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HomeMy WebLinkAboutSenefeld & Associates/CFDSenefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation #404; P.O. #12175 Contract Not To Exceed $8,858.25 AGREEMENT FOR PURCltASE OF GOODS AND SERVICES · THIS AGREEMENT FOR PURCHASE OF GOODS AND SERVICES ("Agreement") is hereby made and entered into by und between the City of Carmel, lndiana, acting by and through its Board of Pul~lic Works and Safety, ("City") and Senefeld & Associates, Architects, Inc., an Indiana corporation, ("Vendor"). TERMS AND CONDITIONS 1: ACKNOWLEDGMENT, ACCEPTANCE: Vendor acknowledges that it has read and understands this Agreement, and agrees that its execution of same and/or its provision of any goods and/or services ("Goods and Service" herennder shall constitute Vendor's acceptance of all of the Agreement's terms and conditions. PERFORM ANCE: City agrees to purchase the Goods and Services described in attached Exhibit A, whici~ is incorporated heroin by this reference, and Vendor agrees to provide same and to otherwise perform the requirements of this Agreement and to execute its responsibilities hereunder by following and applying at all times the highest professional and technical guidelines and standards. 'PRICE AND PAYMENT TERMS: The total price for the Goods and Services contemplated herein shall be no more than Twenty-Two Thousand Five Hundred Dollars ($22,500.00), of which sum Vendor understands and agrees that, pursuant to that certain lnterlocal Agreement attached hereto and incorporated herein ,'ts Exhibit D, City shall be responsible for no more than Eight Thousand Eight Hundred Fifty-Eight Dollars and Twenty-Five Cents ($8,858.25) (39.37%), the City of Noblesville, Indiana, shall be responsible for no more than Three Thousand Nine Hundred Twelve Dollars and Twenty-Five Cents ($3,912.25 (17.39%), the Town of Fishers shall be responsible for no more than Eight Thousand One Hundred Dollars ($8,100.00) (36%) and the Town of Westfield shall be responsible for no more than One Thousand Six Hundred Twenty-Nine Dollars (1,629.00) (7.24%). Vendor shall submit hn invoice to City no more than once every thirty (30) days detailing tbe Goods and Services provided pursuant to this Agreement within such time period. City shall pay Vendor for its Pzg. rata of the Senefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation #404; P.O. #12175 Contract Not To Exceed $8,858.25 invoice amount for share such Goods and Services within thirty-five (35) days after the dat,e of City's receipt of Vendor's invoice detailing same, along with the any 12ro rata money received from the other parties to the contract, so long as and to the extent such Goods and Services are not disputed, are in accordance 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, and shall, within five (5) day of its receipt of same, forward copies of said invoice to Noblesville, Fishers and Westfield and request that the same pay their respective pro rata shares of said invoice to City within thirty (30) days of their receipt of same. ., WARRANTY: Vendor expressly warrants that the Goods and SerVices covered by this Agreement will conform to the specifications, drawings, instructions, directions and/or descriptions thereof furnished to Vendor by City and/or by Vendor to and accepted by City, that the Goods and Services will be delivered in a timely, good and workmanlike manner in conformance with industry standards and the terms and conditions of this Agreement. TEVIE AND PERFORMANCE: This Agreement shall become effective as of the last date on which a party hereto executes same ("Effective Date"). Time is of the essence of this Agreement. .FORCE MAJEURE: Any delay or failure of either party to perform its obligations hereunder shall be excused if, and to the extent, that it is caused by an event or occurrence beyond the reasonable control of the party and without its fault or negligence, provided that notice of such delay (including the anticipated duration thereof) is given by the affected party to the other party within five (5) business days after discovery of the cause of such delay. 7. LIENS: Vendor shall not cause or permit the filing of any lien on any of City'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, City shall have the right to pay such lien or obtain such bond, all at Vendor's sole cost and expense. 