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SEI,Inc/Info/4,643.44/Service AgreementSEI, Inc. Information Systems Department - 2017 e Appropriation # 43-515.01; P.O. #100978 Contract Not To Exceed $4,643.44 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 SEI, 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 its execution 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 number 43-515.01 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. 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 Four Thousand Six Hundred Forty Three Dollars and Forty Four Cents ($4,643.44) (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, 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, 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. IXXmtra 1s\Prnf.S— & GcWs S—Un&nmatiar Syslcros\2017\Scrvic� Ezpn— Inc. Cxxids and S<rvi—d«2/52018 3:47 PMI SEI, Inc. Information Systems Department - 2017 Appropriation # 43-515.01; P.O. #100978 Contract Not To Exceed $4,643.44 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. 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. [XAContractsWrof.Sv & Goals Svc.- Unformation SystcrosVOMScrvi« Ex,xccc, Inc. Goods and Serviccs.doc:26/2018 3:47 PNIJ SEI, Inc. Information Systems Department - 2017 Appropriation # 43-515.01; P.O. #100978 Contract Not To Exceed $4,643.44 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 JXX,mftacls\Prof.Sv & Goods S—Unf—tion Sysicmc\2017\Scrvia Expr % Inc. Goals mid S—i—dcc2/52018 3:47 PM1 SEI, Inc. Information Systems Department - 2017 Appropriation # 43-515.01; P.O. #100978 Contract Not To Exceed $4,643.44 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: 19. If to City: City of Carmel Information Systems 3 Civic Square Carmel, IN 46032 If to Vendor: Service Express, Inc. 4845 Corporate Exchange Grand Rapids, MI 49512 Attention: Karen Sibilla AND Douglas C. Haney, Corporation Counsel Department of Law One Civic Square 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. 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. IXACmt-1s\Pro(.S— & Goals SvcsUn(ormstion Sysicros\201AScrvicc Exp, - t Inc. Goods and S—i—k.:2/52018 3:47 PMI 4 SEI, Inc. Information Systems Department - 2017 Appropriation # 43-515.01; P.O. #100978 Contract Not To Exceed $4,643.44 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, 2018. 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. IRAN CERTIFICATION: Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this document, it does not engage in investment activities within the Country of Iran. 27. 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. 28. 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: 1XAConvaaxlProf.S— & Goals S—Vnformxiiae Systcros\2017\Scrvicc Expresx, Inc. Gads mid Scrvi—doc:2/52018 3:47 PMI Service Express, Inc. Information Systems Department - 2017 Appropriation # 43-515.01; P.O. # 100978 Contract Not To Exceed $4,643.44 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- ll C.) + f (r James Brainard, Presiding Officer Dt Mary nn Burke, 4 her Da . 0( Lori S. Wats emb r Date: �- 7 1 b ATT i"-- tfrristine S. Paul , Curr Date: 00 (S^ .t.,m ,.(S—&Ck—hS—Vn(nrmalimSym—%-)IAS—k.Exprc ,Inc.G-1,onVS—ic-d..1JLN117 M.12AMI ZowiGQ.E:1p-&s,luc. SEI, Inc. By: h r— Authorized Signature Kevin Havert Printed Name VP of Finance Title FIDITIN: 38-3368786 Last Four of SSN if Sole Proprietor: Date: December 18, 2017 Service Express Inc S 3854 Broadmoor Ave. SE sbpe/c! �-Service Agreement 22163 Grand Rapids Ml 49512 Phone: 800-940-5585 service Express, Inc. Billing/Contract Fax: (616) 971-0754 10 WWI) HP MSM 25.SLOT SATAISAS DISK ARRAY 11 MSA70 HP MSA70 25SLOT SATA/SAS DISK ARRAY 12 HP MSA70 2SSL& SFF SAS -600 DISKARRAY 13 . ' MSA70 HP MSA70 25 -SLOT SFF SAS -6W DISK ARRAY (2SX3000B) Da10: 11/29t2017 SGA13300JL-upGR 1 HP 11022008 SDLT2&aOT LOR SCSI-WL12-LVD (MSL) 3G43KYK3SJAY 12A.12A I 12/12017 7 12A -12A AIN OUR $95.00 t MSLS000 17112017- 7 .121417A. .1; 12h12017 7 - 1214t2A-, 4HOUR $40.00 2 PROUANTOL360G6. .'HpPA0LW4T'Dt38008u -,_-+ '. _ Main Total: $420.00 3 PF,t"NT OL38OGB HP PROLIANT DW.BOG .6 1 12!12017 7 12A -12A 4 HOUR '4NOUR $45.00 4 12112017 7 '121472!1 540.00 PROUANT DL360G6 HP PROLIANT DL36WS CTO CHASSIS USE00SN10D 1 17112017 7 12A -12A 4 HOUR $40.00 5 HP MSA70 2'1 LUT SATNSAS DISK ARRAY- :. SGAI M3D0JL - 2282018 1 .2282018 -, 7. 12A 12A :�' W WRACK . , -. MOO 5 MSA70- X70. , HP MSA702S,LWT SATMSAS DISK ARRAY SGAt33ooJN 228/2(718 1 228/I 7 12A•12A wrYTRACIc 525.00 7 MSA70 HPMSA702S.SLOTBFFSAS600DISKARRAY(25X3 USE0061Fh18 4Pd02018 1 4/!0/2018 7 12J112A WIYTAACK 325A0 e SFF SAS600DISK ARRAY(2SX30DGB) USED061FMA 47302018 1 Q=18 7 12/412A WTYTRACK $?SAO 9 164SA70 HP MSA7025SLOT 10 WWI) HP MSM 25.SLOT SATAISAS DISK ARRAY 11 MSA70 HP MSA70 25SLOT SATA/SAS DISK ARRAY 12 HP MSA70 2SSL& SFF SAS -600 DISKARRAY 13 . ' MSA70 HP MSA70 25 -SLOT SFF SAS -6W DISK ARRAY (2SX3000B) Da10: 11/29t2017 SGA13300JL-upGR 1 12/72017 7 12A.12A 4HOUR _ $ISM SGA1330WNvOifl 1 17JIM017 7 12A -12A 4HOUR $15.00 USE0061FM&i M 1 17112017- 7 .121417A. 4HOUR -.$15.00 USEOO6/FMAi Ptirt 1 12/12017 7 12A -12A 4HOUR S'S.00 Main Total: $420.00 Service Express Inc a 3854 Broadmoor Ave. SE Service Agreement 22163 Grand Rapids M 149512 Phone: 800.940-5585 iervive Express, Inc. Billing/Contract Fax: (616) 971-0754 totes: Authorized Representative Printed Authorized Representative: City of Cannel Date (iYaaanlN xkrerbdpea They h_ n.d 4,4ad.r ump "tenni end c—rd— p .d o Th. I.n papa W Th. c .a ••AI pdu VKWda_faa»aamp.ir.florsand pr.v.r wW main —=alle vbmant Date: 11 /291201 7 Monthly Charge: $420.00 12/01/2017- 11/30/2018 $4,643-44 1210112018 - 1113012019 0 1210112019 - 1113012020 $5,040.00 December 18, 2017 Authorized Representative Date Kevin Havert, VP of Finance Printed Authorized Representative: Service Express, Inc For Service CaH: 1-800-940-5585 s /wi�� wavim Equ,srs,lnca TBURS This A91ment shall be dFedae from the pie-moernant data stated m the race d Cys M'�nW aha shall mn&M for an moral berm d Ciatir ih (3b) npnths uNes odrJwise reread m faoe hero. Tns A4em1*nt may be bentrdem , in Dana lrRs rstYey, by drier parry troop Wrty (30) days pfo written nota, vAdwt paulty. EQU7MWT ADDTTWf1S OR DELETIONS Equipment maybe added err deletedOW,,, for tlis ant W +mtnt WS int ME agroeT,et d Aha Da, Charges eq gee, f t m EWrnwt _ beat Dee then anent merit be prprated on a � C30) day RciAth to or ridded Yen, ehk AgnMr,e,t will SERVIQ RE57omsuam6 or SERVICE EYPRSS, IRC. to consideration of peyrnerdd tat darges set forth " rtes Agreement SII sM0 prPVde _hn enema ser rim as desabed below (l) SII Shall pa*M Pre *,,e Mai^Wu^a Health Qied. beard uDW spec nerds of tte'Egwom[nt (2) of �arsprlpneit inalfuncton. SEI suet prodder on -slue rbpmsn within Die tlme !rents sped(wd on the fat of Nis Agreement and shat preside a contlnuo,a repair effort (3) So 11,x0 RaNde tabor and parts deo ned "ec slari, to mermen the Equipment or to corm the Wpine it to opanbrg terrdRas em,ei ged pars nary ed from Ca Equfprnent borne property of SEI. HotMrtsmndag Die kmg*% N the case d MFWc meas. OJSMcw oW retain pw-01p