Mid States Engineering - Evan Lurie Art Gallery Survey - $45010/08/2004 09:04 3176343576
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MID STATES ENG PAGE 02/03
350 E. New York St., Suite 300
Indianapolis, IN 46204
(317) 634.6434 Phone
(317) 634.3576 FAX
www.mid- staieseng,com
PROFESSIONAL SERVICES AGREEMENT
October 8, 7004
R�I(c L-' /
This Agreement, entered into by and between Mid- States Engineering, LLC ("Mid-States") with offices at 350
East New York Street, Suite 300, Indianapolis, Indiana 46204, and Carmel Redevelopment Commission
(hereinafter called "Client "):
Les S. Olds, Director of Development
Carmel Redevelopment Commission
One Civic Square
Carmel, IN 46032
1. The Client desires to contract for the following professional services:
Surveying services to provide a land description for the proposed Evan Lurie Art Gallery. The description
will be prepared based upon drawings and instructions from Les Olds, Carmel .Redevelopment
Commission.
2. Invoicing to be a lump sum fec of $450.00. Client agrees to pay invoice amount within 30 days after
rcceiFtl' of invoice.
3. All notices, inquiries, and instructions are to be directed to Tom Johnson, Mid - States" project
representative_ Please reference Mid- States' Project Number 121 -6258 upon execution of this agreement,
to all correspondence and remittances pertaining to this project.
4. The additional terms and conditions on the attached hereof are included as part of this Agreement
5. Work will commence on this project upon client authorization of this agreement.
Agreed to this a., day of 6 C7 . 2004.
Cannel Redevelopment Commission
Mid- States Engineering, LLC
I3y: Tom Johnson
( ?rinted Name)
Title: Project Manager
(A orized Signature)
LFs s • O .Os
(Printed. Name)
Title: IJ//L4r6-1o7i o° f2eraeUaz-o //n /
Please Sign and Return One Original to Mid- States Engineering
Aviation Engineering Landscape Architecture Site Engineering Surveying Transportation Engineering
.10/0642004 09:04 3176343576
6. Insurance Provided by MID- STATES
Mid - States shall maintain the following
minimum amounts of insurance with insurance
companies authorized to do business in thc State
of Indiana;
a, Comprehensive General Liability
$1.000,000 CSL
b. Worker's Compensation
Statutory Limits
c. Automobile I.ia.bility
$1,000.000 CSL
d, Professional Liability
$1- 000.000 each claim
$ 1.000.000 Aggregate
7. Terms of Payment
A.I1 payments are to he made 30 days after
rcccipt of invoice. Late payments shall accrue
interest on the unpaid balance from the due date
al a rate of 18% per year until paid. Mid - Stales
shall be entitled to recover these interest
charges. together with attorneys' fees and any
other costs of collection.
R. Reimbursable Expenses
All reimbursable expenses
Standard 15% markup.
will includc a
9. Extra Services
if Client or his representative directs Mid - States
to perform services bcyond the scope identified
herein. Mid - States shall he entitled to
compensation for such services at Mid- States-
hourly rates in effect at the time the services arc
performed.
10. Termination
Either party may terminate this Agreement for
its convenience provided notice is given at lead
10 days prior to termination being effected. in
the event of termination by either party, Mid -
States will be entitled to compensation at Mid.-
States' current hourly ratc for services
performed up to the dale notice is received.
11. Ownership and Use of Documents
All plans, drawings, surveys, prints, software,
programs, data speciFcations. photographs
(including aerial)- and other related items and
documents prepared or furnished by Mid - States
pursuant to this Agreement are instruments of
service in respect of the Project. and Mid - States
shall retain thc ownership and property interests
therein. Such documents arc not intended or
represented to be suitable for reuse by Client or
others on extensions of the Pmject, on any other
project, or for completion of /.his. Project should
this Agreement be terminated. nor may such
documents be so reused without thc express
MID STATES ENG
PAGE 03/03
written consent of Mid- Statcs. Any reuse or
modification of such documents without: the
consent of Mid - States will be at Client's sole
risk and without liability to Mid - States, and
Client shall indemnify and held Mid - States
harmless from all claims, damages, losses, and
expenses, including attorneys' fees. arising out:
of or resulting therefrom.
12. LIMITS OF LIABILITY
MID - STA'L'ES SHALL HAVE THE FIRST
AND PRTMA.RY RIGHT TO REMEDY ANY
ERRORS. OMISSIONS OR DEFIT,CTiVE
WORKMANSI -ITP. MID - STATES TOTAL
LIABILITY. INCLUDING AT,.T. COSTS,
EXPENSES AND AT'TORNEY'S FEES.
ARISING OUT OF THIS AGREEMENT.
SHALL NOT EXCEED THE 'rc)TAF..
AMOUNT OF MONEY PAID BY CLIENT TO
MID-STATES FOR WORK AND SERVICES
PERFORMED IN ACCORDANCE WITH
THIS AGGREEMENT, IN NO EVENT WILL
MIL) - STATES i3E LIABLE FOR ANY
SPECIAL, CONSEQUENTIAL. t)R
INCIDENTAL. DAMAGES. TTTIS CLAUSE
WILL BE APPLICABLE REGARDLESS OF
ANY OTi -TER PROVISION. EXPLICIT OR
IMPLICIT. OF 'i'iTIS AGREEMENT AND
SHALL SURVIVE TERMINATION,
EX.PiRAT.iON. OR CANCELLATION OF
THIS AGREEMENT,
13. Successors And Assigns
This Agreement shall be binding upon and inure
to the benefit of the respective parties hereto,
lhcir legal representatives, successors, and
assigns. Neither Mid - States nor Client may
assign, sublet. or transfer its interests in this
agreement without the written consent of the
other,
I4, Force Majeurc
Neither party shall be liable to the other for any
costs or damages due to causes beyond its
control expressly including weather conditions.
Extensions of the performance schedule (if any)
shall be deemed to be automatically granted in
the case of delays beyond the control of Mid -
States,
15, Severability
If any one or more of the provisions contained
herein or any part thereof shall, for any reason,
he held to be invalid. illegal or unenforceable in
any respect, such invalidity, illegality or
uncnforceahility shall not a.fteel any other
provision of this Agreement.. but this Agreement
shall he construed as if such invalid. illegal or
unenforceable provision or previsions had never
been contained herein.
16. Applicable Law
This Agreement. shall be governed by the laws
of the State of Indiana,