2 Senefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation #404; P.O. #12175 Contract Not To Exceed $8,858.25 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; or (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 cimumstances) after receipt of notice from City specifying such failure or broach; each such event constituting an event of default hereunder, City shall have the right to (1) terminate this Agreement, without liability to Vendor; and exercise any other rights or remedies as are available to City at law and/or in equity. INSURANCE: 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 and reasonably acceptable to City, s'ach insurance as is necessary for the protection of City and Vendor from any and all claims for damages or otherwise 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 and all of Vendor's agents, officers, employees, contractors, subcontractors and other persons; because of any injury to or destruction of property, including, but not limited to, loss of use resulting therefrom; or, otherwise. The coverage amounts shall be no less than those amounts set forth in attached Exhibit C, which is incorporated herein by this reference. Vendor shall cause its insurers to name City as an additional insured on all insurance policies, shall promptly provide City, 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 City. i0. SETOFF: In addition to any right of setoff provided by law,' all amounts due Vendor shall be considered net of indebtedness of Vendor to City; and City may deduct any amounts due or to become due fr6m Vendor to City from any sums due or to become due from City to Vendor hereunder. 11. GOVERNMENT COMPLIANCE: Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations, codes and ordinances 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 City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules, regulations, codes and ordinances. This indemnification obligation shall survive the termination of this Agreement. 12. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors, subcontractors and other persons shall comply with all existing and future laws of the United States, the State of Indiana and City 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 the hire, tenure, terms, conditions or privileges of employment and to any other matter directly or indirectly related to employment or subcontracting because of race, 3 Senefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation #404; P.O. #12175 Contract Not To Exceed $8,858.25 religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. City reserves the right to collect a penalty as provided in IC 5-16-6-1 for any person so discriminated against. 13. NO IMPLIED WAIVER: The failure of either party at any time to require performance by the other of any provision of this Agreement shall in no way 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 thereof. 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 City's prior written consent. 15. RELATIONSHIP OF PARTIES: The relationship of the parties hereto shall be as provided for in t~nis Agreement, and Vendor and all of its officers, employees, .contractors, subcontractors, agents and other persons are not and shall not become employees of City, and the sole responsibility to pay to or for same all statutory, contractual and other benefits shall remain exclusively with Vendor. That portion of the contract price set forth herein as represents the City's P_Lq rata share of the goods and services provided hereunder, in the amount of Eight Thousand Eight Hundred Fifty-Eight Dollars and Twenty-Five Cents ($8,858.25) shall be the full and maximum compensation and monies required of City to be paid to Vendor under or pursuant to this Agreement. 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 further agree that, in the event a lawsuit is filed hereunder, they waive any rights to a jury trial they may have, 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 role of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with such statute, regulation, ordinance, order or rule, and the remaining provisions of this Agreement shall remain in full force and effect. 18. NOTICE: Subject to paragraph 21 hereinbelow, 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 City: City of Carmel One Civic Square Carmel, Indiana 46032 4 Senefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation//404; P.O. #12175 Contract Not To Exceed $8,858.25 ATTN: Douglas Callahan, Fire Chief (with a copy to City Attorney, One Civic Square, Carmel, IN 46032) If to Vendor: Senefeld & Associates, Architects, Inc. 802 Mulberry Street, H-I Noblesville, Indiana 46060 ATTN: Dudley J. Senefeld, AIA Notwithstanding the above, notice of termination under paragraph 19 heminbelow shall be effective if given orally, as long as written notice is then provided as set forth heminabove within three (3) days from the date of such oral notice. 19. TERMINATION: 19.1 Notwithstanding anything to the contrary contained in this Agreement, City 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 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. 19.2 Either party hereto may terminate this Agreement at any time upon thirty (30) days prior notice to the other party. 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. 20. REPRESENTATIONS AND WARRANTIES The parties represent and warrant that they are authorized to enter into this Agreement and that the persons or entities executing this Agreement have the authority to bind the party which they represent. 