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HomeMy WebLinkAboutAsphalt Patching for Water Utility Parking LotCity of Evansto AGREEMENT (Goods and Services between $10,000 to $20,000) The Parties to this Agreement are the City of Evanston and Vendor. This Agreement, consisting of the signature page and numbered sections listed below and any attachments referenced in this Agreement, constitutes the entire Agreement between the Parties conceming the subject matter of the Agreement, and supersedes all prior proposals, Agreements and understandings between the Parties concerning the subject matter of the Agreement. This Agreement can be signed in multiple counterparts and signature may be electronic or digital upon agreement of the Parties. 1. TERM AND TERMINATION 2. DESCRIPTION OF SUPPLIES AND SERVICES 3. PRICING 4. STANDARD BUSINESS TERMS AND CONDITIONS 5. STANDARD CERTIFICATIONS 6. DISCLOSURES AND CONFLICTS OF INTEREST 7. SUPPLEMENTAL PROVISIONS In consideration of the mutual covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to the terms and conditions set forth herein and have caused this Agreement to be executed by their duly authorized representatives on the dates shown below. VENDOR CITY OF EVANSTON (Vendor Name) Rabine Paving (Procuring Department Name) Utilities e Signature Official Signature l'� Printed Name 4,1 4 N/A1114r Printed Name Wallv Bobkiewicz Title irs..MESS 1Nr,,Pc.nawgn/T Date Address 900 National Parkway. Suite 260 Schaumburg, It. 60173 Phone (847)995-0555 Fax E-mail keithomallev(&rabinearouo.com CITY USE ONLY PB(X Contract # Ref. If Subcontractor Utilization? 11 Yes U1 No Approved as to form: Funding Source el I Approval W. Grant Farrar Sianature Date/Painted Name Phone '-°vivugdtiun uounse i E-mail Title Citv Manaaer 0,.�� Date Designee Signature 6�1c� F� _.dC.d. Printed Name David Stoneback Title Director Address 555 Lincoln Street Evanston IL 60201 Proiect Title Procurement Method /IFB RFP Small. etc) Publication Date Subcontractor Disclosure? Q Yes rNo Obliaalion # NOT PART OF CONTRACTUAL PROVISIONS Award Code: Revision 10/2011 Page 1 1.1 TERM OF THIS AGREEMENT: This Agreement has an initial term of June 15, 2012 — August 7, 2012. If a start date is not identified, the term shall commence upon the last dated signature of the Parties. Vendor shall not commence billable work in furtherance of the Agreement prior to final execution of the Agreement. 1.2 RENEWAL: Subject to the maximum total term as identified above, the City has the option to renew for the following term(s): Not applicable. Pricing for the renewal term(s), or the formula for determining price is shown in the pricing section of this Agreement. Any renewal is subject to the same terms and conditions as the original Agreement except as stated below in this subsection. The City may renew this Agreement for any or all of the option periods specified; may exercise any of the renewal options early and may exercise more than one option at a time based on continuing need and favorable market conditions when in the best interest of the City. The Agreement shall not renew automatically nor shall the Agreement renew solely at Vendor's option. 1.3 TERMINATION FOR CAUSE: The City may terminate this Agreement, in whole or in part, immediately upon notice to Vendor if: (a) the City determines that the actions or inactions of Vendor, its agents, employees or subcontractors have caused, or reasonably could cause, jeopardy to health, safety, or property, or (b) Vendor has notified the City that it is unable or unwilling to perform the Agreement. If Vendor fails to perform to the City's satisfaction any material requirement of this Agreement, is in violation of a material provision of this Agreement, or the City determines that Vendor lacks the financial resources to perform the Agreement, the City shall provide written notice to Vendor to cure the problem identified within the period of time specified in the City's written notice. If not cured by that date, the City may either: (a) immediately terminate the Agreement without additional written notice or (b) enforce the terms and conditions of the Agreement. For termination due to any of the causes contained in this Section, the City retains its rights to seek any available legal or equitable remedies and damages. 1.4 TERMINATION FOR CONVENIENCE: The City may, for its convenience and with 7 days prior written notice to Vendor, terminate this Agreement in whole or in part and without payment of any penalty or incurring any further obligation to Vendor. Vendor shall be entitled to compensation upon submission of invoices and proof of claim for supplies and services provided in compliance with this Agreement up to and including the date of termination. Page 1 2. DESCRIPTION OF SUPPLIES AND SERVICES 2.1 GOAL: To utilize the knowledge and expertise of Vendor, that is lacking in the Procuring Department's staff, to obtain supplies and services necessary to help meet the responsibilities of the Procuring Department, 2.2 SUPPLIES AND/OR SERVICES REQUIRED: 2.3 MILESTONES AND DELIVERABLES: Vendor shall not perform services, provide supplies or incur expenses in amount exceeding the amount shown in this Section, unless the City has authorized a higher amount in writing prior to Vendor performing the services, providing the supplies, or incurring the expenses. Not -to -exceed $ $12.996.75 2.4 VENDOR / STAFF SPECIFICATIONS: See attached Rabine Paving proposal dated May 1, 2012. 