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HomeMy WebLinkAboutTP Mechanical Contractors/AdminTP [Mechanical Contractors, ?u? I?-2- Maintenance Department - 2009 4.?Mld APPROUIE®? Project: Labor and Materials for'City Grounds-Building Heat/Cool System' F? 8 . Appropriation 4; 2201-509.0 P:0 N-17565 Contract:Not To Exceed,59775.00` AGREEMENT FOR PURCIiA$E.OF GOODS'AND SERVICES THIS AGREEMENT FOR'PURCHASE OF GOOD&AND SERVICES ('Agreement") is hereby enteredInto by and between .the.Cityof Carmel; Indiana, acting by ano'through"its Board ,of.Public,Works,and Safety ("City"),'and TP Mechanical Contractors ("Vendor'). TERMS AND CONDITIONS 1. ACKNOWLEDGMENT,.ACCEPTANCE: Vendor acknowledges that it.has read and understands this Agreement; and agrees that its-execution of same constitites'fs acceptance of all of the,Agreement's termsand conditions. 2. PERFORMANCE:> City agreest,to purchase the goods and/or services (the "Goods and Services") from Vendor using City budget,appropriation number 2201-509.110 fund's, Vendor agrees to provide the Goods and Services -and"to otherwise perform the requirements of'this Agreement by applyirg,at all times the highest technical and industry standards. 3. PRICE AND.PAYMENT, TERMS`. 3.1 Vendor estimates"thaYthe-total price•forthe Good s?and.Services to be provided-to City hereunder shall be no more than Nine Thousand Seven..HGndred Seventy Five Dollars ($9;775:00) (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 sixty'(BQ) days,after the date of City.'s receiptof Vendor's invoice detailing; same, so long-as and to the extent such Goods and Services are not disputed,'are in accordance wlth,thespecifications. set forth in Eihibit A, are submitted on an invoice that corfains'the information contained on attached Exhibit B, and Vendor has otherwise performed and satisfied all the terms and. conditions,cf,this Agreement. 3.2 Vendor agrees noito provide any Goods and Services to City that would causerthe total cost of the Goods and Serviceseprovided by Vendor to City hereunder to exceed the' Estimate, unless City has previously agreed, in writing,,,to pagan 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 Maintenance Department Bid Proposal Package for "Labor and Materials for City Grounds,Building Heattcdol System" received by the City of'Carmel Board of Public Works and Safety on or about. January'l6, 2008, all.of which documents are incorporated herein byreference, and that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from defect Vendor ackriowledges, 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 staled use and"are fit.and suffcientfortheir particular purpose. I ZEE PO M I)9oC Cn{AAp![SLOrti]Y ?IIOB?TPMx"anIN UMS 2.fsmtti Rtt:RSRWd'lf1iAM? TP Mechanical Contractors Maintenance Department - 2008 Project: Labor.and Wterials for City,Grounds Building I-1cat/Cool.System ' Appropriation #;2201=509:0 P-0.4 i 7565. Contract Not To Exceed $4775.00 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:. 6t DISCLOSURE AND WARNINGS- If requested by City; Vendor shall promptly'furnish to City, in "such form and detail as CitV:may direct, a list,of sli,chemicals, materials, substances and itemsused 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. Afthe time of'the.delivery of the Good s•and,Services provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice (including appropriate labels?on.containers and packing) ofany.hazardous material utilized in or that is apartof 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 withM, ten (10) days after the filing thereof, by,paymentor bonding, City shall have the right to pay such lien, or obtain,,such bond all at. Vendor's sole; costand,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,; (li)'fails to providethe 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 receipl;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,:eachisucti,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 ascisnecessary for the protection of City and Vendor from all claims for damages under; any workers' compensation, occupational