21. ADDITIONAL GOODS AND/OR SERVICES Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods and/or services to City. When City desires additional goods and/or services from Vendor, the Mayor or his duly authorized representative shall notify Vendor of such additional goods and/or services desired, as well as the time frame in which same are to be provided. Vendor shall then provide, at no cost to City, and estimated cost for such additional goods and/or services, as well as the date by which same will be provided to City. Only after City has approved Vendor's time and cost estimate for the provision of such additional goods and/or services shall Vendor be authorized to provide same, the identification of which shall be set forth in documents which shall be numbered and attached hereto in the order they are approved by City. 22. TERM Subject to the termination provisions set forth in Paragraph 19 hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2005, unless further extended or 5 Senefeld & Associates, Architects, Inc. Fire Deportment - 2004 Appropriation# t/.O/? ; P.O.#/gIT~ Contract Not To Exceed $ ~,,· g,5~' ~.,5' otherwise modified in writing 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 . City and Vendor, and their respective officers, officia, ls, agents, partners, successors, assigns an~ legal representatives, are bound to the other with respect to this Agreement and to such othe, r party's officers, officials, agents, partners, successors, assigns and legal representatives in all respects as to all covenants, agreements and obligations of this Agreement. 25. 26. NO THIRD PARTY BENEFICIARIES Nothing contained herein shall be construed to give any rights or benefits hereunder to anyon.9 other than City or Vendor. i. ADVICE OF COUNSEL: The parties warrant that they have read this Agreement and understand it, are fully aware of their respective rights, have had the opportunity to obtain the advice and assistance of an attorney throughout the negotiation of this Agreement, and enter into this Agreement freely, voluntarily, and without any duress, undue influence, coercion or promise of benefit, except as expressly s~t forth herein· 27. ENTIRE AGREEMENT: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the. entire agreement between Vendor and City with respect to the subject matter hereof, a~d supersedes all prior oral or 'written representations and agreements regarding sam~e. Notwithstanding any other term or condition set forth herein, but subject to paragraph 17 hereof, lo th6 extent any term or condition contained in any exhibit attached to this Agreement conflicts witch any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail, unless the parties hereto, or their successors in ~ntere~t, expressly add in writing agree otherwise. This Agreement may only be modified by written amendment executed by both parties 'hereto, or their Successors in interest. 1N WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA by and through its Board of Public Works and Safety JarlT(~s Brta~nard, Presiding Officer SENEFELD & ASSOCIATES, ARCHITECTS, INC. By: Signature Senefeld & Associates, Architects, Inc. Fire Department - 2005 Appropriation #404; P.O. #12 t75 Contract Not To Exceed $8,858.25 MarSy Anti' BA~rke=Membe Date: ~c-~7 ~ i~S ~ Title Lo . W Date: Dat~ ATTEST: Dmqh~rdr0y, !:~IC f~k-Treasu(¢ Date Printed Name C t¥ of Carmel Office of the Clerk-Treasurer February 4, 2005 Mr~ Dudley J. Senefeld SENEFELD & ASSOCIATES, ARCHITECTS, INC. 802 Mulberry Street, H-I Noblesville, IN 46060 RE: Agreement for Purchase of Goods and Services City of Carmel, Fire Department No. 0202.05.02 Dear Mr. S~nefeld: On February 2, 2005, the Board of Public Works and Safety approved the above-referenced contract to do business with your company. Enclosed is a fully executed copy of the Agreement for your records. Please review the attached sample Invoice, (Exhibit B of your contract). Although we do not require you to use this specific form, we do ask that you please submit the information requested on the sample invoice in a similar layout when submitting an invoice for services rendered. This format replaces any other form previously used by the City and is effective upon approval of your contract. Thank you for your cooperation. If you have any questions or concerns, please do not hesitate to contact me at 317.571.2628. Sincerely, / Sandra Johnson Deputy Clerk-Tr¢asu[er Enclosure ONE CIVIC SQUARE CARMEL, INDIANA 46032 317/571-2414 Senefcld & Associates, Architects, Inc. Building For Tomorrow Senefeld & Associates Proposal To Hamilton County Emergency Training Task Force For Master Planning Services For A Public Safety Training Facility Submitted May 2004 Revised June 4, 2004 SenefeM & Associates, Architects, inc. ia' a full service Architectural Planning Firm with over a quarter ora century experience in serving the Public Service Industry in Cities, Towns and Communities around the state of Indiana. The staff of Se~nefeld & Associates is made up of Architects, Planners, Engineers, Master Builders; Site Designers, Business Planners, Firefighters & Chief Officerx, individuals u4th years o. f experience and training in serving communities just like yours. The fqIlowing is: a RevLsed break-out Proposal 0fthe Scope of Work and Services proposed for the development of this Project in a Phase I approach. Phase I: Shall include the following sub-categories of services A,- Scope Development / Programming / Master Plan Development This Phase encompasses the Scope Development and Programming to fully access the current add future needs of the facility t~dcing into consideration the needs of the owner, as well as consideration of the general needs of Surrounding Public Safety Agencies, and Public Safety Agencies across the Stat.e Of Indiana and Midwest. Through refinement of the Scope and Program of the facility, a Master Plan for development can be generated to enable the Owner to determine phasing and funding options for construction. The following is a list of the scope of work proposed for this phase of the project; Development of the Entity Vision & Mission Statement to create a clear Program for the facility. Identification of facilities and equipment needs for tbe project. Possible users for facility. Development Of target market group. D, evelopment of the intended Architectural Style of facilities. Development of an accurate Scope of the Project for further design development. 'Schematic D~sign / Master Plan of the Owners clarified scope for the project. B - Site Evaluation And Plannina This Phase oi~the project is proposed to provide tile Owner with Site Evaluation and Schematic Site Plan development taking into consideration Utilities, Structures, Street Locations and Site Planning, for development of first phase Master Planning doctm~ent. Senefeld & Associates proposes to provide research and development data of'any proposed sites to ensure the Owner's defined Scope for the Project can pliysically be met with a particular parcel or site. The following is a Est of the Scope of Work provided within this phase of the project; ~ Digital Recording of the Proposed Site, and Structures (if existing), as Well as the Adjacent Land Uses and Vehicular Circulation. )' G.I.S. Mapping of the Proposed Site. ~ ~' Preliminary Scope Review of the Owners Intent for Development. ~' Schematic Site Study of the Owners Intended Land Use to Ensure Sufficient Physical Size and Characteristics of the Site Supports the Intended Type of Development. Written Site Analysis and Preliminary Recommendations for Development. Documentation of Current Zoning Classification of the Existing Site. Presentation Documentation and Digital Recording for the Owners Use and File. ~' Development of Master Planning Phases for structures on site, based upon the owners needs and projections of use for the facility. C - Development Of Proiect Budgets For Planning & Phasing Senefeld & Associates will assist the owner in the development of realistic project budgets for project ftmding and construction from the final approved Master Plan for Development. Sene£eld & Associates prides itself in the ability to offer its clients true cost analysis of taking into account current market trends in materials and labor. The following is a listing of the Scope of Work provided in this phase o£the project; Development of Project Development Cost Budgets for proposed facilities, structures, and site improvements. These Budgets will be established from the analysis of the information gathered within the Scope Development, Programming, Schematic Design and Ske Study Analysis portions of the project. Senefeld & Associates utilizes current architectural-engineering and construction tech,nologies to develop realistic project budgets for funding. Total Proposed Fee for Phase I: ~ Note: The Phase I Proposal includes a unit costJbr one site for sub-categories B & C Additional Sites can be evcduatedper unit as follows: n Sub-category B of $5, 000.'00 per site. c] Sub-category C of $3,5OO. OO per site. QPtional Additional Services: Senefeld & Associates, Architects can provide the following additional services as a part of the overall project at the discrepancy of the Owner. After further clarification, these services may or may not be warranted for this project and thus have been provided as additional services. Focus Group of potential end users. ~ Senefeld & Associates can provide development and administration services for a one-day focus group ofpotentiaI end users. As a part of this service, Senefeld & Associates can provide notification of potential users through mailers, hosting a location for the presentation and discussion of the project with the focus group, development of graphic and data materials for the purpose of the presentation, development of data retrieval and questionnaire forms to gather participant response, and development of a single piece marketing flyer or brochure for distribution to participants upon completion of the focus group. Total Fee for Focus Group Development / Administration: $ 4,695.00 2. Graphic Design and Printing n Should the Hamilton County Task Force elect to have developed a marketing flyer or brochure, the associated graphic design, printing and mailing costs, if applicable, shall be obtained through competitive bidding by printing service companies and submitted to the Task Force for approval. Expense for Graphic Design and Printing to be submitted as a Direct Expense to the Hmnilton County Task Force, or as a Reimbursable Expense to Senefeld & Associates. Fees For Professional Services Provided Not To Exceed those Listed Herein without prior written approval. Fees for professional services are based upon Senefeld & Associates, estimated employee hours to provide the o*t~er with a project that meets' the owners approval within the agreed upon scope of the project and will be on a not to exceed basis once the project scot~e is defined Respectfully Submitted: Dudley J. Senefeld AIA Principal Architect Senefeld & Associates, Architects, Inc. Sponsor: Counc~orMayo oRDINANCE NO. D-170g-04 AS AMENDED AN ORDLNANCE OF THE COMMON COUNCIL OF TI~E CITY OF CARMEL~ INDIANA~ APPROVING AND ADOPTING INTERLOCAL AGREEMENT ~ WHEREAS, Indiana Code 36-1-7 authorizes cooperative endeavors between governmental entities so as to better and more economically and efficiently serve the public health, safety and .welfare; and WHEREAS, Indiana Code 36-1-7-2 authorizes the Common Council to approve such "interlocal agreements;" and WHEREAS, the "interlocal agreement;' by and between the Cities of Cannel and Noblesvitle, Indiana, and the Towns of Westfield and Fisher~, Indiana, pertaining to a study designed to deterrrfine the feasibility of constructing a public safety training facility, a copy of Which is attached hereto hnd incorporated herein as Exhibit A (the "Interlocal Agreement"), is in the best interests of the City of Carmel and its residents; and WHEREAS, it is necessary and proper to create a separate City fund for the receipt and disbursement of monies pursuant to the terms of the Inteflocal Agreement and applicable law. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, Indiana, that: Section 1, The foregoing Recitals are fully incorporated herein by th/s reference. Section 2. The Interloeal Agreement should be and is hereby approved and adopted by the Common Council of the City of Carmel, Indiana .Section 3. The Clerk-Treasurer is h~reby directed to file a copy of the Interlocal Agreement. with the Hamilton County Recorder and State Board of Accounts within the time periods established by Indiana Code 36-1-7-6. Section 4. There is.hereby created a "PSTC Feasibility Study Fund" to be administrated by the Clerk-Treasurer and which shall be used for the receipt and disbursement of monies received parsuant to the terms of the Interlocal Agreement and for the purpose of obtaining a study regarding the feasibility of financing, constructing, maintaining, marketing and managing a Public Safety ' Training Facility within Hamilton County. Section 5. This Ordinance shall be in full force and effect from and a~er the date of its passage, execution by the Mayor and such publication as is required by law. PASSED by the Common Council of the City_of Carmel, Indiana ti'ds (q'r ~ay of~ ,2004, by a vote of (O ayes and O nays. · Page One of Two Pages Prepared by Douglas C. Haney, Carmel City Attorney / "EXHIBIT. Sponsor: Councilor Mayo Dore CITY OF CA1LMEL Kevin Kirby Mark ~ ' Rlchar~ L'~Sh~ ¢ L. easurer the~o~ day.of ~' ~'~ C.. ~ ,2004. Diana L. Cordray~reasur by~..e:M~ayor of the City of Carmel, Indiana, at/c~-"o'c'lock~, m. this_ ,~,,~/xtAppr°ved ay of ~ ,~ ~:_ ,2004.. (~ ~me~s Brainard, Mayor Diana L. Cord;ay, IAMC, C~c-Treasuter Ord/nance No D-.1708-04 Page Two of Two Pages SENEFELD & ASSOC., ARCHITECTS, INC.. Architects Planners Landscape Architects TRANSMITTAL LETTER 802 Mulberry Street, Suite H-I Noblesville, IN 46060 PROJECT: Hamilton Co. Emergency Training Task Force (name, address) Feasibility Study ARCHITECT'S PROJECT NO: TO: City of Carmel, Indiana One Civil Square Carmel, Indiana 46032 ATTN: Mr. Brian Mayo WE TRANSMIT: ( X ) herewith ) under separate cover via DATE: 1/12/2005 If enclosures are not as noted, please' inform us immediately. If chccked below, please: ( ) Acknowledge receipt of enclosures. ( ) Return enclosures to us. ( ) in accordance with your request FOR YOUR: ( ) approval ( ) distribution to parties ( ) review & comment ( X ) record ( ) information THE FOLLOWING: (,) Drawings ( ) Spacificutions ) Shop Drawing Prints ) Shop Drawings reproducible ( ) Samples ( ) Product Literature ( ) Change Order (X ) Contract COPIES DATE REV. NO. DESCRIFI'ION ACTION CODE 2 Agreement for Purchase of Goods and Services In amount of $22,500.00 ACTION A. Action indicated on item transmitted. D. For signature and forwarding os noted below under REMARKS CODE B. No action required E. See REMARKS below C. For signature and return to this office REMARKS Please return a fully executed copy of this contract upon signature. · COPIES TO: (with enclosures) [1 [] By: OudleyJ. Senefeld, RA ?~ ~:'9/;