HomeMy WebLinkAboutAgreement for Goods and Services - CM Buck & Associates dba Associated Control Design - New LED Lighting for Century Center River Lights1316 COUNTY -CITY BUILDING
227 W. JEFFERSON BOULEVARD
SOI ITH BEND. INDIANA 46601-1 930
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SOUTHCITY OF BUTTIGIEG, MAY
Ii;O' 1 iWORKS
November 13, 2018
Michael Brubaker
CM Buck & Associates, Inc. dba Associated Controls & Design
6850 Guion Road
Indianapolis, IN 46268
RE: Agreement for Goods and Services
Dear Mr. Brubaker:
PHONE 574/235-9251
FAx 574/235-9171
The Board of Public Works, at its meeting held on November 13, 2018, approved the above
referenced agreement regarding the integration/programming of new LED lighting to the
Century Center River Lights in the amount of $13,433.
Enclosed please find a copy of the agreement for your records.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
cy
Linda M. Martin, Clerk
Enclosure
GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMES A. MUELLER THERESE J. DORAU
AGREEMENT FOR GOODS AND SERVICES
This Agreement for goods and services (this "Agreement") is entered into on November
13, 2013 (the "Effective Date"), by and between the City of South Bend, acting by and through its
Board of Public Works (the "City"), and CM Buck & Associates, a Indiana corporation, doing
business as, Associated Controls & Design, with its Principal place of business located at 6850
Guion Road, Indianapolis, Indiana (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. Goods and Services. The Provider will provide to the City the goods and services
("Goods and Services") set forth in the Provider's proposal attached hereto as L , 1iJ11 A (the
"Proposal"), which Proposal is incorporated herein. In the event of any conflict between the terms
of this Agreement and the terms of the Proposal, the terms of this Agreement will prevail.
2. one �. gj�Lalion. In exchange for the Goods and Services, and subject to the terms
and conditions of this Agreement, the City will pay the Provider the fee stated in the Proposal (the
"Contract Amount") in accordance with the project budget stated in the Proposal. The City will
pay the Contract Amount in installments upon invoicing by the Provider as set forth in the Proposal
(each a "Contract Installment"). The City will not be required to pay any Contract Installment if
any material default or breach of this Agreement by the Provider exists. 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; Tennination. Unless earlier terminated in accordance with its terms, this
Agreement will commence on the Effective Date and end upon the Provider's satisfaction of all
its obligations hereunder and the City's final payment therefor. 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-
4, payments are subject to annual 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. Failure to provide the Goods and Services in
accordance with this Agreement will be considered a material breach. In the event of such breach,
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 portion of the Contract Amount
expended for matters not within the scope of the Services.
5. Point of Contact,. The City employee identified in Section 9 below will serve as the
City's principal point of contact for purposes of this Agreement.
6. Relationsli i . The Provider shall at all times be an independent contractor for all
services performed and goods supplied 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. 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.
7. 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.
8. Assi a n�enk. The Provider shall not assign or subcontract the whole or any part of
this Agreement or its obligations hereunder without the prior written consent of the City.
9. Notices. Any notice required or permitted to be delivered hereunder shall be
deemed to be delivered, whether or not actually received, 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.
Provider:
CM Buck & Associates, d/b/a
Associated Controls & Design
6850 Guion Road
Indianapolis, IN 6268
Attn: Mike Brubaker
City
City of South Bend
Venues Parks & Arts Department
1020 High Street
South Bend, IN 46601
Attn: Patrick Sherman
10. . 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. The Provider shall comply with all state, federal, and
municipal laws, regulations, and standards applicable to its activities pursuant to this Agreement
including, but not limited to, the requirements imposed by Ind. Code 22-9-1-10 (non-
discrimination), the provisions of Ind. Code 5-22-16.5 (disqualification for dealings with the
government of Iran), and the provisions of Ind. Code 22-5-1.7 (requiring E-Verify for new
employees and prohibiting employment of unauthorized aliens). Each of the foregoing provisions
is incorporated herein as if set forth in full, and the Provider certifies that it is in compliance with
each such provision and shall remain in compliance through the term of this Agreement.