of fa gd Cerra at Cas ~s discretion. (n Fids Erigimnevtg Q,xge Orders Shea be teMW ata mutuaAs' agreed open tore. ti SERVICE RESpoKsr3 xfIES OF CUSTOMER (1) Qd ornr"meted SEI kW*ftb* Neer, E04—n" rraYSaicturs and take reasonable pemslfos to Iayt e~ damage m the TmitArient. (2) CustmMr shal p -4e hA and free saes to `Si„T,aled• warners of MbdRy or dM M*idfors stet not be infestd as a M Aie,ent for -eat b the Site (3) C,, termer sMl enure Cat a n gems• rop"—t"" if present toeing semen W per -1-L (4) Cnrdon a, sM0 mete every effort b prove reasonable inable emvum onent to tM Egdpnwt owed bi Ills Agreement Hammer shall make e.0 efforts to abide by mxaCacoAtys %P-7ltaeors regarding emteonmetal corsidera,," re. die E0000,ed bebg covered ben tale A9reew-c S. SERVICE liM7TATSONS (S) inn"Agr�on nt on ovillb r"rees oddma a�droortsW .�� Terms and Conditions (., TMs does not m+v damage due m knipmpctreab,wt or rse d Fgidprnent ureuthodmd atte,pts W otter dart SEI penomd m �sgl�ro namC�ik1 Wertlp Repels rt+a�de�u�idera tmvrstx,ps stall be nude at the Cher, Re,ari�9 pc call rats for labor and parts (3) SEI reserves Site rgtt to Mddna irid tdual Rena of Hryb„et Iron the ageemem if, M SEI oWion, these terns can no loow be supported. In ell dmr nioinom SEI shall aRsw du Qamener rtasonebM tlnte a ropiaa ah)eQ E41,brr,ert or to hate Equipment rdpraor,ed. (4) mintmr , e senna does not UxWe operation A1pi Fa or --las (as Ceflned W the mantamteb), cornett oxaage m EquOmwItC o -6 aterr,d to fir Equip meet Mel. (5) SFS Ms the right to IdUse, "Irate, or stsperd sella, when In Stirs opinion, condttlons at the czton fs site )eopa dlee"t ea" Or safety e STS prssaad. (G) Adenn all 0eigharc and 9ner updates fail under the "e"aftn"'d MM3M1t merer ((OEM) AMorRnd Partner art ern Ur ires9aui d oiunW W,MSand rte t P—1 owner ere or ser) d tae equ SEIerit (nadc 1M, . WtNe SEI cannot peaide Emmert a sottwarc updates. So k alit m as as Cesmne/s aged and assist with gaining assess, obtaining, and ap*ft all r,aam." updates. Q CHARGES (1) CHARGES FOR KMN17 WKI SHAU BE IMr010ED THIRTY (30) DAYS IN ADVANCE. PAYMENT OF THE AMECABtE OWtGES 15 DUE ON THE FDtST DAY OF THE MONIM IN WMKM SERVICE 15 TO BE MOM RM (2) ALL RALATE FEE OF IW% DS MONrK SEI ALSO RESERVES THE RIGHT TORER)SE SERM TO C E70MERS WITH INVOICES PAST DUE be invoiced (3) 0-M for services not pow,,ad ..der this Agleenc.1, at Se perW ca rev, tsps xd mn6ebs elFedwlen Nell Pevipe is Dttrortnrd. (4) So may ad)o do applicable dnxges for Egopnart covered under this AgmeRtnt qpm die atmhersxy dm of tlrt Agreeir,ern. 7. LIMITATIONS OF UEMMITY AND WARRANTY (1) EXCEPT FOR THE EtPRESS WARAMMES STATED DLSoADS ALL WARRANTIES OF MEROUNTAOIUTY AND SEI FOR A PARTICULAR PUtPOSE (2) CUSTOMERS RIGHT To REDOM PPZPEM DkJ CAUSED 0(SMS T -AAT OR NEGLIGENCE SwRLL 0E LIM1TNS TO THE UMM OF SEM MURANCE POUCIES IN EFFECT AT THE TDIE OF LOSS. SEI WILL NOT 9E LME FOR DAMAGES RESULTIW FROM LOSS OF DATA, PROFITS, USE OF PRODUCTS, OR FOR DKMENTAL COREEOUN+TGC DAMAGE, EVEN IF ADVLS® OF THE POSSIBILITY OF SUCH DAMAGE Tlys amtatlon d SEl'S MARY MT appM regarohm orae roan d atlbn, Mather in mMrat m ton i,duding negligence. Any atslm against SEI wast be beoWt MAH, six(,) m tfs after One Dose of adbn orales. (3) SEI shRE rot be lkWe for arty ddaY M Dv(onu.�ce due b mines beyond the —able tonbol of 50. !. INSURANCE (I) So shall tarty ptttarena based General UabOy Wnuice m,eage and Pmd*Xbrn Ops coverage In innoonts no les than 51,000,000 each 000rnenm and $2,OD9,000 aggregate. SEI shall also rsry SS1000AOO In Tedtelegy a Irfpm dm P piety I Uaointy jn,i,d Ke In aMW% tnbreAa llablil, d no less dun S5,00O,D01) is carried In exoass of Genera( LiaMTRy coverage. (2) SEI snail cany WoneW CompetsaCml EnoWars l4bfllty as required by the applicable spirt law; S1,DOO,000 pet Mpb/BC ba we'k and dls.- (3) SET shall cane Aub LA6lOty rwraria —age for am hired and non - owned auto in an ai—ra no km Tim 51,000, M with a mmbined sbgte lint bed aaddent for bodRy h)tay and property damage. 9. GENERAL (1) V dCar parry negleCts err fads to perform any of is oNigatlors Under dye AOreernent, or any oity AgrMnent between, Ire denim and gid, faik,re conteves for a period of ram CM) dins aha --tum rola efr i, the .6- parry yell Mee the dgm to terrrtlmbe this Agee.# - (2) TM ems and —Mlors of this Ag.—t shag prevail over the frms and candid bons of arty order submlCed by Customer for mafnle anee savket under this Agreeneit (3) TItS Agleemart supersedes ali pr,or servfa agreerva and odersarvAngs aetwern fir parties with resDet to Equipment —ed Meander. This Agreement mry not be tonged or tenrtinated orally - (4) R Is emreSsh' ordOStod CVL If elUler pony, m arty oCQtl%M, Wks to pef. arty p -tion f the AW—e M aha Ce ache Party doer not Worts tat prmftlon, the to — to a force an thasactapon shall not prevern enforce nent on xry Wer o a9ws CS) During U¢ Ann of Cys Apreen exit and far a period of one (1) Yea, C,ereelter, rWw party shall m0dt one rndoynient d aha esrpbyee of the pdw party with whom stili paha has had coned in connector with the re adonshlp arfskg ude, this Agrtameit The foregoing prohibition SW not W apphofye W an en ployee re por,6" ad tit general adv 4,erreM of an open pontfon by the thee party. (e) Meister paha ship assign this Agnr+mrc roles --ted to i, writing by both pxaes. M This Agnes pent NII be gawerned by the laws of Ne State d Nidigen. EXHIBIT B Invoice Name of Company: Address & Zip: Telephone No.: Fax No.: Project Name: Invoice No. Purchase Order No: Date: Signature Printed Name 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 Employer's Liability: Bodily Injury by Accident/Disease: Bodily Injury by Accident/Disease: Bodily Injury by Accident/Disease: Property damage, contractual liability, products -completed operations: General Aggregate Limit (other than Products/Completed Operations): Products/Completed Operations: Personal & Advertising Injury Statutory Limits $100,000 each employee $250,000 each accident $500,000 policy limit $500,000 $500,000 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: Injury and property damage: Policy Limit: Umbrella Excess Liability Each occurrence and aggregate: Maximum deductible: $500,000 each accident $500,000 each accident $500,000 $500,000 $ 10,000 EXHIBIT D AFFIDAVIT Gretchen Murphy , being first duly sworn, deposes and says that he/she is familiar with and has personal knowledge of the facts herein and, if called as a witness in this matter, could testify as follows: I am over eighteen (18) years of age and am competent to testify to the facts contained herein. 2. I am now and at all times relevant herein have been employed by SEI, Inc. (the "Employer") in the position of Human Resources Manager 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 and has provided documentation of such enrollment and participation to the City of Carmel, Indiana. 5. The Company does not knowingly employ any unauthorized aliens. FURTHER AFFIANT SAYETH NOT. EXECUTED on the 19th day of January 20 18, r Printed: Gretchen Murphy 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: