Leach & Russell Mechanical Contractors/Fire/2,600/HVAC PM – Station 41Leach Russell Mechanical Contractors, Inc..
Fire Department - 2016
Appropriation x`43-501.00; P.D. 04.847
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Contract Not To Exceed S2,600.00
AGREEMENT FOR URCHASE OF GO S AND SERVICES
THIS -AGREEMENT FOR PURCHASE OF GOODS AND SERVICES C reernent") is
hereby enter .ed into by and between the City of Carmel, Indiana, acting by and through its Board
of Public Works and Safety ("City"), and Leach & Mussel! Mechanical Contractors, 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 Aieement, and agrees that its execution of
same constitutes its acceptance of ail of the Agreement's terms and conditions.
2. PERFORMANCE:
City agrees to purchase the goods andlor services (the "Goodsand Services') from Vendor using City
budget appropriation number 43-501.00 funds. 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.detalled: in Exhibit A priorrto obtaining a
written Notice to Proceed from the City.. Upon receiving a Notice to Proceed, the Vender. shall per#orm only
those Services specifically detailed in the: Notice. If the Vender -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 !n .the Notice to Proceed. Any services performed without the City's prior express written
authorization will not be compensated.
3. PRICE AND PAYMENT TERMS:
3A Vendor estimates that the total price for the Goods and Services to be. provided to City hereunder
shall be no more than Two Thousand Six Hundred Dollars ($2.600.00) (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 (Sq) days after the date of City's receipt of Vendor's invoice detailing sante, so long as and to
the extent such. Goods and Services are not disputed, ate in conformance with the specifications set
forth in Exhibit A, are submitted on an invoice that contains the information contained on attached
Exhibit 8, 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, 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.
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Leach & Russell Mechanical Contractors, Inc.
Fire Department - 2016
Appropriation #43-501.00; P.O. #24847
Contract Not To Exceed $2,600.00
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
no thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to
furnish to City sufficient written wam.ingand 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:
Venda., shall not cause or piermit the
e 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 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.0ity 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
(i) terminate all or any pans 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 ortoany of Vendors 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 ' h 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 Vendors 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 whateve.r type,. including, but not limited to, all coud costs, attorney
fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendors agents,
officers, employees, contractors or subcontractors in the performance of this Agreement. These
indemnification Obligations shall survive the termination of this Agreement.
t,eacti gi Russell Aiiecuanicat Lontractors, Inc.
Fire Department - 2016
Appropriation 943-501.00; P.O #24847
Contract Not To Exceed u2,600.00'
10. GOVERNMENT COMPLIANCE:'
Vendor agrees to comply with all federal, state and local laws; executive orders, rales, 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 Servicesprovided:by this Agreement With respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to theireniployment or subcontracting, because of race, religion,
color; sex, handicap, stational origin, ancestry, age, disabled .veteran status and/or Vietnam era veteran
status.
12. E -VERIFY
Pursuant to I.C. § 2275=1.7 et seq.; as the same maybe amended from time to time, and as:is incorporated
herein by this reference {the uIndiana •E -Verify Lawl, 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. add. 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 -Verily 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-
Vsrify 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 steal! 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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t eactt & MUS5et1 mecttaiucat (-ontractors, Inc.
Fire Department - 2016
Appropriation -501.00; P.O. #24841
Contract Not To Exceed $2,600.00
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 judsdiction over same.
17. SEVERABILITY:
If any>term of this Agreement Is invalid or unenforceable under ally statute, regulation, ordinance, executive
order or other male of law, such term shall bs 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 lobe .notified at the address- specified.
herein:
If to City: City of Carmel . AND Douglas C. Haney,
One Civic Square Corporation Counsel
Carmel, Indiana 46032 Department of Law
One Civic Square
Carmel, Indiana 46032
If to Vendor. Leach & Russell Mechanical Contractors, Inc.
9151 Ford Circle
Fishers, Indiana 46038
ATTENTION: Clinton D. Rempe
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
Veneer, 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 : arnount 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 parities have previously agreed in'wrriting to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
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Fire Department - 2016
Appropriation ##43-501.00; P.Q. 024847
Contract Not To Exceed $2,600.00
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA
to a r :!` ter: • .. �� M
By:
amen Brainard, 'residing Officer
Date:
ZZ -1 I-A02'� 20!
PiaAnn udCe, Rmr/ v ��
Date: y
Lon L
Date:
2A
A
Christine S. Paul
ate:
Leach & Russell Mechanical Contractors, Inc.
By:
Authorize Signature
Printed Name
Say' i ce
Title
FID/TIN:
Last Four of SSN if Sole Proprietor:
Date: 1 —) Z 1
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General Conditions
I. Acceptance of the Limited Pull Coverage or Inspection Plan shall in no vvay bind Seller to make of tions,
placements or repairs necessitated by (a) Purchaser's improper or misuse of Ihe.equipment .or systems (b) by
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negligence of others or (e) by faulty design of the equipment or systems.
2. Seller shall not be required under the Limited Full Coverage or Inspection Plan to make atalcty tests or to install new
attachincnts or additional controls or equipment recommended or directed.by any insurance Company laboratory or
governmental xuthorit}.
