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HomeMy WebLinkAboutProfessional Services Agreement - La Casa de Amistad Inc - West Side South Bend Event and Marketing Services1316 Cowry-Crfy BUILDING 227 W. JETFUJOON BOULEVARD Souiti BEND. INMANA 46601-1830 CITY OF SOUTtj BEND PET E BUTTIGIEG, MAYOR. BOARD OF PUBLIC WORKS May 8,2018 Sam Centellas La Casa de Amistad, Inc. 746 S. Meade Street South Bend, IN 46619 RE: Professional Services Agreement Dear Mr. Centellas: PHONE, 574/235-9251 FAX 574/ 235-,9171 The Board of Public Works, at its meeting held on May 8, 2018, approved the above referenced agreement regarding the West Side South Bend Event and marketing services in the amount of $16,000. Enclosed please find a copy of the agreement for your records. If you have any ftirther questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure c : Michael Divita, Community Investment GAizy A. GjL0T SUZANNA M. FRITZBERG EuZABETH A. MARADIK JAMES A. MUEIIFlTHERESE J. DORALI AGREEMENT FOR PROFESSIONAL SERVICES This Agreement For Professional Services (this "Agreement") is entered into on 2018 (the "Effective Date"), by and between the City of South Bend, acting by and thkbugh its Board of Public Works (the "City"), and La Casa De Amistad, Inc., an Indiana non-profit corporation (the "Provider") (each a "Party" and collectively the "Parties"). For and in consideration of the mutual covenants and promises contained herein, the Parties agree as follows; 1. Services. The Provider will provide to the City the professional services (the "Services") set forth in the Provider's proposal attached hereto as Exhibit A (the "Scope of Services"). In the event of any conflict between the terms of this Agreement and the terms of the Scope of Services, the terms of this Agreement will prevail. The Provider will execute its obligations under this Agreement in accordance with the prevailing professional standard of care for projects of similar design and complexity. 2. Compensation. In exchange for the Provider's satisfactory performance of the Services, and subject to the terms and conditions of this Agreement, the City will pay the Provider a total sum not to exceed Sixteen Thousand Dollars ($16,000.00) (the "Contract Amount") in accordance with the project budget stated in the Scope of Services. The City will pay the Contract Amount in installments upon invoicing by the Provider in accordance with the schedule described in the Scope of Services (each a "Contract Installment"). The City will not be required to pay any Contract Installment if the City is not satisfied with the Provider's performance under this Agreement or any default or breach of this Agreement by the Provider exists, as the City may determine in its sole discretion. The sum of all Contract Installments will not exceed the Contract Amount, and the Provider will not incur or seek reimbursement for any expenses in excess of the Contract Amount, 3. Term; Termination. Unless earlier terminated in accordance with its terms, this Agreement will commence on May 1, 2018, and end on December 31, 2018. Notwithstanding the foregoing, effective immediately upon delivery of a written termination notice to the Provider, the City may terminate this Agreement, in whole or in part, for any reason, if the City determines that such termination is in the best interest of the City. In addition, in accordance with Ind. Code 6- 1.1-18, payments are subject to appropriation by the City. If the City makes a written determination that funds are not appropriated or are otherwise unavailable to support the continuation of this Agreement, it shall be cancelled. A determination by the City that funds are not appropriated or are otherwise unavailable to support the continuation of performance shall be final and conclusive. The City will not be required to pay any Contract Installment or be otherwise liable for any cost associated with the Provider's performance of any Services after the effective date of termination. 4. Remedies for Breach of Contract. The Provider's failure to complete the Services in accordance with this Agreement will be considered a material breach. In the event of any breach of this Agreement by the Provider, the City may suspend all payments to the Provider and may pursue any and all remedies available at law or in equity. The Provider shall repay to the City any 1 portion of the Contract Amount expended for matters not within the scope of the Services. 5. Performance. Provider shall strive to ensure that its performance under this Agreement complies with the expectations identified in the Scope of Services. The City may, at any time, provide written notice to Provider of any concern regarding Provider's performance under the Scope of Services. If any such notice is delivered to Provider, Provider shall take reasonable steps to perform under the Scope of Services. 