2.5 ASSIGNMENT AND SUBCONTRACTING: 2.5.1 This Agreement may not be assigned, transferred in whole or in part by Vendor without the prior written consent of the City. 2.5.2 For purposes of this section, subcontractors are those specifically hired to perform all or part of the work covered by the Agreement. Will subcontractors be utilized? ❑ Yes ❑ No 2.5.3 Vendor shall describe below the names and addresses of all authorized subcontractors to be utilized by Vendor in the performance of this Agreement, together with a description of the work to be performed by the subcontractor and the anticipated amount of money that each subcontractor is expected to receive pursuant to this Agreement. Vendor shall provide a copy of any subcontracts within 20 days of execution of this Agreement for approval by the City. Vendor shall be responsible for the accuracy and quality of any subcontractor's performance. Subcontractor Name Address Subcontractor Name Address Amount to be paid Description of work Amount to be paid Description of work 2.5.4 Vendor shall obtain approval from the City prior to hiring any additional or substitute subcontractors during the term of this Agreement. Vendor may, upon request of the City, provide to the City a draft subcontractor agreement for review and approval prior to the execution of the subcontract. Subontractor agreements shall provide that services to be performed under the subcontracting agreement shall not be sublet, sold, transferred, assigned or otherwise disposed of to another entity or person without the City's prior written consent. 2.5.5 All subcontracts must include the same certifications that Vendor must make as a condition of this Agreement. 2.6 TRANSPORTATION AND DELIVERY: 2.7 WHERE SERVICES ARE TO BE PERFORMED: Unless otherwise specified in this section all services shall be performed in the United States, If Vendor manufactures the supplies or performs the services purchased hereunder in another country in violation of this provision, such action may be deemed by the City as a breach of the Agreement by Vendor. Vendor shall disclose the locations where the services required shall be performed and the known or anticipated value of the services to be performed at each location. If Vendor received additional consideration in the evaluation based on work being performed in the United States, it shall be a breach of contract if Vendor shifts any such work outside the United States. Location where services will be performed Value of services performed at this location Location where services will be performed Value of services performed at this location 2.8 SCHEDULE OF WORK: Any work performed on City premises shall be done during the hours designated by the City and performed in a manner that does not interfere with the City and its personnel. Page 2 2.9 WARRANTIES FOR SUPPLIES AND SERVICES 2.9.1 Vendor warrants that the supplies furnished under this Agreement will: (a) conform to the standards, specifications, drawing, samples or descriptions furnished by the City or furnished by Vendor and agreed to by the City, including but not limited to all specifications attached as exhibits hereto; (b) be merchantable, of good quality and workmanship, and free from defects for a period of twelve months or longer if so specified in writing, and fit and sufficient for the intended use; (c) comply with all federal and City laws, regulations and ordinances pertaining to the manufacturing, packing, labeling, sale and delivery of the supplies; (d) be of good title and be free and clear of all liens and encumbrances and; (e) not infringe any patent, copyright or other intellectual property rights of any third party. Vendor agrees to reimburse the City for any losses, costs, damages or expenses, including without limitations, reasonable attorney's fees and expenses, arising from failure of the supplies to meet such warranties. 2.9.2 Vendor shall insure that all manufacturers' warranties are transferred to the City and shall provide a copy of the warranty. These warranties shall be in addition to all other warranties, express, implied or statutory, and shall survive the City's payment, acceptance, inspection or failure to inspect the supplies. 2.9.3 Vendor warrants that all services will be performed to meet the requirements of the Agreement in an efficient and effective manner by trained and competent personnel. Vendor shall monitor performances of each individual and shall reassign immediately any individual who is not performing in accordance with the Agreement, who is disruptive or not respectful of others in the workplace, or who in any way violates the Agreement or City policies. 