11. 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.
12. lI'sitire Agreement Annejid.nicjitw 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 understanding 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, and any dispute arising out of this
Agreement or otherwise concerning the Provider's rendering of the Services will be resolved in
the courts located in St. Joseph County, Indiana, unless the Parties mutually agree to a different
method of dispute resolution.
13. J v tJtl. i 1-y. All provisions of this Agreement shall be considered as separate terms
and conditions, and in the event any one shall be held illegal, invalid or unenforceable, all the other
provisions hereof shall remain in full force and effect as if the illegal, invalid, or unenforceable
provision were not a part hereof, unless the provision held illegal, invalid or unenforceable is a
material provision of this Agreement, in which case the Provider and the City agree to amend this
Agreement with replacement provisions containing mutually acceptable terms and conditions.
14. Force Maieu,re. The Provider shall not be responsible for any failure or delay in the
performance of any obligation hereunder, if such failure or delay is due to a cause beyond the
Provider's reasonable control, including, but not limited to acts of God, flood, fire, volcano, war,
third -party suppliers, labor disputes or governmental acts.
[Signature page follows.]
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement for Professional
Services to be effective as of the Effective Date stated above.
CM BUCK & ASSOCIATES, INC.,
ASSOCIATED CONTROLS & DESIGN
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CITY OF SOUTH BEND, INDIANA
BOARD OF PUBLIC�WO K�°
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ar ! A. Gilot,
President
Suzanna Fritzberg, Member
Therese J, to u, Member
Efizabeth A... aradik, Member_
James A. Mueller, Member
4
EXHIBIT A
Proposal
[See attached]
EXHIBIT B
Contractor Affidavit
[See attached]
Date: Nov. 13th 2018
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Exhibit A
)uote: ACD18-29139-1
Project Shakespeare South Bend - South Bend
Century Center
Location
Quote ACD18-29139-1
To:
Century Center
QTY Type MFG
32 ACDFS
2 ACDP
40 ACDFS
ACDP
ACDL
Page 1/1
Associated Controls + Design
6850 Guion Road
Indianapolis IN 46268
Phone: (877) 298-3961
Fax: (317) 293-0281
From: Lauryn Tuttle
Quoter Ph:
Email: Ituttle@acdtheatrical.com
For
Date Nov 13th, 2018
Part
AIMING
Aiming for hte Rapids
PD
CENTURY CENTER
Century Center new controls integration, including lighting already
installed as well as rapids
PD
SHAKESPEARE LIGHTING DESIGN
Programming & Creating Lighting Sequence
Total: $13,433.00
Terms and conditions of sale:
• Shipping not included unless otherwise specified herein.
• A 3% fee will be added to the total amount on all payments made with a credit card.
• Installation, if included and unless otherwise specified herein:
o Occurs during normal working hours (7am - 5pm, Monday through Friday)
o Does not include evenings, weekends, or holidays
o Does not include overtime
o Includes all related expenses: travel, housing, etc.
• Unless noted above, all existing electronics and system hardware not reused in the new system will be removed
and properly disposed of by ACD.
• Professional engineering (structural and/or electrical) is not included unless otherwise
specified herein.
• Existing electrical and/or structural infrastructure is assumed to be adequate to support
the quoted equipment. Unless specified herein, engineering and any remediation
required is not included.
• Associated Controls + Design reserves the right to correct typographical errors.
• Prices apply only for an order containing all items quoted and in no less than quantities
noted.
• All product quoted is subject to approval.
• Prices do not include lamps, spare material, fuses, special finishes, mounting devices,
installation, or applicable taxes unless otherwise specified herein.
• All orders are subject to manufacturer's published terms and conditions.
Lauryn Tuttle Page 1/1
Exhibit B
When the prospective Contractor is unable to certify to any of theVatemenix beto►v, it shall attach an e-rplaaation to thk 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)
STATE Of � )
SS:
-AIAZU0„3 COUNTY )
The undersigned Contractor, being duly sworn upon his/her/its oath, affirms under the penalties of perjury that:
1. 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
3. Contractor has not, nor has any successor to, nor an affiliate of, Contractor, engaged in
investment activities in Iran.
a. 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 § 5-22-16.5-5, as amended from
time -to -time.
b. As provided by Ind. Code § 5-22-16.5-8, 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 anil iate, is a financial instiitution that extends twenty
million dollars (20,000000) or more in credit to another person for forty-five (5)
days or more, if that person will (i) use the credit to provides goods and services in.
Non -Collusion Non-Mbu mcnl Affidavit Non Imn Form
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 oral[ 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, gender expression, gender identity, sexual orientation 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 (lie 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.
Non -Collusion Non-Mbarment AIGJuvn Non Iran Fonn
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, gender
expression, gender identity, sexual orientation, handicap, national origin or ancestry. Breach of
this provision may be regarded as material breach of contract.
I, 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 me for this project will
use steel products or foundry products made in the United States on this project if awarded. 1
understand I have an affirmative duty to notify the City in my bid that my proposal does not
include the use of steel products or foundry products made in the United States. I understand it is
my sole obligation and responsibility to provide a justification to the City, subject to review and
approval, why the cost of United States made steel or foundry products is unreasonable. Prior to
award and upon submission of bid which does not use steel products or foundry products made
in the United States, the City, through its director of public works, shall make a determination if
the price of United States made steel or foundry is unreasonable. I understand that violations
hereunder may result in forfeiture of contractual payments.
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 " day of UA1& , 20_0
N Lsr +
Contractor/Bidder (Firm)
Signature of ContractorlBidder or [ts Agent
Printed Name and Title
Subscribed and sworn to before me this J& day of Jipoc .20
My Commission Expires / — m,, „�-
County of Residence
Non-COIIUSiDn Non-Mbarment Alfdavil Non Iran Form
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ORADFORO L. HOLE
sell
EIMlk
Notary Pub k - State of Indiana
Johme" county
Commission Errylres tact 9, 2024
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date
Name
11 /08/2018
Patrick Sherman
Department Venues Parks & Arts
BPW Date 11/13/2018 Phone Extension 5601
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w .._� Submittal t. ...���
o Board Re u'
_......_��._.�_ . fired. Prior to Sub __.._ ...-��.,..��.....��_ ..... �..
Legal I Attorney Name Clara McDaniels
Controller ® Controller review is required for all Contracts $5,000.00 or more and
greater than one year in length per the City Purchasing Policy
Purchasing Michael Schmidt
I_..I Agreement LJ Contract H Proposal ❑ Addendum
® Professional Services ❑ Resolution
❑ Bid Opening ❑ Bid Award E] Req. to Advertise ❑ Title Sheet
EI Quote Opening Quote Award
0' Change Order No. ❑ C/O & PCA No. ❑ PCA
❑ Ease/Encroach. ❑ Traffic Control
F1 Other:
Company or Vendor Name C M Buck & Associates,d/b/a Associated Controls + Desian
New Vendor
Yes Z No F1 If Yes, Approved by Purchasing
MBE/WBE Contractor
[_1 MBE ❑ WBE
MBE/WBE Contractor Requested ❑ No ❑ Yes Name of Company
Project Name
Century Center Lighting Intecration ............. . _�................
Project Number
1064-2018
Funding Source
................ .....
Hotel/Motel Tax Fund
Account No.
N/A
Amount
$ 13,433.00
Terms of Contract
Per Exhibit A
Purpose/Description
Inte ration/Pro ra�nmin of new LED H htin to river li hts
Z Required Contractor's Certification Form Attached (Non-
mmmw__yCollusion,
Non -Discrimination„ Non -Debarments E Vri,Iran, etc.
Reodired For Chuanae Orders Only
Amount of El Increase
n Decrease
Previous Amount $
Current Percent of Change:
New Amount $
Total Percent of Change:
Dispersal After Approval
Copy
Original
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