disease andlor unemployment compensation act;tor 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,ordestruction , of property,. including, but notlimited to,; any toss of use resulting therefrom. The coverage..amounls 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, shalt.promptly provide City; upon request; with copiespf all such policies,,and shall provide that such insurance policies shall' nct:be canceled without thirty (M) days.prior notice:to City. Vendor shall indemnify and hold harmless City from and against any"and all' liabilities, claims, defnandeor expenses (including, but not-limited to, reasonable attorney'fees) for injury, death and/or damages to°any person or properly arising from or'in connection with Vendor's,provisionof.Goods:and'Services pursuant to or under this Agreement or Vendors use of'City ry:?E d is`M) owomco?i?riar. "ww ?. anxmn7v nia4wd fuedsa snni, tlw ?rzfrzuiw y:as nni[.. TP Mecdanical Contractors Maintenance"Department - 2008 Project: Labor and Materials for City Grounds,auilding Hcat/Cool System Appropriation #:; 2201-509:0'P:0, 4-17565 Contract Not To Exceed $4775:00 property. Vendor furfher'agrees to indemnify, defend and.hold harmless;Cityand its officers,'officials, agents and employees from all claims and suits of whalever type, including, but not limiled`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 terniinatiomof thisAgreement. 10. GOVERNMENT COMPLIANCE: Vendor'agrees to comply,with all federal,'state and local laws„ezecutlve orders; rules, regulations and codes which may be applicable to Vendor's performance of its obligations underthis Agreement, and„all relevant provisions thereof are incorporated herein by this reference. Vendoragrees to indemnify and hold' harmless City from any loss; 'damage andlor liability resulting from any such violation of such laws, orders,. rules, regulations and codes. This indemnification obligation shall survivethe 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.ageinstany employee, applicant for employment or other person in the provision of any,Goods and Services provided by thr§Agreement with respect.to theirhire, 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 andior Vietnam era veteran status. 12. NO IMPLIED WAIVER`. The failure of either party -to.require, performance by,1he other of any provision of this Agreement shall not affect the riglhl such.party to require such performance at.any time thereafter;,norshall -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 older provision, hereof. 13. NON-ASSIGNMENT. Vendor shall notassign or pledge this.Agr"ee rent, whetheras collateral for a loan or otherwise; and shall not delegate its obligations under this Agreement without City's prior written consent,,. 14. 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.fhe full and maximum compensation and monies required of City to be `paid to Vendor under'or pursuant to this Agreement 15. GOVERNING LAIN; 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:lawsprovisions. Tile-parties agree.that, in the:event,a lawsudis filed'hereurlder; they waive their 'rightto a.jtiry'trial, agree to file any such lawsuit in van appropriate court, in Hamilton County, Indiana'only, and agree that such.court is"the appropriate:venue'for "and has jurisdiction over same: ,z. nssrngnocumem:.vmcavoaa y:,.; maim n[.rn o?ia[coos:es??,a en 111 iwa.01, VI 3. IRMt chanFcal Contractors MairitenanceDepartmenr - 2008 Project: Labor and Materials for'City Grounds j;uilding;Heat/Coot-System Appropriation 4; 2201-509.0 P.O. # 1,7565 Contract Not To Exceed $97,75.00 16. SEVERABILITY if any term of'this Agreement is invalid or unenforceable under any:statute, regulation,.oidinance; 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 n.full forceand effect. 