HomeMy WebLinkAboutUnited Construction Services, LLC/ENG/$885,000/20-ENG-06 Multi-Use Path along Haverstick - 96th to 99th St - ConstructionUnited Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
AGREEMENT FORPURCHASE OFGOODS ANDSERVICES
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
United Construction Services, LLC, an entity duly authorized to do business in the State of Indiana (“Vendor”).
TERMS AND CONDITIONS
1. ACKNOWLEDGMENT, ACCEPTANCE:
Vendor acknowledges that it has read and understands this Agreement, and agrees that its execution of same
constitutes its acceptance of all of the Agreement’s terms and conditions.
2. PERFORMANCE:
2.1 City agrees to purchase the goods and/or services (the “Goods and Services”) from Vendor using City
budget appropriation number 2200 0 44-628.71 2022 Bond fund. Vendor agrees to provide the Goods
and Services and to otherwise perform the requirements of this Agreement by applying at all times the
highest technical and industry standards. Vendor will not perform any of the Services detailed in Exhibit
A prior to obtaining a written Notice to Proceed from the City. Upon receiving a Notice to Proceed, the
Vendor shall perform only those Services specifically detailed in the Notice. If the Vendor desires
clarification of the scope of any Notice 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 authorization will not be compensated.
2.2 The Agreement between the Parties consists of this document, all the Exhibits including any
attachments, technical specifications, plans, references, and/or addendums thereto, City of Carmel
General Conditions, City of Carmel Supplemental Conditions. Vendor acknowledges that it had a
chance to review all the components of the Agreement and agrees to comply with all such components
without reservations or exceptions, unless otherwise agreed by the Parties in writing.
3. PRICE AND PAYMENT TERMS:
3.1 Vendor estimates that the total price for the Goods and Services to be provided to City hereunder shall
be no more than Eight Hundred Eighty Five Thousand Dollars ($885,000.00) (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 conformance with the
specifications set forth in Exhibit A and any attachments, references and/or addendums thereto, are
submitted on an invoice that contains the information contained on attached Exhibit B, and Vendor
has otherwise performed and satisfied all the terms and conditions of this Agreement.
3.2 Vendor agrees not to provide any Goods and Services to City that would cause the total cost of the
Goods and Services provided by Vendor to 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, descriptions and/or quotations regarding 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
thDepartmentBidProposalPackagefor “Project 20-ENG-06 Multi-Use Path along Haverstick Road from 96
S:\\Contracts\\Departments\\ENG\\2023\\United Construction Services, LLC Goods and Services - Haverstick Road Path.docx:9/27/2023 2:14 PM\]
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By Sergey Grechukhin at 4:28 pm, Sep 27, 2023
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
United Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
thStreetto99 Street” received by the City of Carmel Board of Public Works and Safety on or about September
20, 2023, all of which documents are incorporated herein by reference, and that the Goods and Services will
be delivered in a timely, good and workmanlike manner and free from defect. Vendor acknowledges that it
knows of 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 and sufficient for their
particular purpose.
5. TIME AND PERFORMANCE:
This Agreement shall become effective as of the last date on which a party hereto executes same (“Effective
Date”), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the
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
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DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
United Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
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.
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
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DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
United Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
under or pursuant to this Agreement.
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except
for its conflict of laws provisions. The parties 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 itis 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
Engineering Department Office of Corporation Counsel
One Civic Square One Civic Square
Carmel, Indiana 46032 Carmel, Indiana 46032
If to Vendor: United Construction Services, LLC
347 S Broadway Street
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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DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
United Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
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, 2023 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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DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
United Construction Services, LLC
Engineering Department - 2023
Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110089
Contract Not To Exceed $885,000.00
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.
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DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
Brandon Buck
President
47-5508315
9/27/2023
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
10/4/2023
10/4/2023
10/4/2023
10/4/2023
Exhibit A
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
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
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
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.
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
Brandon Buck
United Construction Services, LLC
President
27th September 23
Brandon Buck
Brandon Buck
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07
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INDIANA RETAIL TAX EXEMPT
CERTIFICATE NO. 0031201550020
Page 1 of 1
PURCHASE ORDER NUMBER
J l,
vJJ//
11 J1 J1 J1
FEDERAL EXCISE TAX EXEMPT 110089
ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES,NP
CARMEL, INDIANA 46032-2584 VOUCHER DELIVERY MEMO, PACKING SLIPS,
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. I DESCRIPTION
9/25/2023 375267 20-ENG-06 - Multi -Us Path along Haverstick Rd from 96th St. to
99th St. - Construction
UNITED CONSTRUCTION SERVICES, LLC City Engineering's Office
VENDOR 347 S BROADWAY ST SHIP 1 Civic Square
TO Carmel, IN 46032-
PENDLETON, IN 46064 - Laurie Slick
PURCHASEID BLANKET CONTRACT PAYMENTTERMS FREIGHT
81003
QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION
Department: 2200 Fund.0
Account., 44-628.71
1 Each
Send Invoice To:
2022 Bond
20-ENG-06 - Multi -Us Path along Haverstick Rd from 96th St. $885,000.00
to 99th St. - Construction
Sub Total
OF AP,x
885,000.00
885,000.00
Jill Newport
CrossRoad Engineers, PC
115 N. 171h Avenue
Beech Grove, IN 46107
inewoort(&crossroadengineers.wm
w {
PLEASE INVOICE IN DUPLICATE
DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT
PAYMENT $885,000.00
SHIPPING INSTRUCTIONS '
AP 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
SHIP PREPAID AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGA..TED BALANCE IN
C 0 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
Jeremy Kashman
Director
James Crider
Director of Administration
CONTROL NO, 110089
TITLE
CONTROLLER
DocuSign Envelope ID: 1FAB5F44-D299-4448-9FD9-EA549FFF4D07