Beam,Longest and Neff/Engr Beam,Longest and Neff,LLC Coned o
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136t- 141 s`) APPROVED AS TO FORM BY,
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
✓' AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement"), is hereby made and
entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works
and Safety(hereinafter "City"), and Beam, Longest and Neff, LLC (hereinafter "Professional").
RECITALS
WHEREAS, City owns and is responsible for the operation and maintenance of its public works,
its public sewer and water systems, the operation of the City, its departments and facilities, and the
provision of municipal services to the public; and
WHEREAS, from time to time, City needs additional temporary contract workers, workforce
recruiting, screening and consulting or other workforce assistance (the "Services") to assist it in fulfilling
its foregoing responsibilities; and
WHEREAS, Professional is experienced in providing and desires to provide to City the Services
referenced herein; and
WHEREAS, City desires to engage Professional as an independent contractor for the purpose of
providing to City the Services referenced herein;
NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions
set forth herein, City and Professional mutually agree as follows:
SECTION 1. INCORPORATION OF RECITALS
The foregoing Recitals are hereby incorporated into this Agreement and made a part hereof.
SECTION 2. SCOPE OF SERVICES
2.1 City desires to engage Professional as an independent contractor for the Services set forth in
attached Exhibit A,incorporated herein by this reference.
2.2 Professional understands and agrees that City may, from time to time, request Professional to
provide additional or modified Services, the scope of which shall be as requested and defined by
the Mayor or his duly authorized representative and attached hereto in the order approved by City.
2.3 Time is of the essence of this Agreement.
mod/contracts2004/b1n/03/31/04 1
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136`11- 1415`)
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
SECTION 3. CITY'S RESPONSIBILITIES
3.1 City shall provide such information as is reasonably necessary for Professional to understand the
Services requested.
3.2. City shall arrange for Professional to enter upon public and private property as reasonably required
for Professional to perform the Services.
3.3 City shall designate payment of the Services from City budget appropriation number LRS
4340100 funds.
3.4 City shall designate the Mayor or his duly authorized representative to act on City's behalf on all
matters regarding the Services.
SECTION 4. PROFESSIONAL'S RESPONSIBILITIES
4.1 Professional shall perform the Services pursuant to the terms of this Agreement and within any
applicable time and cost estimate.
4.2 Professional shall coordinate with City its performance of the Services.
4.3 Professional shall provide the Services by following and applying at all rimes reasonable and
lawful standards as accepted in the industry.
SECTION 5. COMPENSATION
5.1 Professional estimates that the total price for the Services to be provided to City hereunder shall be
no more than Thirty Thousand Dollars ($30,000.00) (the "Estimate"). Professional shall submit
an invoice to City no more than once every thirty (30) days for Services provided City during the
time period encompassed by such invoice. Invoices shall be submitted on a form containing the
same information as that contained on the Professional Services Invoice attached hereto as Exhibit
B, incorporated herein by this reference. City shall pay Professional for all undisputed Services
rendered and stated on such invoice within sixty (60) days from the date of City's receipt of same,
or be subject to a late charge of one percent (1%) of such unpaid and undisputed invoice amount
for each month same remains unpaid.
5.2 Professional agrees not to provide any Services to City that would cause the total cost of same to
exceed the Estimate, without City's prior written consent.
mod/contracts2004/b1n/03/31/04 2
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136`h- 141s`)
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
SECTION 6. TERM
Subject to the termination provisions set forth in Section 7.1 hereinbelow, this Agreement shall be
in effect from its Effective Date through December 31, 2004, and shall thereafter, on the first day
of January in each subsequent year, automatically renew for a period of one (1) year.
SECTION 7. MISCELLANEOUS
7.1 Termination.
7.1.1 The obligation to provide all or any portion of the Services under this Agreement may be
terminated by City or Professional, without cause, upon thirty(30) days' notice.
7.1.2 The obligation to provide all or any portion of the Services under this Agreement may be
terminated by City, for cause, immediately upon Professional's receipt of City's "Notice
To Cease Services."
7.1.3 In the event of full or partial Agreement termination, and as full and complete
compensation hereunder, Professional shall be paid for all such Services rendered and
expenses incurred as of the date of termination that are not in dispute, except that such
payment amount shall not exceed the Estimate. Disputed compensation amounts shall be
resolved as allowed by law.
7.2 Binding Effect.
City and Professional, and their respective officers, officials, agents, partners and successors in
interest are bound to the other as to all Agreement terms, conditions and obligations.
7.3 No Third Party Beneficiaries.
Nothing contained herein shall be construed to give rights or benefits to anyone other than the
parties hereto.
7.4 Relationship.
The relationship of the parties hereto shall be as provided for in this Agreement, and neither
Professional nor any of its agents, employees or contractors are City employees. Professional shall
have the sole responsibility to pay to or for its agents, employees and contractors all statutory,
contractual and other benefits and/or obligations as they become due. Professional hereby warrants
and indemnifies City for and from any and all costs, fees, expenses and/or damages incurred by
City as a result of any claim for wages, benefits or otherwise by any agent, employee or contractor
of Professional regarding or related to the subject matter of this Agreement. This indemnification
obligation shall survive the termination of this Agreement.
mod/contracts2004/b1n/03/31/04 3
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136`h- 141'')
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
7.5 Insurance.
Professional shall procure and maintain with an insurer licensed to do business in the State of
Indiana such insurance as is necessary for the protection of City and Professional from all claims
under workers' compensation, occupational disease and/or unemployment compensation acts,
because of errors and omissions, because of bodily injury, including, but not limited to, the
personal injury, sickness, disease, or death of any of Professional's employees, agents or
contractors and/or because of 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 on attached Exhibit C. Such insurance policies shall not be canceled without thirty (30)
days' prior written notice to City.
7.6 Liens.
Professional shall not cause or permit the filing of any lien on any of City's property. In the event
such a lien is filed and Professional fails to remove it within ten (10) days after the date of filing,
City shall have the right to pay or bond over such lien at Professional's sole cost and expense.
7.7 Default.
In the event Professional: (a) repudiates, breaches or defaults under any of the terms or conditions
of this Agreement, including Professional's warranties; (b) fails to perform the Services as
specified; (c) fails to make progress so as to endanger timely and proper completion of the
Services and does not correct such failure or breach within five (5) business days after receipt of
notice from City specifying same; or (d) becomes insolvent, files, or has filed against it, a petition
for 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 terminate all or any
part of this Agreement, without liability to Professional and to exercise any other rights or
remedies available to it at law or in equity.
7.8 Government Compliance.
Professional agrees to comply with all laws, executive orders, rules and regulations applicable to
Professional's performance of its obligations under this Agreement, all relevant provisions of
which being hereby incorporated herein by this reference, to keep all of Professionals' required
professional licenses and certifications valid and current, and to indemnify and hold harmless City
from any and all losses, damages, costs, liabilities, damages, costs and attorney fees resulting from
any failure by Professional to do so. This indemnification obligation shall survive the termination
of this Agreement.
mod/contracts2004/b1n/03/31/04 4
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136`h- 141")
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
7.9 Indemnification.
Professional shall indemnify and hold harmless City and its officers, officials, employees and
agents from all losses, liabilities, claims, judgments and liens, including, but not limited to, all
damages, costs, expenses and attorney fees arising out of any intontional or negligent act or
omission of Professional and/or any of its employees, agents or contractors in the performance of
this Agreement. This indemnification obligation shall survive the termination of this Agreement.
7.10 Discrimination Prohibition.
Professional represents and warrants that it and each of its employees, agents and contractors shall
comply with all existing and future laws prohibiting discrimination against any employee,
applicant for employment and/or other person in the subcontracting of work and/or in the
performance of any Services contemplated by this Agreement with respect to hire, tenure, terms,
conditions or privileges of employment or any matter directly or indirectly related to employment,
subcontracting or work performance hereunder because of race, religion, color, sex, handicap,
national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. This
indemnification obligation shall survive the termination of this Agreement.
7.11 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 same shall continue in full force and effect.
7.12 Notice.
Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this
Agreement shall be written and either hand-delivered or sent by prepaid U.S. certified mail, return
receipt requested, addressed to the parties as follows:
CITY:
City of Carmel Douglas C. Haney, City Attorney
One Civic Square Department of Law
Carmel, IN 46032 One Civic Square
ATTN: Michael McBride, City Engineer Carmel, IN 46032
PROFESSIONAL:
Beam, Longest and Neff, LLC
ATTN: James B. Longest, PE, and President
Notwithstanding the above, City may orally provide to Professional any notice required or
permitted by this Agreement, provided that such notice shall also then be sent as required by this
paragraph within ten (10)business days from the date of such oral notice.
mod/contracts2004/b1n/03/31/04 5
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 13611- 140)
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
7.13 Effective Date.
The effective date ("Effective Date") of this Agreement shall be the date on which the last of the
parties hereto executes same.
7.14 Governing Law; Lawsuits.
This Agreement shall be governed by and construed in accordance with the laws of the State of
Indiana, except for its conflict of laws provisions, as well as by all ordinances and codes of the
City of Carmel, Indiana. The parties agree that, in the event a lawsuit is filed hereunder, they
waive any right to a jury trial they may have, agree to file 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.
7.15 Waiver.
Any delay or inaction on the part of either party in exercising or pursuing its rights and/or
remedies hereunder or under law shall not operate to waive any such rights and/or remedies nor in
any way affect the rights of such party to require such performance at any time thereafter.
7.16 Non-Assignment.
Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder
without City's prior written consent.
7.17 Entire Agreement.
This Agreement contains the entire agreement of and between the parties hereto with respect to the
subject matter hereof, and no prior agreement, understanding or representation pertaining to such
subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement
may be amended, added to or subtracted from except by an agreement in writing signed by both
parties hereto and/or their respective successors in interest. To the extent any provision contained
in this Agreement conflicts with any provision contained in any exhibit attached hereto, the
provision contained in this Agreement shall prevail.
7.18 Representation and Warranties.
Each party hereto represents and warrants that it is authorized to enter into this Agreement and that
any person or entity executing this Agreement on behalf of such party has the authority to bind
such party or the party which they represent, as the case may be.
7.19 Headings.
All headings 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.
mod/contracts2004/b1n/03/31/04 6
Beam,Longest and Neff,LLC
Engineering Dept-2004—Design and Plan Preparation(Ditch Road 136ih- 140 )
Appropriation#LRS 4340100;P.O.#5286
Contract Not To Exceed$30,000.00
7.20 Advice of Counsel.
The parties warrant that they have read this Agreement and fully understand it, have had an
opportunity to obtain the advice and assistance of counsel throughout the negotiation of same, and
enter into same freely, voluntarily, and without any duress, undue influence or coercion.
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: �j BY: %cvw..,Lcnoct t 11 'LC-L-
es Brain d, Presiding Officer Au orized Sigt1 re
Date: Yr .2/- o y
Printed Name: J Rcw.taS 3 . W NSCeS_'
Mary Ann Burke, Member Title: Q tt,Cc'c Z -+.T.
Date: ..._ /
_f it FID/TIN: 3 S— to S 1 t-L'bn
ji
Lori S Watso ff m.-r SSN if Sole Pjo etor:
Date: • Date: 4/7 U¢
ATTE
� i a,n•dra M.Johnson,,
a -L� J/ ' Deputy Clerk for
Diana Cordray,I• : Clerk-Treasurer
Date: 44/3/ Op
mod/contracts2004/b1n/03/31/04
^EX,/,'iai T A-
8126 Castleton Road
N Beam, Longest and Neff, LLC Indlonapolis,IN46250
317.849.5832
• i -, " 317.841.4280 fax
- > = Consulting Engineers and Land Surveyors www.b-i-atom
March 30, 2004
Mr. Mike McBride, City Engineer
City of Carmel
One Civic Square
Carmel, Indiana 46032
Re: Design and Plan Preparation
(Ditch Road from 136th St. to 141st St.)
Dear Mr. McBride:
In accordance with your request, we have prepared a fee for the work required to
perform the design and plan preparation on the above referenced project.
The scope of the Ditch Road reconstruction project includes the design for the
reconstruction of Ditch Road. The limits of the project extend along Ditch Road from
136th Street to 141st Street. The anticipated roadway section will consist of two (2)
eighteen foot travel lanes (one each direction) bordered by concrete curb and gutter,
Type II, a five foot sodded buffer strip and a ten foot recreational path. Improvements
along the Ditch Road Corridor are to be limited to the 90' total right of way width.
Adjustments in the buffer width and path width may be required to accommodate the
proposed section. The intersection of Ditch Road and 136th Street is to be a
roundabout (criteria to be provided by the City). Right of way requirements for the
roundabout are to be determined during the design. The roundabout is to be lighted
(type of fixture identified by the City). A summary of our services is listed as follows:
Design
Beam, Longest and Neff's (BLN) services include preliminary investigations, design
studies leading to the preparation of preliminary plans and approximate estimates of
cost. Subsequent to review by the City, BLN will make complete detail plans to
appropriate scale with geometric computations to be precise for field layout,
specifications and detailed estimates of construction cost. In addition, BLN will furnish
a determination of all required right-of-way and show the same on plans. As requested
EXHIBIT
lob v
HQ - Indianapolis, IN Kentucky Illinois West Virginia
by the City of Carmel, there will be 3 plan submissions. They will occur in the following
manner:
• Preliminary Plans (25% plan submission)
• Pre-Final Plans (70% plan submission)
• Final Tracings (100% plan submission)
BLN will also prepare applications and documents to assist the City in obtaining permits
as required from various governmental agencies, coordinate with utilities and meet with
the City or its representative, when requested or necessary for consultation or
conference.
Construction Bidding Phase
BLN will prepare and distribute addenda as required, assist with questions of bidder's,
tabulate the bid results and prepare a recommendation letter to the City.
Compensation
It is proposed that the engineering services and construction bidding phase services be
paid for on a lump sum basis as listed below:
Preliminary Plans $ 30,000.00
Pre-Final Plans $ **
Final Tracings $ **
Construction Bidding Phase $ 4,80,0.00
** Fees to be determined.
We are looking forward to working with you on this important project. If you have any
questions or require additional information, please contact us.
Very truly yours,
BEAM, LONGEST AND NEFF, LLC.
tames B. Longest, P.E'
President
1
JBL/sk
xc: File #9000 EXHIBIT A