17. NOTICE: Any notice provided-for in this Agreement will be sufficient if,it is in writing and is delivered by postage prepaid M certified mail, return receipt requested, to,the,parly to be notified at- the•address specified herein, If lo.City Cityof'Carmel One Civic Square Carmel, Indiana 46032 ATTN: AND Douglas C.'Haney„City' Attorney,. Department of Law One Civic Square Carmel, Indiana 460,32 If to Vendor: TP Mechanical 6351A-S. East Street Suite108 Indianapolis, Indiana 46227 Telephone: 317=714-1323 E-Mail: dave'baer@tpmechanical.cam ATTENTION' 'Davis Baer Notwithstanding the_above, notice of termination under paragraph 18 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. 18. TERM ATION 18.1 Notwithstanding anything to the contrary contained in this Agreement; City may, upon notice to Ven#, immediately terminate this Agreement=for cause, in the event at 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'termihation, unless the partie' have,previously agreed in writing to a greater amount. ,ZH kaiYMrbwwnc?e'RO[aLOa?i smimV W A1TP Mp?Cvti?s1 firm: R Sslcea Cocll30Rp?A a9] nnq', (I. TP Mechanical Contractors Mainteniince+Depar[ment - 2008 Pruject:-Labor and Materials for, City Grounds Building Heat/Cool System. AppropriatiomtY; 2261 504 0'P.O. # 17565, Contract Not To Exceed $4775.06 18.2 Either party hereto may terminate lhis-Agreementat'anytime upon thirty. (30) cays;priornotice to the other party. In-the event of such termination, Vendor shall be entitled to receive only payment for the undispbtetl invoice ;amount" of conforming Goods and Services` delivered as of the date of termination; except that such payment amount shall not ;exceed the Estimateramount in effect at the time of'termination, unless the,parties have previously agreed'imwriting fo a greater amount. 19. 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 whiclI they represent .20. ADbTIONAL.QOQDS,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,g`pods=and services: from Vendor, the City shall notify Vendor`o.f such additional, goods and services desired, as,welt as the tune 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 goodstand. services, ?shall such goods and services be provided by Vendor to City. .A copyof the,Gity's authorization documents for the.,purchase of additional goodsand services,shall be numbered and.attached hereto in the order in which they are approved'by City. 21. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 18 hereinabove, this Agreement shall be in effect from the Effective'Date through December 31„2008 and shall, on the first day of.each January thereafter, auto matically.renew for a period of one._(1) calerfdar year, unless otherwise agreed by the padieshereto., 22. HEADINGS All heading and sections of this Agreement,are inserted for convenience only and do not form apart of this Agreementnor limit; expand or otherwiseaiter the meaning of any, provision hereof. 23. 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'lhe covenants; terms,varraoties°and, obligations set forth in Agreement. 24, NO THIRD PARTY BENEFICIARIES This Agreement givesno rights.crbenefits:to anyone:other than City and Vendor. 25 ADVICE OF COUNSEL:' The parties warrant•thaffhey'have read this AOementand 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. ?P.,?E ?'M• Daamrnll?PIMKAU®1 Rrvlm:]iIDItu9T AIaMnIC?J CootlsRYNWS um'LESIMn]R 0?] nM 5. TP Mechanical Contractors Maintenance Department -'2008 Project: Labor and Materials for;City Grounds Building Hea.uCool System Appropriation": 2201 509:0 P:O 0 17565 Contract Nat fo Exceed X9775:00 26 ENTIRE AGREEMENT': This Agreement„ together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between Vendor,ahd City with respect to the subject mattet;hereof, and'supersedes all prior oral or written representations and agreements fegarding,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, fN, 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 0 Eng By: ZeTM?a/_ James Brainard, Presiding Officer ,r Date: Lori S, Date: L: ?. Hsss'AI)'?avmrn6?AORssimvi] 4niaz!•WHlTN 1ttNniy Ciq'dF ffi $GeR'6 tlK Z1311$LMM R,f] AAf?' 6 TP Mechanical By: uthorizetl Signature e., t- Eca- Da u'), Printed Name. 0 C'P 5-12 le S Title FIDrTIN: d:©' 02511.'Y ft SSNJf Sole Proprietor: Date: a Ag b 16-9 City-®f Car el ONE CIVIC SQUARE CARMEL, INOIANA46032.2564 envrn nv CTATFIFl1ARrfnF A0CLll1NTS ] I`ANATION ME INDIANA`RETAIL TAX EXEMPT PAGE' CERTIFICATE NO. 003120155 002 0 - puHCHASE'oaD F€OERAL EXCISE TAX EXEMPT 17565 35.60000972 TYIC',VI IIIARFG A.1115 CITY OF-CARMEL -'1997' DESCRIPTION Labor and Matsrlals4brClty GroundsiBuilding Heat/Cool system' Send Invoice TO: ORDERED BY FREIGHT' $9,775.00 PPEAP ON INVOICES, AI MEMO, PACKING SLIP: ANY GORRESPONDENCI $9,775:00 PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCCUNT PRCJEGT ,PRQllECT'ACGOUNT AMOUNT 2201 509.00 SHIPPING INSTRUCTIONS • SHIP REPAID. • C.O.D_ SHIPMENTS CANNOT BE ACCE7ED- • PURCHASE ORDER NUMBER'MU5T APPEAR ON ALL SHIPPING LABELS. • THIS ORDEP ISSUED IN. COMPLIANCE WITH CHAPTER 99, ACTS 1%5 AND ACTS AMENDATORY THE AND. SUPPLEMENT THERETO. 17566 rl!%i-_i i 1BCNT RANTRn1 NO TITLE CLERK-TREASURER _ VENDOR COPY TP. Mechanical Contractors Carmel Street Deortmlent 6351 A.. S. East Street Suite 108 3400W. 1$,1st.S6et JENDOR Indianapolis; IN .46227 Tor estfield, IN 46074, 0F CA Feb 08 2008 8451AM CITY OF CARMEL 317-571-5854 p.,2 Cincmaafi: 1165 Sthappehe Lane Cnr t% ONO 45240 513, 89t.S831 calnmbac 2130 FianUn Read Cohanbus Mic 43209 - -.614,253.9556 Mr. Jeff-Barnes ladianapi": 6351A'S: East Sheet, Ste. 109 City,I Iall Indi."potis;-lndimv 45= Ome Ciyic Square 317.787.57? Camel, IN 46032 co"vine: 1902Canpus Plam Ste 5 5ubpeek• City Grounds Building Heat / Coot Systeml_ 1m 1Ss e, KY 40299 507.366.7432 Dear Jeff: Thank youi for the opportunity to provide,you with this proposal. Listed below are the specifications` and price to;.upgradi electrk panel`aad install new forced,air heating.and cooling system at the city grounds building;,Please,refer. to the breakdown listed below; Payment, terms are Net 30 days following receipt of invoice..All work is to be completed during normal business hours. This.proposal is good for 30 days. Scope of Services for City Hall: We vAl provide labor and materials to instal a electrical sab panel'(100 Arnp) for expansion o We will provide labor acrd rrnaterial'ta:install a news eledbic act handler (R410A)'wirh iO.KW heat' pack and'13 SEER R-41CA:(2:5'ton)„wndensing unit. a We will provide labor.-and material to install ductsystem"and make up air:system'to new unit Labor included: A Ail labor to install, start-up and commission system No rialIncluded: ?' All wire, duct wad(, diftsers, equipment listed above; alectric sub,panel, and all associated materials Base Price: S9,775.D Thank.you again for this opportunity. I will order the material and schedule this work upon receipt of approval. Lead-tirue is typically '30,business -days. Please fax•to me°at998-69,4-317 4, If you have any questions;. please eontact:me directly at,(31'7 714-1321 Approval: Date: Title; P04 Respectfully, TP Mechanical Contractors Dave Baer Service Sales Representative irXH9B1 A 1 /?T71 VisTtpmechamcatcom Call: 317.71.9.1323 Email: drive -baeFCtprnechanicalcom January 16;2008 EXHIBIT B Invoice Name of Company, Address & Zip: Telephone No.: Fax No.: Date: Project Name: Invoice No. Purchase Order No: Goods, Services Person Providing Goods/Services Bate Goods/ Service Provided Good slServices Provided (Describe each.goodlservice 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 Employer,'s Liability: Bodily Injury by`Accident/Disease: Bodily Injury by Accident/Disease: Bodily Injury by Accident/Disease: Property damage, contractual. liatii1ity,, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): Products/Completed Operations: Personal & Advertising Injun Statutory Limits $100;000 each employee- $250,0'60' each accident $500.000 pohcy.limir $500,000 $500,0.00 Policy Limit: $500,000 Each Occurrence Limit_ $250.000 Fire Damage (any one fire): $250,V60 Medical Expense Li'mii.(anyone. persori): $ 50,000 Comprehensive Auto, Liability, (owned, hired and-non-owned), Bodily Single Limit: Injury and property damage:. Policy Limit: Umbrella Excess Liability Each occurrence and -aggregate: Maximum, deductible: $500.000 each accident $500,000 each accident $5100,0,00 $500,000 $ 10.000