Indiana that the foregoing factual statements and representations are true and correct.
Printed: