HomeMy WebLinkAboutPaperless Packet for BPW 12.01.21Board of Public Works and Safety Meeting
Agenda
Wednesday, December 1st, 2021 – 10:00 a.m.
Council Chambers City Hall, One Civic Square
MEETING CALLED TO ORDER
1. MINUTES
a. Minutes from the November 17th, 2021, Regular Meeting
2. BID/QUOTE OPENINGS AND AWARDS
a. Bid Opening for Well 29, Contract 105; John Duffy, Director of the Department of Utilities
b. Bid Opening for Sophia Square Waterproofing Repairs; Lee Higginbotham, Street
Commissioner
c. Bid Opening for Path Preservation; Lee Higginbotham, Street Commissioner
d. Bid Awards for Construction of the Carmel Data Center; Timothy Renick, Director of
Information and Communication Systems
e. Bid Award for Carmel Data Center – Technology Infrastructure Package; Timothy
Renick, Director of Information and Communication Systems
3. PERFORMANCE BOND REDUCTION APPROVAL REQUEST (1 ITEM)
a. Request for Bond Reduction; Jackson’s Grant Sec. 6; Erosion Control; Original
Amount: ($251,094.73), Reduced Amount: ($125,339.09); Doug Wagner, Republic
Development
4. CONTRACTS (12 ITEMS)
a. Request for Purchase of Goods and Services; KBSO Consulting, LLC; ($32,000.00);
Consulting for Technology Standards; Timothy Renick, Director of Information and
Communication Systems
b. Request for Purchase of Goods and Services; SJCA P.C.; ($88,430.00); 20-ENG-04 –
Survey College Avenue from 96th Street to 106th Street; Additional Services
Amendment; Jeremy Kashman, Director of Engineering
c. Request for Purchase of Goods and Services; Wilkinson Brothers, Inc.; ($73,000.00);
Graphic Design, Website, and Creative Marketing Services; Additional Services
Amendment; Nancy Heck, Director of the Department of Community Relations
d. Request for Purchase of Goods and Services; Nelson Alarm Company; ($28,255.00);
Security Cameras and Accessories; Additional Services Amendment; Timothy Renick,
Director of Information and Communication Systems
e. Request for Purchase of Goods and Services; OfficeWorks Services; ($3,695.50); Office
Furniture; Additional Services Amendment; Jon Oberlander, Interim Corporation
Counsel
f. Resolution BPW 12-01-21-01; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; AT&T;
($143,840.00); Sheridan – Indianapolis Cable Relocation; Timothy Renick, Director of
Information and Communication Systems
g. Resolution BPW 12-01-21-02; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; Fredericks,
Inc.; ($563,433.00); Data Center – Earthwork, Site Concrete, and Utilities; Timothy
Renick, Director of Information and Communication Systems
h. Resolution BPW 12-01-21-03; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; Fredericks,
Inc.; ($198,759.00); Data Center – Electrical; Timothy Renick, Director of Information
and Communication Systems
i. Resolution BPW 12-01-21-04; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; BMI Corp.
d/b/a Biancofiori Masonry, Inc.; ($248,000.00); Data Center – Masonry; Timothy
Renick, Director of Information and Communication Systems
j. Resolution BPW 12-01-21-05; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; F.A. Wilhelm
Construction Co., Inc.; ($130,000.00); Data Center – Building Concrete; Timothy
Renick, Director of Information and Communication Systems
k. Resolution BPW 12-01-21-06; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; Strescore,
Inc.; ($45,300.00); Data Center – Precast Concrete; Timothy Renick, Director of
Information and Communication Systems
l. Resolution BPW 12-01-21-07; A Resolution of the City of Carmel Board of Public
Works and Safety Acknowledging Agreement Between City and Vendor; ERMCO, Inc;
($170,421.00); Data Center – Technology; Timothy Renick, Director of Information and
Communication Systems
5. REQUEST TO USE CITY STREETS/PROPERTY (2 ITEMS)
a. Request to Acknowledge Mayor’s Approval for the Clydesdale Parade; November 19th,
2021; 3:00 PM – 7:00 PM; Marcus Mathis, Anheuser-Busch
b. Request to Use Civic Square Gazebo / Fountain Facilities; Leaman Wedding; October
7th, 2022; 6:00 PM – 7:00 PM; October 8th, 2022; 10:00 AM – 5:00 PM; Victoria Leaman
6. OTHER (7 ITEMS)
a. Request for New Curb Cut; 140 Nappanee; Property Owner
b. Request for Road Closure; 120 1st Ave NW; John Jermakowicz
c. Request for Lane Restriction / Road Closure / Open Pavement Cut; The Edge
Apartments; 96th Street and Maple Drive; JC Hart
d. Request for Open Pavement Cut / Sidewalk Restrictions; 104 Stonehedge Court; Jeff
Cozart, Centerpoint Energy
e. Request for Open Pavement Cut / Lane Restrictions; 4148 E Main Street; Duke Energy
f. Request for Grant of Perpetual Storm Water Quality Management Easement; Be Well
Family Medical Office; 12430 Clark Street; Roger Ward Engineering
g. Request for Secondary Plat; The Courtyards of Carmel Section 1; Brett Huff, Kimley
Horn
h. Request for Secondary Plat; One 46 Townhomes; Greg Dempsey, Innovative Engineering
7. ADJOURNMENT
Board of Public Works and Safety Meeting 1
Minutes 2
Wednesday, November 17th, 2021 – 10:00 a.m. 3
Council Chambers City Hall, One Civic Square 4
5
MEETING CALLED TO ORDER 6 7
Mayor Brainard called the meeting to order at 10:03 AM 8
9
MEMBERS PRESENT 10
11
Mayor James Brainard, Board Members Lori Watson, Mary Ann Burke, and Deputy Clerks Jennifer Stites and 12
Holly Harmeyer were present. 13
14
MINUTES 15
16
Minutes from the November 3rd, 2021 Regular Meeting. Board Member Burke moved to approve. Board Member 17
Watson seconded. Request approved 2-0. Mayor Brainard abstained. 18
19
BID/QUOTE OPENINGS AND AWARDS 20
21
Bid Opening for Technology Infrastructure Package for Carmel Data Center; Lori Watson opened the bid and 22
Mayor Brainard read it aloud: 23
24
Contractor Bid 25
ERMCO $573,421.00 26
27
Bid Award for 2022 Rock Salt; John Duffy, Director of the Department of Utilities, recommended awarding the 28
bid to Cargill as they were the lowest and most responsive bidder. Board Member Burke moved to award the bid 29
to Cargill in the amount of $108.50 Per Ton. Board Member Watson seconded. Request approved 3-0. 30
31
PERFORMANCE RELEASE/REDUCTION APPROVAL REQUESTS 32
33
Resolution BPW 11-17-21-01; Jackson’s Grant Sec. 4; Erosion Control; Board Member Burke moved to approve. 34
Board Member Watson seconded. Request approved 3-0. 35
36
Resolution BPW 11-17-21-02; Miller Auto Care; Erosion Control; Board Member Burke moved to approve. 37
Board Member Watson seconded. Request approved 3-0. 38
39
Resolution BPW 11-17-21-03; Jackson’s Grant Sec. 5; Erosion Control; Board Member Burke moved to approve. 40
Board Member Watson seconded. Request approved 3-0. 41
42
Request for Bond Reduction; Jackson’s Grant 1B; Erosion Control; Original Amount $257,197.18, Reduced 43
Amount $25,719.72; Board Member Burke moved to approve. Board Member Watson seconded. Request 44
approved 3-0. 45
46
CONTRACTS 47
48
Request for Purchase of Goods and Services; Angel Oak Tree Care; ($75,000.00); Tree Removal and Other 49
Landscape Services; Board Member Burke moved to approve. Board Member Watson seconded. Request 50
approved 3-0. 51
52
Request for Purchase of Goods and Services; CrossRoad Engineers; ($100,00.00); 20-ENG-09 Right of Way 53
Services; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 54
55
Request for Purchase of Goods and Services; Bright Equipment; ($70,457.08); Bobcat UV34; Additional Services 56
Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 57
58
Request for Purchase of Goods and Services; Bright Equipment; ($145,867.78); Bobcat UW56; Additional 59
Services Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request 60
approved 3-0. 61
62
63
REQUEST TO USE CITY STREETS/PROPERTY 64
65
Request to Use CRC Parking Lot Behind Children’s Art Gallery; Construction Laydown for Sophia Square 66
Project; March 1st, 2022 – May 31st, 2022; 12:00 AM – 12:00 AM; Board Member Burke moved to approve. 67
Board Member Watson seconded. Request approved 3-0. 68
69
Request to Use Carter Green / Parking Spaces at Various Locations; Festival of Ice, Ice Carving; January 7th – 70
January 9th, 2022; 3:00 PM – 5:00 PM; Board Member Burke moved to approve. Board Member Watson 71
seconded. Request approved 3-0. 72
73
Request to Use Carter Green / Ice at Carter Green; Carmel Winter Games; February 10th – February 12th, 74
2022; 4:00 PM – 6:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request 75
approved 3-0. 76
77
Request to Use Carter Green; Two BMW Cars on Display; November 17th – December 24th, 2021; 9:00 AM – 78
4:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 79
80
OTHER 81
82
Request for Grant of Sign Easement; 431 South Rangeline Road; Board Member Burke moved to approve. 83
Board Member Watson seconded. Request approved 3-0. 84
85
Request for 2 New Curb Cuts; Board Member Burke moved to approve. Board Member Watson seconded. 86
Request approved 3-0. 87
88
Request for Waiver of BPW Res. No. 04-28-17-01 / Lane Restrictions; Northern Heights, Applewood Estates, 89
Waterwood of Carmel, and Old Town Neighborhoods; Board Member Burke moved to approve. Board Member 90
Watson seconded. Request approved 3-0. 91
92
Request for New Curb Cut; 12213 N. Meridian – Hamilton Crossing; City Engineer, Jeremy Kashman 93
presented an amendment to this request adding a Stormwater Waiver request. Board Member Burke moved to 94
approve the amendment. Board Member Watson seconded. Amendment approved 3-0. Board Member Burke 95
moved to approve. Board Member Watson seconded. Request approved 3-0. 96
97
Request for Open Pavement Cut / Lane Restriction; 38 W Main St; Board Member Burke moved to approve. 98
Board Member Watson seconded. Request approved 3-0. 99
100
Request for Open Pavement Cut / Lane & Path Restrictions; 13905 Towne Road; Board Member Burke moved 101
to approve. Board Member Watson seconded. Request approved 3-0. 102
103
Request for Right of Way Dedication; 1730 E. 106th – Post Property of Carmel; Board Member Burke moved 104
to approve. Board Member Watson seconded. Request approved 3-0. 105
106
Request for Consent to Encroach and Variance; 2918 Gadsen Circle N; Board Member Burke moved to 107
approve. Board Member Watson seconded. Request approved 3-0. 108
109
ADD-ONS 110
111
Request for Secondary Plat; Asherwood; Board Member Burke moved to add four add-on items onto the agenda. 112
Board Member Watson seconded. Add-ons approved 3-0; Board Member Burke moved to approve request. Board 113
Member Watson seconded. Request approved 3-0. 114
115
Request for Purchase of Goods and Services; Officeworks Services, LLC; ($58,926.47); Office Furniture; 116
Additional Services Amendment; Board Member Burke moved to approve. Board Member Watson seconded. 117
Request approved 3-0. 118
119
Request for Agreement Between Gridics, LLC and the City of Carmel for Software-as-a-Service; Board Member 120
Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 121
122
Request for Purchase of Goods and Services; Service Express, LLC; ($8,613.29); Equipment Service Agreement; 123
Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 124
125
ADJOURNMENT 126
127
Mayor Brainard adjourned the meeting at 10:11 a.m. 128
129
130
APPROVED: ____________________________________ 131
Sue Wolfgang – City Clerk 132
133
_____________________________________ 134
Mayor James Brainard 135
ATTEST: 136
137
__________________________________ 138
Sue Wolfgang – City Clerk 139
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KBSO Consulting, LLC
Information Systems Department - 2021
Appropriation # 1115 101 43-404.00; P.O. #105699
Contract Not To Exceed $32,000.00
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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.
S:\\Contracts\\Prof.Svcs & Goods Svcs\\Information Systems\\2021\\KBSO Consulting, LLC Goods and Services.doc:11/5/2021 1:05 PM\]
2
KBSO Consulting, LLC
Information Systems Department - 2021
Appropriation # 1115 101 43-404.00; P.O. #105699
Contract Not To Exceed $32,000.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
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KBSO Consulting, LLC
Information Systems Department - 2021
Appropriation # 1115 101 43-404.00; P.O. #105699
Contract Not To Exceed $32,000.00
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 City: City of Carmel AND City of Carmel
Information Systems Department Department of Law
st311 Avenue NW One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: KBSO Consulting, LLC
1344 S Rangeline Rd
Carmel, Indiana 46032
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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KBSO Consulting, LLC
Information Systems Department - 2021
Appropriation # 1115 101 43-404.00; P.O. #105699
Contract Not To Exceed $32,000.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. DEBARMENT AND SUSPENSION
26.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
26.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
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58.6575:68
11/10/2021
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
GRAND TOTAL
Signature
Printed Name
EXHIBIT C
INSURANCE COVERAGES
Worker’s Compensation & Disability Statutory Limits
Employer’s Liability:
Bodily Injury by Accident/Disease: $100,000 each employee
Bodily Injury by Accident/Disease: $250,000 each accident
Bodily Injury by Accident/Disease: $500,000 policy limit
Property damage, contractual liability,
products-completed operations:
General Aggregate Limit (other than
Products/Completed Operations): $500,000
Products/Completed Operations: $500,000
Personal & Advertising Injury
Policy Limit: $500,000
Each Occurrence Limit: $250,000
Fire Damage (any one fire): $250,000
Medical Expense Limit (any one person): $ 50,000
Comprehensive Auto Liability (owned, hired and non-owned)
Bodily Single Limit: $500,000 each accident
Injury and property damage: $500,000 each accident
Policy Limit: $500,000
Umbrella Excess Liability
Each occurrence and aggregate: $500,000
Maximum deductible: $ 10,000
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10/28/2021
WILKINSON BROTHERS
FISHERS, IN 46038 -
105676
PO BOX 235
City of Carmel
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
PURCHASE ORDER NUMBER
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION
VENDOR SHIP
TO
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
EXTENSION
ADDITIONAL SERVICES - GRAPHIC DESIGN, WEBSITE &
CREATIVE MARKETING
COMMUNITY RELATIONS
1 CIVIC SQ
Carmel, IN 46032-
358230
UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY
Page 1 of 1
60589
1203Department:101Fund:General Fund
43-404.01Account:
ADDITIONAL SERVICES - GRAPHIC DESIGN, WEBSITE &
CREATIVE MARKETING
1 $45,000.00 $45,000.00Each
45,000.00SubTotal
43-593.00Account:
ADDITIONAL SERVICES - GRAPHIC DESIGN, WEBSITE &
CREATIVE MARKETING
1 $28,000.00 $28,000.00Each
28,000.00SubTotal
73,000.00
Send Invoice To:
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID.
C.O.D. SHIPMENT CANNOT BE ACCEPTED.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABE
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 194
PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A
PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
CONTROL NO. 105676
ORDERED BY
TITLE
CONTROLLER
COMMUNITY RELATIONS
1 Civic Square
Carmel, IN 46032-
Nancy Heck James Crider
Director Director of Administration
CzTfshfzHsfdivlijobu3;21qn-Opw2:-3132
Nelson Alarm
2602 East 55th Street • Indianapolis, Indiana 46220 • Phone: 317-255-2125 • Fax: 317-53-8802
City of Carmel
Date: November 19, 2021
Customer Name: City of Carmel Information and Communication Systems
Address: 31 1st Ave NW
City, State, Zip: Carmel, IN 46032
Contact: Morgan Rinehart
Phone: (317)-710-6145
Location: Direct Sale
Address: Direct Sale
The below quote is for direct sale of Axis Communications Equipment:
Total Equipment Price: $28,255
This quote may fluctuate due to supply chain constraints and OEM/supplier price adjustments.
Guarantee and lock in purchase today.
QTY Part Description Price
10 Z4-01702001 (Q1798LE) Bullet IR Camera 15,092
5 Z4-01473001 (T91B67) Pole Mount 407
5 Z4-01752004 (Q6075-E) 1080P PTZ IP67 12,756
Exhibit A
I
INDIANA RETAIL TAX EXEMPT
City ®f Carme CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE 35-6000972
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
HASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO.
11/19/2021 00352213
Page 1 of 1
PURCHASE ORDER NUMBER
105790
THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
DESCRIPTION
VW Cameras
NELSON ALARM COMPANY ICS
VENDOR 2602 E 55TH STREET SHIP 31 1st Avenue N.W.
TO
Carmel, IN 46032-
INDIANAPOLIS, IN 46220 - Timothy Renick (317) 571-2576
PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT
61218
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 1115 Fund: 101 General Fund
Account: 44-631.00
10 Each Q1798LE Axis camera Bullet IR
5 Each T91 B67 Pole mount
5 Each Q6075-5 PTZ IP67 1080P
Send Invoice To:
ICS
Timothy Renick
31 1st Avenue N.W.
Carmel, IN 46032-
317)571-2576
DEPARTMENT
0 F CA
1,509.20 $15,092.00
81.40 $407.00
2,551.20 $12,756.00
Sub Total $28,255.00
PLEASE INVOICE IN DUPLICATE
ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $28,255.00
SHIPPING INSTRUCTIONS *
AIP VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADC A
PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID. AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
C.O.D. SHIPMENT CANNOT BE ACCEPTED. THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABE `-/'
LTHISORDERISSUEDINCOMPLIANCEWITHCHAPTER99, ACTS 194
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY
Timothy Renick James Crider
TITLE Director Director of Administration
CONTROL NO. 105790 CONTROLLER
CzTfshfzHsfdivlijobu4;3:qn-Opw21-3132
Exhibit A
RESOLUTION NO. BPW 12-01-21-01
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement AT&TReimbursement Agreement .docx11/19/20212:51PM
RESOLUTION NO. BPW 12-01-21-02
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement Fredericks, Inc. - Cite Work.docx11/19/20212:59PM
CzTfshfzHsfdivlijobu2;31qn-Opw2:-3132
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105712
Contract Not To Exceed $563,433.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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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2
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105712
Contract Not To Exceed $563,433.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
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3
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105712
Contract Not To Exceed $563,433.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: Fredericks, Inc.
5448 W Old SR #132
Pendleton, Indiana 46064
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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4
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105712
Contract Not To Exceed $563,433.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
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5
BMI Corp. d/b/a Biancofiori Masonry, Inc.
Administration Department - 2021
Appropriation 71205 i4-628.71 2021 IT Data Center Bond Fund; P.O. #s 105718
Contract Not To Exceed $248,000.00
28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City'srequest, take all steps required by [he City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA BMI Corp. d/b/a Biancofiori Masonry, Inc.
by and through its Board of Public
Works and Safety
By:
te: s
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Authorized Signature
Cesar Vazquez
Printed Name
Operations Manager
Title
FID/TIN: 46-1255686
Last Four of SSN if Sole Proprietor:
Date: 1 1/16/2021
Sue Wolfgang, Clerk
Date:
IC \U—\Peggy He hbarger\Droph- (Bin-Fion Mas—NOBS MOVED TO PROCORDC-1 IT and De\a Ceow,\OFFICE\Co,Uact [nfo\BMI Corp dba Biancolion Maso— Inc Goods and S-- do, 1 U16/2021 i 28 PM]
Exhibit A
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
INDIANA RETAIL TAX EXEMPT
Ci®CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE
35-6000972
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO.
11 /8/2021 372629
FREDERICKS, INC
VENDOR 5448 W. ST. RD # 132
PENDLETON, IN 46064 -
PURCHASE ID BLANKET CONTRACT
60852
QUANTITY 1 UNIT OF MEASURE
Department: 1205 Fund:0
Account: 44-628.71
VENDOR NO
PAYMENTTERMS
I
DESCRIPTION
2021 IT Data Center Bond
Page 1 of 1
PURCHASE ORDER NUMBER
105712
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
DESCRIPTION
IT Data Center Building Addition and Remodel - Earthwork, Site j
Concrete & Utilities
General Administration
SHIP 1 Civic Square
TO Carmel, IN 46032-
FREIGHT
UNIT PRICE EXTENSION
1 Each IT Data Center Building Addition and Remodel - Earthwork,
Site Concrete & Utilities
CA
Send Invoice To:
Dept of Administration
563,433.00 $563,433.00
Sub Total $563,433.00
1 Civic Square
Carmel, IN 46032-
PLEAS_E INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT _ PROJECT PROJECT ACCOUNT _ AMOUNT
PAYMENT $
563,433.00
AIP VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P 0. NUMBER IS MADE A
SHIPPING INSTRUCTIONS PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID AFFIDAVIT ATTACHED I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
C.O.D. SHIPMENT CANNOT BE ACCEPTED THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
G(
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO ORDERED BY —
James Crider James Crider
TITLE Director of Administration Director of Administration
CONTROL NO. 105712 CONTROLLER
RESOLUTION NO. BPW 12-01-21-03
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement Fredericks, Inc. - Electrical.docx11/19/20213:00PM
CzTfshfzHsfdivlijobu2;31qn-Opw2:-3132
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105719
Contract Not To Exceed $198,759.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\Fredericks Inc. Goods and Services - Electrical.doc:11/9/2021 8:16 AM\]
2
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105719
Contract Not To Exceed $198,759.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\Fredericks Inc. Goods and Services - Electrical.doc:11/9/2021 8:16 AM\]
3
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105719
Contract Not To Exceed $198,759.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: Fredericks, Inc.
5448 W Old SR #132
Pendleton, Indiana 46064
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\Fredericks Inc. Goods and Services - Electrical.doc:11/9/2021 8:16 AM\]
4
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105719
Contract Not To Exceed $198,759.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\Fredericks Inc. Goods and Services - Electrical.doc:11/9/2021 8:16 AM\]
5
Fredericks, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105719
Contract Not To Exceed $198,759.00
28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City's
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN 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
By:
Al W-1-1-
Jarr6s Brainnd, 'di cer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
Fredericks, Inc.
By:
Authorized tignature
John R. Fredericks
Printed Name
President
Title
FID/TIN: 35-1417173
Last Four of SSN if Sole Proprietor:
Date: 11-16-2021
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
INDIANA RETAIL TAX EXEMPT
Ci CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE
35-6000972
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
P1 iRr.HASE ORDER DATE I DATE REQUIRED I REQUISITION NO VENDOR NO
11/812021
FREDERICKS, INC
VENDOR 5448 W. ST. RD # 132
PENDLETON, IN 46064 -
PURCHASE ID BLANKET CONTRACT
60900
QUANTITY UNIT OF MEASURE
Department: 1205 Fund:0
Account., 44-628.71
Page 1 of 1
PURCHASE ORDER NUMBER
105719
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
DESCRIPTION
372629
IT Data Center Building Addition and Remooei - tiecincai
PAYMENT TERMS
DESCRIPTION
2021 IT Data Center Bond
General Administration
SHIP 1 Civic Square
TO Carmel, IN 46032-
1 Each IT Data Center Building Addition and Remodel - Electrical
Send Invoice To:
Dept of Administration
1 Civic Square
Carmel, IN 46032-
FREIGHT
UNIT PRICE EXTENSION
198,759.00 _ $198,759.00
Sub Total $198,759.00
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT _ _ AMOUNT
198,759.00
PAYMENT
AIP VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A
SHIPPING INSTRUCTIONS PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID AFFIDAVIT ATTACHED I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDERC.0 D SHIPMENT CANNOT BE ACCEPTED
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
99, ACTS 1945THISORDERISSUEDINCOMPLIANCEWITHCHAPTER
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
ORDERED BY James CriderJamesCrider
TITLE Director of Administration Director of Administration
CONTROL NO. 105719 CONTROLLER
RESOLUTION NO. BPW 12-01-21-04
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement BMICorp. dba Biancofiori Masonry, Inc. .docx11/19/20213:01PM
BMICorp. d/b/aBiancofioriMasonry, Inc.
AdministrationDepartment -2021 CzTfshfzHsfdivlijobu2;26qn-Opw2:-3132
Appropriation #120544-628.712021ITDataCenterBondFund; P.O. #s105718
ContractNotToExceed $248,000.00
AGREEMENT FOR PURCHASE OF GOODS AND SERVICES
THIS AGREEMENT FOR PURCHASE OF GOODS AND SERVICES (“Agreement”) is hereby entered into by
and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety (“City”), and
BMI Corp. d/b/aBiancofiori Masonry, 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 itsexecution of
same constitutes its acceptance of all of the Agreement’s terms and conditions.
2.PERFORMANCE:
City agrees to purchase the goods and/or services (the “Goods and Services”) from Vendor using City
budget appropriation number1205 44-628.71 2021 IT Data Center Bondfunds. Vendor agreesto 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 andprovide Goods
detailed in Exhibit Aprior to obtaining awritten Notice to Proceed fromthe City. Upon receiving a Notice to
Proceed, the Vendor shall perform only those Services and provide such Goods specifically detailed in the
Notice. If the Vendor desires clarification of the scopeof anyNotice to Proceed, the Vendor shall obtain
such clarification from the City in writing, prior to performing the service set forth in the Notice to Proceed.
Any services performed without the City’s prior express written authorizationwill not be compensated.
3.PRICE AND PAYMENT TERMS:
3.1Vendor estimates that the total price for the Goods and Services to be provided to City hereunder
shall be no more thanTwo Hundred Forty EightThousand Dollars($248,000.00)(the “Estimate”).
Vendor shall submit an invoice to City no more than once every thirty (30) days detailing the Goods
and Services provided to City within such time period. City shall pay Vendor for such Goods and
Services within thirty-five(35) days after the date of City’s receipt of Vendor's invoice detailing same,
so long as and to the extent such Goods and Services are not disputed, are in conformancewith the
specifications set forth in Exhibit Aandapplicable Bid Documents, 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.
3.2Vendor agrees not to provide any Goods and Services to City that would cause the total cost of the
Goods and Services provided by Vendorto City hereunder to exceed the Estimate, unless City 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, descriptionsand/or quotationsregarding same as were provided to Vendor by City
and/or by Vendor to and accepted by City pursuant to or as part of that certain City of Carmel Engineering
DepartmentBid Proposal Package for “Construction of the Carmel Data Center” received by the City of
Carmel Board of Public Works and Safety on or about November 3, 2021, 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 freefromdefect. Vendor acknowledges that it knows of City’s intended use and
expressly warrants that the Goods and Services provided to City pursuant to this Agreement have been
selected by Vendor based upon City’s stated use and are fit andsufficient for their particular purpose.
C:\\Users\\PeggyHershberger\\Dropbox (Biancofiori Masonry)\\JOBS MOVED TO PROCORE\\Carmel IT and Data Center\\OFFICE\\Contract Info\\BMI Corp. dba Biancofiori Masonry Inc. Goods and Services .doc:11/16/2021 5:28 PM\]
1
BMI Corp. d/b/aBiancofiori Masonry, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. #s105718
Contract Not To Exceed $248,000.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\BMI Corp. dba Biancofiori Masonry Inc. Goods and Services_.doc:11/9/2021 8:20 AM\]
2
BMI Corp. d/b/aBiancofiori Masonry, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. #s105718
Contract Not To Exceed $248,000.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\BMI Corp. dba Biancofiori Masonry Inc. Goods and Services_.doc:11/9/2021 8:20 AM\]
3
BMI Corp. d/b/aBiancofiori Masonry, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. #s105718
Contract Not To Exceed $248,000.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civil Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: BMI Corp. d/b/a Biancofiori Masonry, Inc.
701 Erie Street
Lafayette, Indiana 47904
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\BMI Corp. dba Biancofiori Masonry Inc. Goods and Services_.doc:11/9/2021 8:20 AM\]
4
BMI Corp. d/b/aBiancofiori Masonry, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. #s105718
Contract Not To Exceed $248,000.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\BMI Corp. dba Biancofiori Masonry Inc. Goods and Services_.doc:11/9/2021 8:20 AM\]
5
BMI Corp. d/b/a Biancofiori Masonry, Inc.
Administration Department - 2021
Appropriation m 12015 44-628.71 2021 IT Data Center Bond Fund; P.O. #s 105718
Contract Not To Exceed $248,000.00
28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be safely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City'srequest, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA BMI Corp. d/b/a Biancofiori Masonry, Inc.
by and through its Board of Public
Works and Safety
By: '
t.s Brainard, Presiding Officer
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST -
Sue Wolfgang, Clerk
Date:
B y__
Authorized Signature
Cesar Vazquez
Printed Name
Operations Manager
Title
FID/TIN. 46-1255686
Last Four of SSN if Sole Proprietor
Date: 11 /16/2021
Exhibit A
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
INDIANA RETAIL TAX EXEMPT
a ®f i` .4,, r e I CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
ONE CIVIC SQUARE
35-6000972
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE I DATE REQUIRED I REQUISITION NO VENDOR NO.
11/8/2021
BIANCOFIORI MASONRY INC
VENDOR 701 ERIE ST
LAFAYETTE, IN 47904 -
PURCHASE ID BLANKET CONTRACT
60897
QUANTITY UNIT OF MEASURE
Department., 1205 Fund:0
Account., 44-628.71
Page f of 1
PURCHASE ORDER NUMBER
105718
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
DESCRIPTION
376045
IT Data Center Building Addition ano Kemouei - 1-1-111y
General Administration
SHIP 1 Civic Square
TO Carmel, IN 46032-
PAYMENT TERMS FREIGHT
DESCRIPTION
2021 IT Data Center Bond
1 Each IT Data Center Building Addition and Remodel - Masonry
21 111!i a 118
Send Invoice To. -
Dept of Administration
1 Civic Square
Carmel, IN 46032-
UNIT PRICE EXTENSION
248,000.00 _ $248,000.00
Sub Total $248,000.00
PLEASE INVOICE_ IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT_ ACCOUNT AMOUNT
248,000.00
PAYMENT
AIP VOUCHER CANNOT BE APPRMO FOR PAYMENT UNLESS THE P 0 NUMBER IS MADE A
SHIPPING INSTRUCTIONS PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID. AFFIDAVIT ATTACHED. I HERESY CERTIFY THAT THERE IS AN UNOBLICATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER
C.O.D. SHIPMENT CANNOT BE ACCEPTED
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
99, ACTS 1945
Q,
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO.
ORDERED BY James CriderJamesCrider
TITLE Director of Administration Director of Administration
CONTROL NO. 105718 CONTROLLER
RESOLUTION NO. BPW 12-01-21-05
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement FAWilhelm Construction CoInc.docx11/19/20213:10PM
CzTfshfzHsfdivlijobu2;2:qn-Opw2:-3132
F.A. Wilhelm Construction Co., Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105711
Contract Not To Exceed $130,000.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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.
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\F.A. Wilhelm Construction Co. Inc. Goods and Services.doc:11/9/2021 8:21 AM\]
2
F.A. Wilhelm Construction Co., Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105711
Contract Not To Exceed $130,000.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\F.A. Wilhelm Construction Co. Inc. Goods and Services.doc:11/9/2021 8:21 AM\]
3
F.A. Wilhelm Construction Co., Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105711
Contract Not To Exceed $130,000.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: F.A. Wilhelm Construction Co., Inc.
3914 Prospect Street
Indianapolis, Indiana 46203
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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F.A. Wilhelm Construction Co., Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105711
Contract Not To Exceed $130,000.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
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5
F.A. Wilhelm Construction Co., Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105711
Contract Not To Exceed $130,000.00
28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City's
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA F.A. Wilhelm Construction Co., Inc.
by and through its Board of Public
Works and Safety
By:
J es Brainard, P sidi Of r er
ate: 1
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
Printed Name
z4VV4& N44046ibN
Title
FIDITIN: IS-- Z.(•Z 6*9
Last Four of SSN if Sole Proprietor:
Date: t
fC 1U.oimod pAMO=E..N.ia fklW d.wANetC=beegnlauLoalWk\PSUX3M7CT.A. Wilkdm Co=s Iron Co.fm. Goads and Services(o03).dae:l if 0=111:39 AN
6
Exhibit A
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
INDIANA RETAIL TAX EXEMPT Page 1 of 1
CityCERTIFICATE NO. 003120155 002 0 PURCHASE ORDER NUMBERCarmelFEDERALEXCISETAXEXEMPT105711
ONE CIVIC SQUARE
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
CARMEL, INDIANA 46032-2584 SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED I REQUISITION NO,
11/8/2021
F.A. WILHELM CONSTRUCTION CO INC
VENDOR 3914 PROSPECT ST
INDIANAPOLIS, IN 46206
PURCHASE ID BLANKET CONTRACT
60850
QUANTITY UNIT OF MEASURE
Department., 1205 Fund:0
Account: 44-628.71
VENDOR NO. DESCRIPTION
T358284 I IT Data Center Building Addition and Remodel - Building
Concrete
PAYMENT TERMS
DESCRIPTION
2021 IT Data Center Bond
General Administration
SHIP 1 Civic Square
TO Carmel, IN 46032-
1 Each IT Data Center Building Addition and Remodel - Building
Concrete
CA,
j ;r
Send Invoice To:
Dept of Administration
1 Civic Square
Carmel, IN 46032-
FREIGHT
UNIT PRICE ' EXTENSION
130,000.00 $130,000.00
Sub Total ` $130,000.00
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT
u —
AMOUNT
PAYMENT $
130,000.00
A)P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.0 NUMBER IS MADE A
SHIPPING INSTRUCTIONS PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID AFFIDAVIT ATTACHED I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
C O.D. SHIPMENT CANNOT BE ACCEPTED THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO ORDERED BY - - — -
James Crider James Crider
TITLE Director of Administration Director of Administration
CONTROL NO. 105711 CONTROLLER
RESOLUTION NO. BPW 12-01-21-06
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement Strescore, Inc. .docx11/19/20213:11PM
CzTfshfzHsfdivlijobu2;32qn-Opw2:-3132
Strescore, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105713
Contract Not To Exceed $45,300.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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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Strescore, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105713
Contract Not To Exceed $45,300.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
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3
Strescore, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105713
Contract Not To Exceed $45,300.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: Strescore, Inc.
24445 State Road 23
South Bend, Indiana 46614
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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4
Strescore, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105713
Contract Not To Exceed $45,300.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\Strescore Inc. Goods and Services_ (003) (002).doc:11/8/2021 3:45 PM\]
5
Strescore, Inc.
Administration Department -2021
Appropriation # 1205 44-628.71 2021 IT Data Center Bond Fund; P.O. # 105713
Contract Not To Exceed $45,300.00
Vendor.
28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor, The Vendor shall
immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City's
request, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN 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
By:
mes Braina: /rd, Presidin Officer
Date_ / 2
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
Strescore, Inc.
By:
Autho zed ig to
Printed Name
Title
FIDITIN 5-1 8-7q1, tr
Last Four of SSN if Sole Proprietor:
Date: l
IC 1U5cn1j;rsomNpPl ILocal\,li<msoll\1VinJo s11NcICa[Ik\Conlcnl 0,,1W 0EN\DUZMSIr1--lir.'Gnrnl:aixl ticniccs_Ilicd dac II/Itl121111 6Ji AAI1
Exhibit A
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
INDIANA RETAIL TAX EXEMPT Page 1 of 1
City CERTIFICATE NO. 003120155 002 0 PURCHASE ORDER NUMBERCarmeFEDERALEXCISETAXEXEMPT105713
ONE CIVIC SQUARE
35-6000972 THIS NUMBER MUST APPEAR ON INVOICES, A/P
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
CARMEL, INDIANA 46032-2584 SHIPPING LABELS AND ANY CORRESPONDENCE
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO VENDOR NO DESCRIPTION
11/8/2021 376048
IT Data Center Building Addition and Remodel - Precast
Concrete
STRESCORE INC General Administration
VENDOR 24445 STATE ROAD 23 SHIP 1 Civic Square
SOUTH BEND, IN 46614 -
PURCHASEID BLANKET CONTRACT
TO Carmel, IN 46032-
PAYMENT TERMS FREIGHT
60866 _
QUANTITY UNIT OF MEASURE DESCRIPTION
Department: 1205 Fund: 0 2021 IT Data Center Bond
Account: 44-628.71
1 Each IT Data Center Building Addition and Remodel - Precast
Concrete
Send Invoice To:
Dept of Administration
UNIT PRICE
45,300.00
Sub Total
iEXTENSION
45,300.00
45,300.00
1 Civic Square
Carmel, IN 46032-
PLEASE INVOICE DUPLICATEIN__
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
45,300.00
PAYMENT
A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.0 NUMBER IS MADE A
SHIPPING INSTRUCTIONS PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
SHIP PREPAID. AFFIDAVIT ATTACHED I HEREBY CERTIFY THAT THERE IS AN UNOBUGATED BALANCE IN
COD SHIPMENT CANNOT BE ACCEPTED THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER.
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO ORDERED BY
James Crider James Crider
TITLE Director of Administration Director of Administration
CONTROL NO. 105713 CONTROLLER
RESOLUTION NO. BPW 12-01-21-07
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel, Indiana (“City”), is authorized to enter
into contracts; and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City’smayor may enter into contracts on behalf ofthe
City; and
WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard,
has caused to be signed the Agreement attached hereto as Exhibit A (the “Contract”); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, and made available to the public for review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt ofthe Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk and thereafter made available to the public
for review.
SO RESOLVED this day of , 2021.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
James Brainard, Presiding Officer
Date:
Mary Ann Burke, Member
Date:
Lori S. Watson, Member
Date:
ATTEST:
Sue Wolfgang, Clerk
Date:
S:\\EBass\\MyDocuments\\BPW-Resolutions\\2021\\Acknowledge Agreement ERMCO, Inc.docx11/22/202111:22AM
CzTfshfzHsfdivlijobu2;2:qn-Opw2:-3132
ERMCO, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105716
Contract Not To Exceed $170,421.00
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
essence of this Agreement.
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City 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 City 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 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.
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 City 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, City 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 City 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 City 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 City as an additional insured on all such 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. Vendor shall indemnify and hold harmless City 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 City property.
Vendor further agrees to indemnify, defend and hold harmless City 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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2
ERMCO, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105716
Contract Not To Exceed $170,421.00
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
City 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 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 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 City 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 City 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 City’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 City. The contract price
set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Vendor under or pursuant to this Agreement
C:\\Users\\clivingston\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\562V7G6G\\ERMCO Inc. Goods and Services.doc:11/9/2021 8:22 AM\]
3
ERMCO, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105716
Contract Not To Exceed $170,421.00
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 City: City of Carmel AND City of Carmel
Administration Department Department of Law
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: ERMCO, Inc.
1625 W Thompson Road
Indianapolis, Indiana 46217
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, 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 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 City 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 City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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4
ERMCO, Inc.
Administration Department - 2021
Appropriation #1205 44-628.71 2021 IT Data Center Bond Fund; PO # 105716
Contract Not To Exceed $170,421.00
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 City may, from time to time, request Vendor to provide additional goods
and services to City. When City desires additional goods and services from Vendor, the City 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 City 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 City. A copy of the City’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 City.
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, 2021 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 City and Vendor.
26. 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.
27. IC 5-16-13.
The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference.
28. DEBARMENT AND SUSPENSION
28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its
subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from entering into this Agreement by any federal agency or by any department, agency or political
subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer,
director, owner, partner, key employee or other person with primary management or supervisory
responsibilities, or a person who has a critical influence on or substantive control over the operations of the
Vendor.
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5
ERMCO, Inc.
Administration Department - 2021
Appropriation 41205 44-628.71 2021 1T Data Center Bond Fund-, PO # 105716
Contract Not To Exceed $170,421.00
28.2 The'Vendor certifies that it has verified the state and federal suspension and debarment status for all
subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment,
penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shallimmediatelynotifytheCityifanysubcontractorbecomesdebarredorsuspended, and shall, at the City'srequest, take all steps required by the City to terminate its contractual relationship with the subcontractor for
work to be performed under this Agreement.
29. IRAN CERTIFICATION.
Pursuant to I,C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in
investment activities within the Country of Iran.
29. 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, 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.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA ERMCO, Inc.
by and through its Board of Public
Works and Safety
By: %(
es Brainard, Presiding Officer
Date: // 9 —
Mary Ann Burke, Member
Date:
Lori S, Watson, Member
Date:
ATTEST -
Sue Wolfgang, Clerk
Date:
By: '
raiorized gnature
Printed Name
Title
FIDITIN:
Last Four of SSN if Sole Proprietor:
I 7
fDate:
fa, ^nv'A I:p7.T,I `. uid—;'io1 11lI,—J du Conlwl O.:,'oH:r u 1 IS Al Ii%ICOb¢ C—k mu_'.%, ctido II P15121 P!', - I
Exhibit A
EXHIBIT B
Invoice
Date:
Name of Company:
Address & Zip:
Telephone No.:
Fax No.:
Project Name:
Invoice No.
Purchase Order No:
Goods Services
Person Providing
Goods/Services
Date
Goods/
Service
Provided
Goods/Services Provided
Describe each good/service
separately and in detail)
Cost Per
Item
Hourly
Rate/
Hours
Worked
Total
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 limit
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.
City Of Carmel
INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 003120155 002 0
FEDERAL EXCISE TAX EXEMPT
35-6000972
ONE CIVIC SQUARE
CARMEL, INDIANA 46032-2584
FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997
Pi iRr.NASF nRDFR DATE I DATE REQUIRED] REQUISITION NO. VENDOR NO DESCRIPTION
IT Data Center Building Addition and Remodel - Technology
111812021 376159
Page 1 of 1
PURCHASE ORDER NUMBER
105716
THIS NUMBER MUST APPEAR ON INVOICES, AIP
VOUCHER, DELIVERY MEMO, PACKING SLIPS,
SHIPPING LABELS AND ANY CORRESPONDENCE
ERMCO INC General Administration
VENDOR PO BOX 1507 SHIP 1 Civic Square
TO Carmel, IN 46032-
INDIANAPOLIS, IN 46206--1507
PURCHASEID BLANKET CONTRACT PAYMENTTERMS FREIGHT
60894 _ _
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department., 1205 Fund. 0 2021 IT Data Center Bond
Account., 44-628.71
1 Each IT Data Center Building Addition and Remodel - Technology $170,421.00 $170,421.00
Sub Total $170,421.00
Send Invoice To:
Dept of Administration
1 Civic Square
Carmel, IN 46032-
DEPARTMENT
PLEASE INVOICE IN DUPLICATE_
ACCOUNT PROJECT _ PROJECTACCOUNT AMOUNT
SHIPPING INSTRUCTIONS
SHIP PREPAID
C.0 D SHIPMENT CANNOT BE ACCEPTED
PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL
THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945
AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO ORDERED BY
TITLE
CONTROL NO. 105716 CONTROLLER
PAYMENT $
170,421.00
A)P VOUCHER CANNOT BE APPROVEDFOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A
PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN
APPOAVI T ATTACHED I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN
THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER
James Crider James Crider
Director of Administration Director of Administration
MAYOR APPROVED 11-17-21 - RETROACTIVE RATIFICATION BY BPW
CPD BICKEL OK 11-16-21
CFD HARRINGTON OK 11-16-21
CPD BICKEL OK 11-16-21
CFD HARRINGTON OK 11-16-21
CRED BREWER OK 11-22-21