6. Point of Contact. The City employee identified in Section 10 below will serve as the City's principal point of contact for purposes of this Agreement. 7. Relationship. The Provider shall at all times be an independent contractor for the performance of the Services rather than an employee of the City, and no act or omission to act by the Provider shall in any way bind or obligate the City. No employee of the Provider will be considered or deemed to be an employee of the City. This Agreement is strictly for the benefit of the Parties and not for any third party or person. This Agreement was negotiated by the Parties at arm's length and each of the parties hereto has reviewed the Agreement after the opportunity to consult with independent legal counsel. Neither party shall maintain that the language in the Agreement shall be construed against any signatory hereto. The City and the Provider hereby renounce the existence of any form of agency relationship, joint venture, or partnership between the Provider and the City and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between the City and the Provider. 8. Indemnification of City. The Provider hereby agrees to defend, indemnify, and hold harmless the City, its officials, employees, and agents from any and all claims of any nature which arise from the performance by the Provider under this Agreement and from all costs and attorney fees in connection therewith, excepting for claims arising out of the negligence of the City, its officials, directors, employees, and agents. The obligations of the Provider under this section shall survive the termination of this Agreement. 9. Work Product; Ownership. The Provider will submit its work product to the City in accordance with the terms of the Scope of Services. Any and all work product submitted by the Provider to the City as part of the Provider's performance of the Services will become the exclusive property of the City, and the City will have the right to use and reproduce copies of the Provider's work product as the City determines in its sole discretion without compensation to the Provider except the compensation expressly provided for in this Agreement. 10, Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered when deposited in the United States Postal Service, postage prepaid, registered or certified mail, return receipt requested, addressed to the City or the Provider, as the case may be, at the address set forth below. 2 Provider: La Casa de Amistad, Inc. 746 S. Meade Street South Bend, IN 46619 Attn: Sam Centellas City Department of Community Investment City of South Bend 227 W. Jefferson Boulevard, Suite 1400S South Bend, IN 46601 Attn: Michael Divita 11. E ual Opportunity, • Non -Discrimination Compliance. The Provider shall comply with all applicable laws and regulations in its hiring and employment practices and policies for any activity covered by this Agreement. Additionally, the Provider shall comply with all federal, state, and municipal laws, regulations, and standards applicable to its activities pursuant to this Agreement. 12. Contractor's Affidavit. The Provider agrees, as a condition precedent to the effectiveness of this Agreement, that its authorized representative will execute and submit to the City and any other appropriate bodies an affidavit in the form attached hereto as Exhibit B. 13. Drug -Free Workplace. The Provider hereby agrees to make a good faith effort to provide and maintain a drug -free workplace. The Provider will give written notice to the City within ten (10) days after receiving actual notice that the Provider or an employee of the Provider within the State of Indiana has been convicted of a criminal drug violation occurring in the workplace. 14. Entire Agreement;. Amendment; Applicable Law. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof, and merges and supersedes all prior discussions, agreements, and understandings of any and every nature between them. This Agreement may be amended only by separate writing, signed by authorized representatives of both the Provider and the City. This Agreement will be construed and interpreted according to the laws of the State of Indiana. [Signature page follows.] 3 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement For Professional Services to be effective as of the Effective Date stated above. CITY OF SOUTH BEND BOARD OF PUBLIG WORKS Gary Gilot President Tlferese Dorau, Member Suzanna Fritzberg, Member Elizabeth Maradik, Member .Ia s Mueller, Member ATTEST: Li Martin, Clerk LA CASA DE AMIST"AD, INC., an Indiana non-profit corporation By. .. .. Printed: .t r Its: CAS °� °° „ m )l Q zc '51.m Date. . " , wu M EXHIBIT A Scope of Services [Sec attached.] EXHIBIT B Contractor's Affidavit [See attached.] When the prospective Contractor is unable to certify, to any of the statements belokv, it shall attach an explanation to this Affidavit. CONTRACTOR'S NON -COLLUSION AND NON -(DEBARMENT AFFIDAVIT, CERTIFICATION REGARDING INVESTMENT WITH IRAN, EMPLOYMENT ELIGIBILITY VERIFICATION, NON-DISCRIMINATION COMMITMENT AND CERTIFICATION OF USE OF UNITED 'STATES STEEL PRODUCTS OR FOUNDRY PRODUCTS (Must be completed for all quotes and bids. Please type or print) STATIC OF ) SS: ,T, b- .,. COUNTY ) The undersigned. Contractor, being duty sworn upon his/her/its oath, affirms under the penalties of perjury that: I. Contractor has not, nor has any other member, representative, or agent of the firm, company, corporation or partnership represented by him, entered into any combination, collusion or agreement with any person relative to the price to be bid by anyone at such letting nor to prevent any person from bidding nor to induce anyone to refrain from bidding, and that this bid is made without reference to any other bid and without any agreement, understanding or combination with any other person in reference to such bidding. Contractor further says that no person or persons, firms, or corporation has, have or will receive directly or indirectly, any rebate, fee, gift, commission or thing of value on account of such sale; and 2. Contractor certifies by submission of this proposal that neither contractor nor any of its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency; and 8. Contractor has not, nor has any successor to, nor an affiliate of, Contractor, engaged in investment activities in Iran. For purposes of this Certification, "Iran" means the government of Iran and any agency or instrumentality of Iran, or as otherwise defined at Ind. Code § 5-22-I6.5-5, as amended from time -to -time. b, As provided by Ind, Code § 5-22-1.6.5-8, as amended from time -to -time, a Contractor is engaged in investment activities in Iran if either: i. Contractor, its successor or its affiliate, provides goods or services of twenty million dollars ($20,000,000) or more in value in the energy sector of Iran; or ii. Contractor, its successor or its affiliate, is a financial institution that extends twenty million dollars ($20,000,000) or more in credit to another person for forty-five (45) days or more, if that person will (i) use the credit to provides goods and services in I Dion -Collusion Non -Debarment Affidavit Non Iran Form 2012 the energy sector in Iran; and (ii) at the time the financial institution extends credit, is a person identified on list published by the Indiana Department of Administration. 4. Contractor does not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the Contractor subsequently learns is an unauthorized alien. Contractor agrees that he/she/it shall enroll in and verify the work eligibility status of all of Contractor's newly hired employees through the E-Verify Program as defined by I.C. 22-5--1.7-3. Contractor's documentation of enrollment and participation in the E-Verify Program is included and attached as part of this bid/quote; and 5. Contractor shall require his/her/its subcontractors performing work under this public contract to certify that the subcontractors do not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the subcontractor subsequently learns is an unauthorized alien, and that the subcontractor has enrolled in and is participating in the E-Verify Program. The Contractor agrees to maintain this certification throughout the term of the contract with the City of South Bend, and understands that the City may terminate the contract for default if the Contractor fails to cure a breach of this provision no later than thirty (30) days after being notified by the City. 6. Persons, partnerships, corporations, associations, or joint venturers awarded a contract by the City of South Bend through its agencies, boards, or commissions shall not discriminate against any employee or applicant for employment in the performance of a City contract with respect to hire, tenure, terms, conditions, or privileges of employment, or any matter directly or indirectly related to employment because of race, sex, religion, color, national origin, ancestry, age, or disability that does not affect that person's ability to perform the work. In awarding contracts for the purchase of work, labor, services, supplies, equipment, materials, or any combination of the foregoing including, but not limited to, public works contracts awarded under public bidding laws or other contracts in which public bids are not required by law, the City, its agencies, boards, or commissions may consider the Contractor's good faith efforts to obtain participation by those Contractors certified by the State of Indiana as a Minority Business ("MBE") or as a Women's Business Enterprise ("WBE") as a factor in determining the lowest, responsible, responsive bidder. In no event shall persons or entities seeking the award of a City contract be required to award a subcontract to an MBE/WBE; however, it may not unlawfully discriminate against said WBE/MBE. A finding of a discriminatory practice by the City's MBE/WBE Utilization Board shall prohibit that person or entity from being awarded a City contract for a period of one (1) year from the date of such determination, and such determination may also be grounds for terminating the contact for which the discriminatory practice or noncompliance pertains. 7. The undersigned contractor agrees that the following nondiscrimination commitment shall be made a part of any contract which it may henceforth enter into with the City of South Bend, Indiana or any of its agencies, boards or commissions. F-Non-Collusion Non -Debarment Affidavit Non Iran Form 20 t2 Contractor agrees not to discriminate against or intimidate any employee or applicant for employment in the performance of this contract with privileges of employment, or any matter directly or indirectly related to employment, because of race, religion, color, sex handicap, national origin or ancestry. Breach of this provision may be regarded as material breach of contract. 1, the undersigned bidder or agent as contractor on a public works project, understand my statutory obligations to the use of steel products or foundry products made in the United States (I.C.5-16-8-1).1 hereby certify that I and all subcontractors employed by mefor this project will use steel products or foundry products on this project if awarded. I understand that violations hereunder may result in forfeiture of contractual payments. I hereby affirm under the penalties of perjury that the facts and information contained in the foregoing bid for public works are true and correct. Dated this 2 day of 20 N -L 1, A, W ' t.b . .. ............. ors Contractor/Bid4e�girrn) 7— S4OWreA,(!Sntr"a"cf6r rider or Its Agent Printed Name and Title I— Subscribed and sworn to before me this /-.J' day of M20 20 My Commission Expires otady-OA-Iic County of Residence "Jw-e pin F-Non-Collusion Non -Debarment Affidavit Non Iran Form 2012, Scope of Services La Casa de Amistad (West Side South Bend) for the City of South Bend La Casa de Amistad is pleased to offer this Scope of Services to provide event, marketing, and related promotional tasks to the City of South Bend. These services are designed to support the West Side Main Streets Initiative by continuing the growth and development of the west side, particularly Western Avenue and surrounding areas. PROJECT TASKS Through the West Side South Bend effort, La Casa de Amistad will complete the tasks provided below between May 1 and December 31, 2018. Events and Activities — Host eight monthly networking events — Hold two signature events — Organize special event promotions — Support "Shop Small" efforts — Coordinate ribbon cutting events for business openings and expansions Marketing and Public Relations — Complete marketing activities via social media Serve as liaison between west side businesses and the City of South Bend Department of Community Investment on business development activities _.. Assist the Department of Community Investment and Urban Enterprise Association with marketing of fagade grant program Issue news releases on business openings and expansions Advertise and promote attendance at public meetings Deliverables (to be provided to the City at the end of the contract period) — Provide summary description of completed tasks and outcomes — Submit attendance counts for events — Provide number of ribbon cutting events held — Share member surveys from event attendees and businesses BUDGET & INVOICE DATES Upon presented invoices, La Casa de Amistad shall receive payments totaling $16,000, to be made in three installments on the approximate dates as follows: May 31- $8,000; September 30 - $4,000; December 31- $4,000. BOARD OF PUBLIC WORK'S AGENDA ITEM REVIEW REQUEST FORM Date April26, 2 - 018 Name Michael Divitar49 Department DGI BPW Date, a 8, Z018 Phone Extension 5843 Legal Attorney Name Elliot Anderson Controller review is required for all Contracts $5,000.00 or more Controller ❑ and greater than one year in length per the City Purchasing Policy Purchasing N Agreement F-1 Professional Services El Bid Opening F-1 Quote Opening R Chg Order No. F-1 Ease./Encroach. F-1 Other: Company or Vendor Name New Vendor Project Name Project Number Funding Source Account No. Amount Terms of Contract Purpose/Description Amount of ElL--J H Contract P Amendment El Bid Award El Quote Award F-1 C/O & PCA No F-1 Traffic Control Proposal F-1 Req. to Advertise El PCA R Resolution F-1 Claim Addendum F-1 Title Sheet La Casa de Amistad, Inc. n Yes E] If' Yes, Approved by Purchasing No [J MBE No E Completed E-Verify Form Attached Yes F-1 West Side South Bend Event & Marketing Services EM 404,1001.460.39.79 / 18JVV01 Provide event, marketing, and promotional services to support the West Side Main Streets Initiative Increase $ Decrease $ Previous Amount Current Percent of Change: New Amount Total Percent of Change: Time Extension: Dispersal After Approval Copy Original F-1 El F-1, El 11 El