2.10 REPORTING, STATUS AND MONITORING SPECIFICATIONS: 2.10.1 Vendor shall immediately notify the City of any event that may have a material impact on Vendor's ability to perform the Agreement Page 3 3. PRICING 3.1 METHOD AND RATE OF COMPENSATION: The City will compensate Vendor for the initial term as follows ❑ Houriv ❑ Monthly ❑ Annually ® Project $12.996.75 ❑ Item (show unit of measure and rate) 3.2 TYPE OF PRICING: Pricing under this Agreement is ® Firm Pavment upon completion of milestones ❑ Estimated 3.3 RENEWAL COMPENSATION: If this Agreement is renewed, the price shall be at the same rate as for the initial term unless a different compensation or formula for determining the renewal compensation is stated in this section. 3A EXPENSES: Any expenses that Vendor may charge are shown in this section. The City will not compensate Vendor for expenses related to travel, lodging or meal. 3.5 TAX: Vendor shall not bill for any taxes unless accompanied by proof the City is subject to the tax. If necessary, Vendor may request the applicable City's Illinois tax exemption number and federal tax exemption information. 3.6 INVOICING: Vendor shall invoice at the completion of the Agreement unless invoicing is tied in this Agreement to milestones, deliverables, or other invoicing requirements agreed to in this Agreement. Send invoices to Lara N. Biocs. 555 Lincoln Street, Evanston. IL 60201 3.7 PAYMENT TERMS AND CONDITIONS: 3.7.1 By submitting an invoice, Vendor certifies that the supplies or services provided meet all requirements of the Agreement, and the amount billed and expenses incurred are as allowed in the Agreement. Invoices for supplies purchased, services performed and expenses incurred through December 31 of any year must be submitted to the City no later than January 31 of the next subsequent year. 3.7.2 Payments, including late payment charges, will be paid in accordance with all applicable laws and rules of the City of Evanston and the State of Illinois. Remedies provided for therein shall be Vendor's sole remedy for late payments by the City. Payment terms contained on Vendor's invoices shall have no force and effect. 3.7.3 The City will not pay for supplies provided or services rendered, including related expenses, incurred prior to the execution of this Agreement by the Parties even if the effective date of the Agreement is prior to execution. 3.7.4 As a condition of receiving payment Vendor must (i) be in compliance with the Agreement, (4) pay its employees prevailing wages when required by law (Examples of prevailing wage categories include public works, printing, janitorial, window washing, building and grounds services, site technician services, natural resource services, security guard and food services). Vendor is responsible for contacting the Illinois Dept. of Labor 217-782-6206; http://www.state.il.us/DepartmentlidoUindex.htm to ensure compliance with prevailing wage requirements), (iii) pay its suppliers and subcontractors according to the terms of their respective contracts, and (iv) provide lien waivers to the City upon request. Page 4 !�'3�i1:G717711F�1� 1��3i�7iri7.�e171�7�Z�17Ii7ji(�7i!l 4.1 AVAILABILITY OF APPROPRIATION: This Agreement is contingent upon and subject to the availability of funds. The City, at its sole option, may terminate or suspend this Agreement, in whole or in part, without penalty or further payment being required, if a reduction in funding is necessary or advisable based upon actual or projected budgetary considerations. Vendor will be notified in writing of the failure of appropriation or of a reduction or decrease. 4.2 AUDITIRETENTION OF RECORDS: Vendor and its subcontractors shall maintain books and records relating to the performance of the Agreement or subcontract and necessary to support amounts charged to the City under the Agreement or subcontract. Books and records, including information stored in databases or other computer systems, shall be maintained by Vendor for a period of three years from the later of the date of final payment under the Agreement or completion of the Agreement, and by the subcontractor for a period of three years from the later of final payment under the term or completion of the subcontract. If federal funds are used to pay contract costs, Vendor and its subcontractors must retain its records for five years. Books and records required to be maintained under this section shall be available for review or audit by representatives of the City upon reasonable notice and during normal business hours. Vendor and its subcontractors shall cooperate fully with any such audit and with any investigation conducted by any of these entities. Failure to maintain books and records required by this section shall establish a presumption in favor of the City for the recovery of any funds paid by the City under the Agreement for which adequate books and records are not available to support the purported disbursement. Vendor or subcontractors shall not impose a charge upon the City for audit or examination of Vendor's books and records. 4.3 TIME IS OF THE ESSENCE: Time is of the essence with respect to Vendor's performance of this Agreement. Vendor shall continue to perform its obligations while any dispute concerning the Agreement is being resolved, unless otherwise directed by the City. 4.4 NO WAIVER OF RIGHTS: Except as specifically waived in writing, failure by a Party to exercise or enforce a right does not waive that Party's right to exercise or enforce that or other rights in the future. 4.5 FORCE MAJEURE: Failure by either Party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control and not due to its negligence including acts of nature, acts of terrorism, riots, labor disputes, fire, flood, explosion, and governmental prohibition. The non -declaring Party may cancel the Agreement without penalty if performance does not resume within 30 days of the declaration. 4.6 CONFIDENTIAL INFORMATIONIFOIA: Each Party, including its agents and subcontractors, to this Agreement may have or gain access to confidential data or information owned or maintained by the other Party in the course of carrying out its responsibilities under this Agreement. Vendor shall presume all information received from the City or to which it gains access pursuant to this Agreement is confidential. Vendor information, unless clearly marked as confidential and exempt from disclosure under the Illinois Freedom of Information Act ("FOIA"), 5 ILCS 140/7 at. seq., shall be considered public. No confidential data collected, maintained, or used in the course of performance of the Agreement shall be disseminated except as authorized by law and with the written consent of the disclosing Party, either during the period of the Agreement or thereafter. The receiving Party must return any and all data collected, maintained, created or used in the course of the performance of the Agreement, in whatever form it is maintained, promptly at the end of the Agreement, or earlier at the request of the disclosing Party, or notify the disclosing Party in writing of its destruction. Upon notification by the City that it has received a Freedom of Information Act request that calls for records within the Vendor's control, the Vendor shall promptly provide all requested records to the City so that the City may comply with the request within the limited statutory timeframes required by FOIA. Vendor shall indemnify and defend the City from and against all claims arising from the City's exceptions to disclosing certain records which Vendor may designate as proprietary or confidential. Compliance by the City with an opinion or a directive from the Illinois Public Access Counselor or the Attorney General under FOIA, or with a decision or order of Court with jurisdiction over the City, shall not be a violation of this Section. 4.7 USE AND OWNERSHIP: All work performed or supplies created by Vendor under this Agreement, whether written documents or data, goods or deliverables of any kind, shall be deemed work -for -hire under copyright law and all intellectual property and other laws, and the City is granted sole and exclusive ownership to all such work, unless otherwise agreed in writing. Vendor hereby assigns to the City all right, title, and interest in and to such work including any related intellectual property rights, and/or waives any and all claims that Vendor may have to such work including any so-called "moral rights" in connection with the work. Vendor acknowledges the City may use the work product for any purpose. Confidential data or information contained in such work shall be subject to confidentiality provisions of this Agreement. 4.8 INDEMNIFICATION AND LIABILITY: Vendor shall defend, indemnify and hold harmless the City and its officers, elected and appointed officials, agents, and employees from any and all liability, losses, or damages as a result of claims, demands, suits, actions, or proceedings of any kind or nature, including but not limited to costs, and fees, including attorney's fees, judgments or settlements, resulting from or arising out of any negligent or willful act or omission on the part of Vendor or Vendor's subcontractors, employees, agents or subcontractors during the performance of this Agreement. Such indemnification shall not be limited by reason of the enumeration of any insurance coverage herein provided. This provision shall survive completion, expiration, or termination of this Agreement. Nothing contained herein shall be construed as prohibiting the City, or its officers, agents, or employees, from defending through the selection and use of their own agents, attorneys, and experts, any claims, actions or suits brought against them. Vendor shall be liable for the costs, fees, and expenses incurred in the defense of any such claims, actions, or suits. Nothing herein shall be construed as a limitation or waiver of defenses available to the City and employees and agents, including but not limited to the Illinois Local Governmental and Governmental Employees Tort Immunity Act, 745 ILCS 10/1-101 et seq. Page 5 At the City Corporation Counsel's option, Vendor must defend all suits brought upon all such Losses and must pay all costs and expenses incidental to them, but the City has the right, at its option, to participate, at its own cost, in the defense of any suit, without relieving Vendor of any of its obligations under this Agreement. Any settlement of any claim or suit related to this Project by Vendor must be made only with the prior written consent of the City Corporation Counsel, if the settlement requires any action on the part of the City. To the extent permissible by law, Vendor waives any limits to the amount of its obligations to indemnify, defend, or contribute to any sums due under any Losses, including any claim by any employee of Vendor that may be subject to the Illinois Workers Compensation Act, 820 ILCS 305/1 at seq. or any other related law or judicial decision, including but not limited to, Kotecki v. Cyclops Welding Corporation, 146 III. 2d 155 (1991). The City, however, does not waive any limitations it may have on its liability under the Illinois Workers Compensation Act, the Illinois Pension Code or any other statute. Vendor shall be responsible for any losses and costs to repair or remedy work performed under this Agreement resulting from or arising out of any act or omission, neglect, or misconduct in the performance of its Work or its subcontractors' work. Acceptance of the work by the City will not relieve Vendor of the responsibility for subsequent correction of any such error, omissions and/or negligent acts or of its liability for loss or damage resulting therefrom. All provisions of this Section 4.8 shall survive completion, expiration, or termination of this Agreement. 4.9 INSURANCE: Vendor shall, at its own expense, secure and maintain in effect throughout the duration of this contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the services and work hereunder by Vendor, its agents, representatives, employees or subcontractors. Vendor acknowledges and agrees that if it fails to comply with all requirements of this Section 4.9, the City may void this Agreement. Vendor must give to the City Certificates of Insurance identifying the City to be an additional insured for the services required pursuant to the Agreement before City staff recommends award of the contract to City Council. Any limitiations or modifications on the Certificate of Insurance issued to the City in compliance with this Section that conflict with the provisions of this Section 4.9 shall have no force and effect. If requested, Vendor shall give the City a certified copy(ies) of the insurance policy(ies) evidencing the amounts set forth in this Section. The policies must be delivered to the City within two (2) weeks of the request. All insurance policies shall be written with insurance companies licensed or authorized to do business in the State of Illinois and having a rating of not less than A-VII according to the A.M. Best Company. Should any of the insurance policies be canceled before the expiration date, the issuing company will mail thirty (30) days written notice to the City. Vendor shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein. Any deductibles or self -insured retentions must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration and defense expenses. Vendor shall carry and maintain at its own cost with such companies as are reasonably acceptable to City all necessary liability insurance (which shall include as a minimum the requirements set forth below) during the term of this Agreement, for damages caused or contributed to by Vendor, and insuring Vendor against claims which may arise out of or result from vendor's performance or failure to perform hereunder: a) Worker's compensation in statutory limits and employer's liability insurance in the amount of at least five hundred thousand dollars ($500,000); b) Comprehensive general liability coverage which designates the City as an additional insured for not less than one million dollars ($1,000,000) combined single limit for bodily injury, death and property damage, per occurrence; c) Comprehensive automobile liability insurance covering owned, non -owned, and leased vehicles for not less than one million dollars ($1,000,000) combined single limit for bodily injury, death, or property damage, per occurrence; and d) Errors and omissions or professional liability insurance respecting any insurable professional services hereunder in the amount of at least one million dollars ($1,000,000). Vendor's certificate of insurance shall contain a provision that the coverage afforded under the policy(s) will not be canceled or reduced without thirty (30) days prior written notice (hand delivered or