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HomeMy WebLinkAboutNo. 3114 Approving and authorizing the execution of a Master Agency Agreement by and between the South Bend Redevelopment Commission and the City of South Bend, IN, Board of Public Works relating to 2013 projects RESOLUTION NO. 3114 RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION APPROVING AND AUTHORIZING THE EXECUTION OF A MASTER AGENCY AGREEMENT BY AND BETWEEN THE SOUTH BEND REDEVELOPMENT COMMISSION AND THE CITY OF SOUTH BEND, INDIANA, BOARD OF PUBLIC WORKS RELATING TO 2013 PROJECTS WHEREAS, the South Bend Department of Redevelopment, acting by and through its Redevelopment Commission (the "Commission") has an interest in various properties located in the City of South Bend, Indiana(the "Properties"); and WHEREAS, as part of its redevelopment projects during the calendar year of 2013, the Commission intends to pursue projects that are located on or physically connected to the Properties including new construction and re-construction of streets and other infrastructure improvements located on or physically connected to the Properties (the "Projects"); and WHEREAS, the Commission and the BPW have been parties to certain Master Agency Agreements in prior years and there exist uncompleted Projects from those prior Master Agency Agreements; and WHEREAS,the South Bend Board of Public Works ("BPW") has the expertise and staff to enter into contracts and manage construction of the Projects; and WHEREAS, the BPW and the Commission desire to enter into a Master Agency Agreement wherein the BPW shall act as the Commission's agent with respect to the Projects and other related matters, a copy of said Master Agency Agreement is attached hereto and incorporated herein as Exhibit"A". NOW, THEREFORE, BE IT RESOLVED by the South Bend Redevelopment Commission as follows: Section 1. The Commission hereby approves the Master Agency Agreement and hereby authorizes its execution in substantially the form attached hereto as Exhibit "A" with such changes as the Commission may deem necessary or appropriate upon the advice of counsel, said execution thereof to be conclusive evidence of the Commission's approval of such changes. The Clerk is hereby directed to file a copy of the Master Agency Agreement with the BPW. Section 2. This Resolution shall be in full force and effect after its adoption by the Commission. ADOPTED at a meeting of the South Bend Redevelopment Commission held on December 13, 2012, in Room 1308, County-City Building, South Bend, Indiana 46601. CITY OF SOUTH BEND, DEPARTMENT OF ' DEVELOPME 11$ Marcia I. Jones resident South Bend Redevelopment Commission ATTEST: 444 Donald Alford, Sr. , Secretary South Bend Redevelopment Commission EXHIBIT "A" Master Agency Agreement MASTER AGENCY AGREEMENT 2013 This Master Agency Agreement,made and entered into as of the 1st day of January,2013,by and between the South Bend Department of Redevelopment, acting by and through its Redevelopment Commission(the"Commission")and the City of South Bend,Indiana,a municipal corporation duly organized and existing pursuant to the laws of the State of Indiana, acting by and through its Board of Public Works (the "BPW") for purposes of the Commission designating the BPW to act as the Commission's agent to undertake various projects (the"Project" or"Projects") located on or connected to properties in which the Commission has an interest (the"Properties"). WITNESSETH: WHEREAS, at a meeting on , 2012, the Commission adopted its Resolution No. authorizing the BPW to act as its agent with respect to the Projects which are located in or around the City of South Bend,Indiana,and approving and authorizing the execution of this Master Agency Agreement; and WHEREAS,at a meeting on ,2012,the BPW agreed to act as agent for the Commission and approved and authorized the execution of this Master Agency Agreement with the Commission; and WHEREAS, the Commission and the BPW have been parties to certain Master Agency Agreements in prior years and there exist uncompleted Projects from those prior Master Agency Agreements; and WHEREAS, the Commission and the BPW desire to enter into this Master Agency Agreement in order to permit the completion of existing and new Projects pursuant to the terms and conditions contained herein; and WHEREAS, the BPW desires to act as the agent of the Commission for the purposes set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein,and for other good and valuable consideration,the receipt of which is hereby acknowledged, the BPW and the Commission agree as follows: 1. The Commission hereby empowers and appoints the BPW to act as the Commission's agent for the limited purpose of contracting for and managing the completion of existing Projects and new Projects,the scope of said activities being more specifically described in an Addendum for each Project to be attached to this Master Agency Agreement as each Project becomes known. Each Addendum attached hereto shall be incorporated herein. The BPW shall select the contractors and sub-contractors, if any needed, and shall enter into contracts for the Projects, all on behalf of the Commission. The BPW shall manage each Project to completion and shall accept each Project on behalf of the Commission as provided herein. 