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Home My WebLink AboutAgreement- Smock Fansler Redevelopment Commission Carmel Streetscape / /77( V/ , f_2 AGREEMENT City of Carmel, Indiana THIS AGREEMENT is made and entered into by and between the City of Cannel, Indiana, acting by and through its Redevelopment Commission ("OWNER") and.5_-.A1oc. -Fq ("CONTRACTOR"), concerning the project ("CARMEL STREETSCAPE") described more particularly in Appendix A which is attached hereto and incorporated herein by reference. RECITALS: A. The OWNER has heretofore caused to be prepared certain plans, specifications and other documents (collectively, the "Contract Documents") as hereinafter listed pertaining to the Project, and the CONTRACTOR has filed a bid proposal ("Proposal") to furnish labor, tools, material, equipment and/or services, and to perform the work ("Work") called for in the Contract Documents pertaining to the Project, upon the terms and for the price(s) therein fully stated and set forth; and B. The said Contract Documents accurately and fully describe the terms and conditions upon which the CONTRACTOR is willing to furnish the labor, tools, material, equipment, services, and perform the Work called for by the Contract Documents and in the manner and time and for the price(s) set forth therein. THE OWNER AND CONTRACTOR AGREE AS FOLLOWS: 1.0 Contract Documents 1.1 This Agreement consists of the following Contract Documents all of which are as fully a part of this Agreement as if set out verbatim herein or attached hereto and the same do in all particulars become the Agreement between the parties hereto in all matters and things set forth herein and described: a. This Agreement, including any attachments hereto; • b. All Addenda issued prior to receipt of bid proposals, whether or not receipt thereof has been acknowledged by CONTRACTOR in its Proposal; c. The Specifications; d. The Additional Requirements; e. Notice to Bidders; f. Instructions to Bidders; g. Plans and Drawings; h. Perfounance, Payment and Maintenance Bonds; i. CONTRACTOR'S Proposal and Declarations; and A-1 p:\20507\specs\arch\streetscape\frontend.doc Redevelopment Commission Carmel Streetscape 3.2 The CONTRACTOR agrees that the Work shall be commenced no later than the date indicated in the Notice to Proceed to be provided by OWNER to CONTRACTOR and that the Work shall be performed regularly, diligently and without interruption at such a rate of progress as will insure "Substantial Completion" of the Project, including completion of performance testing and such remedial work as may be required by the OWNER,by the dates specified in the Contract Documents. 3.3 The CONTRACTOR and OWNER acknowledge and agree that the time allotted by this Agreement for the performance and completion of the Work is reasonable and takes into account any and all risks and adverse conditions which may befall the CONTRACTOR hereunder. 4. Effective Date This Agreement shall be deemed effective as of the date and year on which the last of the parties hereto, or their representative, executes same. 5. Miscellaneous Provisions 5.1 OWNER's Property Any and all documentation (other than original tracings and original calculations) generated by CONTRACTOR pursuant to this Agreement shall be considered OWNER's exclusive property and shall be disclosed only to OWNER and to no other person without OWNER's prior express written consent. CONTRACTOR shall keep confidential all working and deliberative material pursuant to IC 5-14-3-4. 5.2 Termination Except as expressly stated to the contrary herein, this Agreement may be suspended and/or terminated upon such terms as are set forth in Article 14 of the City of Carmel, Standard General Conditions for Construction Contracts 1997 (the "General Conditions"), as incorporated herein by this reference. In the event any amount allegedly due hereunder is disputed and such dispute is not resolved to OWNER's satisfaction within ten (10) business days after notice of such dispute is given to CONTRACTOR, OWNER shall pay such amount as is in dispute, under protest, into the City Court of Cannel, which Court shall hold such money until notified of a resolution signed by both parties hereto or until a final judgment is entered thereon. A-3 p:\20507\specs\arch\streetscape\frontend.doc Redevelopment Commission Carmel Streetscape 5.8 Setoff In addition to any right of setoff provided by law, all amounts due CONTRACTOR shall be considered net of indebtedness of CONTRACTOR to OWNER, and OWNER may deduct any amounts due or to be come due from CONTRACTOR to OWNER from any sums due or to become due from OWNER to CONTRACTOR hereunder. 5.9 Government Compliance CONTRACTOR agrees to comply with all present and future federal, state and local laws, executive orders, rules, regulations, codes and ordinances which may be applicable to CONTRACTOR's performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. CONTRACTOR agrees to indemnify and hold harmless OWNER from any loss, damage or liability resulting from any violation of such laws, orders, rules, regulations, codes and/or ordinances. This indemnification obligation shall survive the termination of this Agreement. 5.10 Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision shall be stricken, and all other provisions of this Agreement which can operate independently of such stricken provision shall continue in full force and effect. 5.11 Notice. Any notice, invoice, order or other correspondence required or permitted to be sent under or pursuant to this Agreement shall be in writing and either hand-delivered or sent by postage prepaid, U.S. Certified mail, return receipt requested, addressed to the parties at the following address: OWNER: CONTRACTOR: City of Carmel T,.ISe..F9— Po(z.-Rrw�1 Redevelopment Commission ?AID \J. I 1te.SBra S-42-E.sr One Civic Square ]1o,a►►APoa..�S t� �� Lib:4 Carmel,IN 46032 .tt Y.11 letc e,t,va+l Attention: Steve Engleking,Executive Director Carmel Redevelopment Commission (with a copy to City Attorney, Department of Law, same address) Notwithstanding the above, a Notice To Cease All Work issued under or pursuit to Paragraph 5.2 hereinabove may be orally given, as long as such notice is thereafter followed by written notice as provided in this Paragraph 5.11 within five (5)business days of the date of such oral notice. A-5 p:\20507\specs\arch\streetscape\frontend.doc ■ Redevelopment Commission Carmel Streetscape This Agreement, together with any attachments 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 5.10 hereof, to the extent any term or condition contained in any exhibit attached to this Agreement conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail, unless the parties hereto, or their successors in interest, expressly and in writing agree otherwise. 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 set their hand on the dates below written : OWNER: CONTRACTOR: CITY OF CARMEL, INDIANA Smock Fansler Corporation by and through its Redevelopment 2910 W. Minnesota Street Commiss'..n Indianapolis,IN 46241 PH: (317) 248-8371 BY: °'"" BY: FX• (317)244 4507 Steve Englking, Executive Di ector • Date TY/0fi eitit l�,� 20.0 Printed Name: ��... •� _ 4• _ Title: 1 lf2-61' 141,-k ihard A Roesch, President Date: 6t S 2'ro Date: /i Edmund Burke, Member Date: ///Y/0 ATTEST: Date: Diana Cordray, Clerk-Treasurer A-7 p:\20507\specs\arch\streetscape\frontend.doc