3. The Limited Pull Coverage or Inspection Plan does not. include the maintenance, repair or rccpla;;entent of recording or
portable instruments, electrical diswunect switches. circuit breaker fuse panels, casing or..c:ibincts, gaskets; insulation
hard
items, dattiage from freeziaig corrosion, clecmr� sis. drain storpage or plumbing beyond equipnti nt; gas lttkt 4,
domestic water lines.. non-moving parts ofheating, cooing,and ventilating cq.uipmeni. such as ductwork. boiler shell,
tubes and rciiacton mawriai and ocher like items.
4. Seller agrees to replace any workmanship which is diselosod within a period of 30 days alter the performance titereofto
be dereetive and.will warrant materials and parts only. to the extent, if any. the stupe are warranted by the suppliers
thereof suppliers being defined to mean the suppliers of Seller. All warranties on equipment are to be extended to Seller
on Limited 17uli Coverage Plans.
5. - Purchaser agrees to prci%•idc reasonable means of access to all equipment covered by this AS-reement.
& in the event Seller is required, to make emergency calls; repairs andlor replacements under the Limited Pull Coverage
Service Plan, occasioned by Purchaser's improper operation or misuse of the equipment, Or by tire, explosion. flooding,
thc.cicmcttts, strikes, labor troubles, vandalism, riots or eivil.commotion, or by.any other came beyond Seller's contmi,
Purchaser shall reimburse Seller For:such emergency. CUM. repairs andfor s plecentcnt in accordance *11h the Sellar's
current races for perfoirming such services.
7. Seller's liability for injury to persons or damage to property shall, in any event, be limited to that caused directly by it's
negligence. Seller shall not be liable, however, on any account, for any dtunage or loss to Purchaser resulting from
business interruption, inconvenience, and toss of profits or special indirect or con,cqucntinl ci,:rnage;• Seller shat] not be
deemed to guarantee or %•arrant the continuing op, ratio or operating efficiency oC,thc FQtilP14FNT Tly, nor
shall ::eller by !labia for any breakdowns theicot or for any. damage to aity'otlier propc.rty• of `~.rte Purchawl.r.not c tiered
by this Agreement resulting from any breakdowns in.or operating mishaps of the EQUIPP.1tq:1;'I' COVRED fttovirled,
however, that nothing contained in this Paragraph shall .be deemed to release Seller from the perfornia ce of its services
and obligations under this Agreement.
8. Should any payment due by Purchaser become thirty days.or more delinquent. Seller may terminate this Agce-ement by
written notice and all monies owed Seller by Purchaser shall be imniediaiely payable upon demand.
4. "is Agreement is not transferable or assignable.
10. Purchaser agrees to accept the judgment of Seller as to be the best tncans and methods to be employed for any eorrec;ive
or repair work nece$nan .
] I: '1ltts Agreement shall remain in effe ct ur herein provided unless either parry shall furiri�lt the other %malt n erotica of
termination not later than 30 days prior tothe end of any yearly period of the Agreement. Delct!6 , `addl tt or
depreciation Of Agreement andfor change in Seller:y cost may cause a change in contract pricc. Thirty days advance
notice of any such change shall be given in writing to. Purchaser and Purchaser shall have the tight to tcrminatc WWII
change is not acceptable.
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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/Diseasc.:
$250,000, each. accident ,
Bodily Injury. by Accident/Diseaw:
$500,000 policy limit
Property damage, contractual liability,
products -completed operations:
G.eneraI Aggregate Limit (other than
Prod ti/completed Operations):.
$500,000
Products/Completed Operations
$500,000
Personal kAdvertising Injury
Policy Limit:
$504,{, 10
Each Occurrence Limit:
$250,000
Fire Damage (any one fire):
$250,000
hr eslcal Feiss Limit (any one person):
$ SC}iti
Corriprelic sive: Auto Liability (awned, Hired and non -owned)
Bodily Single Limit;
$500,000 each accident
injury and property darnage:
$500,000 each accident
Policy Li nit:
$500,000
Umbrella Excess liability.
Each occurrence and aggregate:
$500,000
Maximum deductible:
$ 14,000
ddl"� being first duly sworn, deposes and says that
he/she is familiar with and bas personal knowledge of the facts herein and, if called as a witness in this
matter, could testify as follows:
I , I am over eighteen (18) years of age and am competent to testify to the facts contained
herein.
2. 1 am now and a all times relevant herein have been employed by
L, e (the "Employer')
in the position of — �lJ � `q -YA
3. I am familiar with the employment policies, practices, and procedures of the Employer and
have the authority to act on behalf of the Employer.
4. The Employer is enrolled and participates in the federal E -Verify program. Documentation
of this enrollment and participation is attached and incorporated herein.
5. The Employer does not knowingly employ any unauthorized aliens.
b. To the best of my information and belief, the Employer does not currently employ any
unauthorized aliens.
7. .FURTHER AFFIANT SAYETH NOT.
EXECUTED on the 1�"Ntt day of
2QJ-4,
Printed: _LLti 111,N' _Q? L"^
I certify under the penalties for perjury under the laws of the United States of America and the State of
Indiana that the foregoing factual statements and representations are true and correct.
Printed: Yye