2. This Master Agency Agreement shall immediately terminate upon request by the Commission or the BPW or upon any other agreement between the Commission and the BPW or upon notice at least seven (7) days in advance of the date of termination of this Master Agency Agreement. The authority and appointment herein contained is limited to the total cost for each of the Projects added by addendum hereto, as established by the award of contracts by the BPW to complete the Projects pursuant to this Master Agency Agreement. 3. The BPW hereby accepts the appointment as agent of the Commission as described in Paragraph 1 of this Master Agency Agreement. 4. The BPW shall award such contracts as are necessary to complete each of the Projects and shall execute all contracts pursuant to this Master Agency Agreement and on behalf of the Commission. 5. The BPW,in the bidding of each contract,shall adopt specifications pertaining to the work to be performed,the timetable for the performance of the work,require performance,payment, and maintenance bonds as necessary or desirable, and such other matters as may be required by statute and/or the prevailing conditions in the South Bend community for public work,provided that such conditions,specifications and matters are consistent with the requirements set and approved by the Commission. The BPW may make such modifications and amendments as may be required for the completion of each Project, consistent with the overall requirements set and approved by the Commission, and may adopt such special conditions as may be required in its opinion to satisfactorily complete each Project, provided that such modifications, amendments or special conditions do not alter the character of each Project or reduce the value thereof. 6. The Commission hereby empowers the BPW to assume full responsibility for obtaining all necessary licenses,inspections, zoning approvals and permits and for performing any and all acts necessary to comply with the applicable statutory and regulatory requirements regarding the completion of each Project. 7. The sole responsibility for completing the Projects shall be that of the BPW,which has the sole responsibility to deal with contractors and subcontractors in the completion of the Projects. The BPW shall ensure that all components of the Projects are properly invoiced to and titled in the Commission prior to the commencement of each Project. 8. The BPW shall have sole responsibility to inspect,on behalf of the Commission, all aspects of the Projects although the Commission reserves the right, at any time, to conduct such independent inspections as it deems appropriate. If any Project is not completed in accordance with specifications or is unsatisfactory for any reason,the BPW, during the term of this Master Agency Agreement, shall make any and all claims on account thereof against any responsible third party. 9. The Commission hereby assigns to the BPW,during the term of this Master Agency Agreement, all its rights and benefits pursuant to any warranties, duties or obligations of any manufacturer,wholesaler, retailer, installer, contractor or subcontractor who provides any labor or materials for or in any of the Projects. 10. The BPW, on behalf of the Commission, shall be responsible for processing all contractor claims for payment, consistent with its standard procedures. 11. The parties acknowledge that it is the responsibility of the Commission to carry, or cause others to carry, all risk insurance including bodily injury and property damage insurance and the BPW shall have no responsibility to obtain such insurance coverage. 12. The BPW shall accept each of the completed Projects on behalf of the Commission. 13. The terms and conditions of this Master Agency Agreement shall inure to the benefit of and bind the respective parties hereto and their successors in interest and assigns, and no portion of this Master Agency Agreement may be assigned by any party without the prior written consent of the other party. 14. The agency provisions herein contained apply only as stated and shall not be deemed to create any partnership,joint venture or other enterprise of any type or nature between the South Bend Redevelopment Commission and the South Bend Board of Public Works. 15. No amendment, modification or alteration of the terms of this Master Agency Agreement shall be binding unless duly executed by the parties hereto in writing,dated subsequent to the date hereof 16. Each Addendum shall be authorized by each party hereto, shall be executed by the parties and shall be attached to this Master Agency Agreement and become a part hereof. (Signature Page Follows) IN WITNESS WHEREOF, the undersigned execute this Master Agency Agreement to be effective as of the date first written above. CITY OF SOUTH BEND, DEPARTMENT OF REDEVELOPMENT South Bend Redevelopment Commission ATTEST: South Bend Redevelopment Commission CITY OF SOUTH BEND, INDIANA BOARD OF PUBLIC WORKS Gary Gilot, President Donald Inks Kathryn Roos Mark Neal Michael Mecham ATTEST: Linda Martin, Clerk