Christopher B. Burke Engr/EngrChristopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Contract Not To Exceed $10,000.00
FOR 6V'
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
Sgfety ("City"), and Christopher B. Burke Engineering, Ltd. ("Vendor").
TERMS AND CONDITIONS
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.
PERFORMANCE:
City agrees to purchase the goods and/or services (the "Goods and Services") from Vendor using
City budget appropriation number CCS446838 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.
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 Ten Thousand Dollars ($10,000.00)
(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 (60) 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 accordance 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 o~'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.
WARRANTY:
Vendor expressly warrants that the Goods and Services covered by this Agreement will conform
to the specifications, samples and/or descriptions thereof, furnished to Vendor by City and/or by
Vendor to and accepted by City, 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.
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.
Christopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Contract Not To Exceed $10,000.00
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 fumish to City sufficient written warning and notice
(including appropriate labels on containers and packing) df 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.
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.
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 ali 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 attomey 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
Christopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Contract Not To Exceed $10,000.00
obligations shall survive the termination of this Agreement.
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.
NO 1MPLIED 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 hereofi
13.
NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, ~vhether as 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 the full and maximum compensation and monies
required of City to be paid to Vendor under or pursuant to this Agreement.
15.
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 hfs jurisdiction over same.
16.
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.
Christopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Contract Not To Exceed $10,000.00
17.
18.
19.
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:
If to City:
City of Carmel
One Civic Square
Cam~el, Indiana 46032
ATTN: Mike McBride, PE, Engineer
Douglas C. Haney, City Attorney
Department of Law
One Civic Square
Carmel, Indiana 46032
If to Vendor:
Christopher B. Burke Engineering, Ltd.
115 West Washington Street
Indianapolis, IN 46204
ATTN: Jon D. Stolz, P.E., Manager
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.
TERMINATION:
18.1 Notwithstanding anything to the cc~ntrary 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.
18.2
Either party hereto may terminate this Agreement at any time upon thirty (30) days prior
notice to the other party. 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.
REPRESENTATIONS AND WARRANT[ES
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.
Christopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Contract Not To Exceed $10,000.00
20.
21.
22.
23.
24.
25.
26.
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, shaI1 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.
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,
2005, and shall, on the first day of each January thereafter, automatically renew for a period of one
(1) calendar year, unless otherwise agreed by the parties hereto.
HEAD1NGS
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.
BINDING EFFECT
The parties, and their respective officers, officials, agents, partnem, 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.
NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights dr benefits to anyone other than City and Vendor.
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.
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.
$EP-21-2005 WED 08:52 ~M OITY OF O~R~EL
NO. 317 571 2439
Christopher B. Burke Engineering, Ltd.
Engineering Dept. - 2005
Appropriation #CCS 4462838 P.O.#14363
Con~act Not To Exceed $10,000.00
IN WITNESS WI~EREOF, the parties hereto have made and executed this Agreement as follows:
P, 07
CITY OF CARMEL, INDIANA
by and through its Board of Public
Works and Safety
Christopher B. Burke Engineering, Ltd.
~Datees Brainard, Presid'~g Officer
:
Mary Ara{Burke, Member
Date:
Date:
A~t:~i~d Signature
Printed Name
FID/TIN:
SSN if Sole Proprietor:
ATTEST: ~ /3 _
~), ! (,. )// $~aM. Johns°~,ate:
'Diana Cordray, ~, CJerk~eas~er
CHRISTOPHER B. BURKE ENGINEERING, LTD.
National City Center Suite 1368 South 115 West Washington Street Indianapolis, Indiana 46204 TEL (317) 266-8000 FAX (317) 632-3306
August31,2005
Ms. Amanda Foley
Storm Water Administrator
City of Carmel
One Civic Square
Carmel, Indiana 46032
Subject:
Professional Services Proposal for On-call, On-going Support of
NPDES Phase 2 Implementation Tasks
Dear Amanda:
As requested, Christopher B. Burke Engineering, Ltd. (CBBEL) has prepared this proposal
for providing as needed support to the City of Carmel (the City) as you implement your
NPDES Phase II MS4 Stormwater Permit. Based on a recent conversation with you, it
appears that there may be a variety of related tasks we may be able to help you with. As
requested, we have prepared this proposal with an hourly-based, as-needed professional
engineering and planning services agreement.
UNDERSTANDING OF THE ASSIGNI~ENT
As we understand it, the City may, from time to time, ~equire assistance in the form of
professional engineering and planning services in order to address tasks related to the
implementation of NPDES Phase TT compliance issues. CBBEL has agreed to provide such
services and act as an on-call consultant for the City, on an as-needed basis.
SCOPE OF SERVICES
Services to be provided by CBBEL, as needed and directed by the City include, but are not
limited to:
· Providing assistance in completing the development of the City's Stormwater
Hanagement Ordinance as well as the Stormwater Technical Standards, as needed
/ / (,...( Page ~ of 3
and directed by the City;
Collecting pertinent data and attending meetings to discuss Stormwater quality
matters, floodplain/floodway, drainage, site development, agency, and related
issues, as needed and directed by the City;
Providing training to the City staff and contractors as part of the implementation of
the NPDES Phase I! program, as needed and directed by the City;
Providing ongoing engineering and planning support to the City staff in completing
various implementation tasks necessary for compliance with the NPDES Phase I!
regulations, as needed and directed by the City;
Advising the City on technical matters relating to the review of site development
plans, drainage plans, agency reviews, floodplain, and other hydrologic and
hydraulic matters, as needed and directed by the City;
Attendance at various meetings, including study sessions and City Council meetings,
as needed and directed by the City; and
Performing other duties as assigned by the City.
ESTfMATED FEE
The total fee to perform the above tasks is not to exceed $10,000. We will bill you
monthly, on a time and material basis, for assigned tasks in accordance with our attached
standard Charges for Professional Services and establish our contract in accordance with
our standard General Terms and Conditions. These General Terms and Conditions are
expressly incorporated into and are an integral part of this contract for professional
services.
The attached Schedule of Professional Charges includes salary, overhead, and profit. A
statement will be sent to you every month based on the number of hours of staff
involvement and direct expenses incurred in that month broken down by job and task. !f,
at any time, the City determines that it no longer requires the services of CBBEL, this
contract will be considered completed. CBBEL would be entitled to reimbursement
according only to the actual time and material it has incurred and would have no claims on
any remaining unused budget set for this contract.
It has certainly been a pleasure for us to have been able to successfully complete the City's
Storm Water Quality Management Plan (SWQIVIp) and we look forward to continue
providing assistance to you in the form of this ongoing support arrangement. We
II~'~Lll~II'T' /~ "~"(C.~,, ~! Page2of3
appreciate the opportunity to provide this proposal. If it meets with your approval, please
sign and send a copy back to us as notice to proceed. If you have any questions regarding
this proposal or its attachments, please feel free to contact Siavash Beik, P.E., CFM or me
at (317) 266-8000.
Iz, P.E. J
THIS ON-CALL PROPOSAL, SCHEDULE OF CHARGES, AND GENERAL TERMS &
CONDITIONS ARE ACCEPTED BY:
Signature:
Name:
Title:
Date:
Attachments:
Schedule of Professional Charges
General Terms and Conditions
Page 3 of 3
Y
CHRISTOPHER B. BURKE ENGINEERING, LTD.
STANDARD CHARGES FOR PROFESSIONAL SERVICES
FOR INDIANA PROJECTS
JANUARY 2005
Personnel
Engineer V
En.qineer IV
Engineer III
En.qineer 1/11
Resource Planner V
Resource Planner IV
Resource Planner III 84
Resource Planner 1/11 76
Engineer Technician IV 97
Enqineerinq Technician III 89
Engineering Technician I/Il 76
En.qineerin.q Technician 48
CAD II 95
CAD I 78
Charges*
(S/Hr)
125
112
95
82
97
92
Environmental Resource Specialist IV
Environmental Resource Specialist III
Environmental Resource Specialist II
Environmental Resource Technician
102
92
79
70
Administrative/Accounting/Secretary
5O
Direct costs
Outside Copies, Blueprints, Messenger,
Delivery Services, Mileage
* Charges include overhead and profit
Cost + 10%
Christopher B. Burke Engineering, Ltd. reserves the right to increase these rates and costs
by 5% after December 31,2005.
Ohri~lopher B. Burke Engineering. Ltd.~B