registered mail) to the City. Vendor shall promptly forward new certificate(s) of insurance evidencing the coverage(s) required herein upon annual renewal of the subject policies. Vendor understands that the acceptance of Certificates of Insurance, policies, and any other documents by the City in no way releases Vendor and its subcontractors from the requirements set forth herein. Vendor expressly agrees to waive its rights, benefits and entitlements under the "Other Insurance' clause of its commercial general liability insurance policy as respects the City. In the event Vendor fails to purchase or procure insurance as required above, the parties expressly agree that Vendor shall be in default under this Agreement, and that the City may recover all losses, attorney's fees and costs expended in pursuing a remedy, or reimbursement, at law or in equity, against Vendor. 4.10 INDEPENDENT CONTRACTOR: Vendor shall act as an independent contractor and not an agent or employee of, or joint venturer with the City. All payments by the City shall be made on that basis. 4.11 SOLICITATION AND EMPLOYMENT: Vendor shall not employ any person employed by the City during the term of this Agreement to perform any work under this Agreement. Vendor shall give notice immediately to the City if Vendor solicits or intends to solicit City employees to perform any work under this Agreement. Page 6 4.12 COMPLIANCE WITH THE LAW: Vendor, its employees, agents, and subcontractors shall comply with all applicable federal, state, and local laws, rules, ordinances, regulations, orders, federal circulars and all license and permit requirements in the performance of this Agreement. Vendor shall be in compliance with applicable tax requirements and shall be current in payment of such taxes. Vendor shall obtain at its own expense, all licenses and permissions necessary for the performance of this Agreement. 4.13 BACKGROUND CHECK: Whenever the City deems it reasonably necessary for security reasons, the City may conduct at its expense, criminal and driver history background checks of Vendor's and subcontractors officers, employees or agents. Vendor or subcontractor shall reassign immediately any such individual who, in the opinion of the City, does not pass the background check. 4.14 APPLICABLE LAWNENUE: This Agreement shall be construed in accordance with and is subject to the laws and rules of the City of Evanston and the State of Illinois. The Department of Human Rights' Equal Opportunity requirements (44111. Adm. Code 750) are incorporated by reference. The City shall not enter into binding arbitration to resolve any dispute related to this Agreement. The City does not waive tort immunity by entering into this Agreement. In compliance with the Illinois and federal Constitutions, the Illinois Human Rights Act, the U. S. Civil Rights Act, and Section 504 of the federal Rehabilitation Act and other applicable laws and rules, the City does not unlawfully discriminate in employment, contracts, or any other activity. Venue for any action out of or due to this Agreement shall be in Cook County, Illinois, 4.15 ANTI-TRUST ASSIGNMENT: If Vendor does not pursue any claim or cause of action it has arising under antitrust laws relating to the subject matter of the Agreement, then upon request of the City's Corporation Counsel, Vendor shall assign to the City rights, title and interest in and to the claim or cause of action. 4.16 CONTRACTUAL AUTHORITY: The Department that signs for the City shall be the only City entity responsible for performance and payment under the Agreement. When the City's authorized designee signs in addition to an Department, they do so as approving officer and shall have no liability to Vendor. 4.17 NOTICES: Notices and other communications provided for herein shall be given in writing by registered or certified mail, return receipt requested, by receipted hand delivery, by courier (UPS, Federal Express or other similar and reliable carrier), by e-mail, or by fax showing the date and time of successful receipt. Notices shall be sent to the individuals who signed the Agreement using the contact information following the signatures. Each such notice shall be deemed to have been provided at the time it is actually received. By giving notice, either Party may change the contact information, 4.18 MODIFICATIONS AND SURVIVAL: Amendments, modifications and waivers must be in writing and signed by authorized representatives of the Parties. Any provision of this Agreement officially declared void, unenforceable, or against public policy, shall be ignored and the remaining provisions shall be interpreted, as far as possible, to give effect to the Parties' intent. All provisions that by their nature would be expected to survive, shall survive termination. In the event of a conflict between the City's and Vendor's terms, conditions and attachments, the City's terms, conditions and attachments shall prevail. 4.19 PERFORMANCE RECORD / SUSPENSION: Upon request of the City, Vendor shall meet to discuss performance or provide contract performance updates to help ensure proper performance of the Agreement. The City may consider Vendor's performance under this Agreement and compliance with law and rule to determine whether to continue the Agreement, suspend Vendor from doing future business with the City for a specified period of time, or to determine whether Vendor can be considered responsible on specific future contract opportunities. 4.20 FREEDOM OF INFORMATION ACT: This Agreement and all related public records maintained by, provided to or required to be provided to the City are subject to the Illinois Freedom of Information Act notwithstanding any provision to the contrary that may be found in this Agreement. 4.21 SUCCESSORS AND ASSIGNS: The City and Vendor each bind themselves and their partners, successors, executors, administrators, and assigns to the other party of the Agreement and to the partners, successors, executors, administrators, and assigns of such other party in respect to all covenants of this Agreement. Neither the City nor Vendor shall assign, sublet, or transfer its interest in this Agreement without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of any public body, which may be a party hereto, nor shall it be construed as giving any right or benefits hereunder to anyone other than the City and Vendor. 4.22 NON•WAIVER OF RIGHTS: No failure of either party to exercise any power given to it hereunder or to insist upon strict compliance by the other party with its obligations hereunder, and no custom or practice of the parties at variance with the terms hereof, nor any payment under this Agreement shall constitute a waiver of either parry's right to demand exact compliance with the terms hereof. 4.23 SEVERABILITY: Except as otherwise provided herein, the invalidity or unenforceability of any particular provision, or part thereof, of this Agreement shall not affect the other provisions, and this Agreement shall continue in all respects as if such invalid or unenforceable provision had not been contained herein. 4.24 COUNTERPARTS: For convenience, this Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original. Page 7 4.25 SAVINGS CLAUSE: If any provision of this Agreement, or the application of such provision, shall be rendered or declared invalid by a court of competent jurisdiction, or by reason of its requiring any steps, actions, or results, the remaining parts or portions of this Agreement shall remain in full force and effect. Page 8 5. STANDARD CERTIFICATIONS Vendor acknowledges and agrees that compliance with this section and each subsection for the term of the Agreement and any renewals is a material requirement and condition of this Agreement. By executing this Agreement, Vendor certifies compliance with this section and each subsection and is under a continuing obligation to remain in compliance and report any non-compliance. This section, and each subsection, applies to subcontractors used on this Agreement. Vendor shall include these Standard Certifications in any subcontract used in the performance of the Agreement. If this Agreement extends over multiple fiscal years including the initial term and all renewals, Vendor and its subcontractors shall confirm compliance with this section in the manner and format determined by the City by the date specified by the City and in no event later than January 1 of each year that this Agreement remains in effect. If the Parties determine that any certification in this section is not applicable to this Agreement, it may be stricken without affecting the remaining subsections. 5.1 As part of each certification, Vendor acknowledges and agrees that should Vendor or its subcontractors provide false information, or fail to be or remain in compliance with the Standard Certification requirements, one or more of the following sanctions will apply: • the Agreement may be void by operation of law, • the City may void the Agreement, and • Vendor and it subcontractors may be subject to one or more of the following: suspension, debarment, denial of payment, civil fine, or criminal penalty. Identifying a sanction or failing to identify a sanction in relation to any of the specific certifications does not waive imposition of other sanctions or preclude application of sanctions not specifically identified. 5.2 Vendor certifies it and its employees will comply Win applicable provisions of the U.S. Civil Rights Act, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 at seq.) and applicable rules in performance under this Agreement. 5.3 Vendor certifies it is a properly formed and existing legal entity (30 ILCS 500/1.15.80, 20-43); and as applicable has obtained an assumed name certificate from the appropriate authority, or has registered to conduct business in Illinois and is in good standing with the Illinois Secretary of State. 5.4 If Vendor, or any officer, director, partner, or other managerial agent of Vendor, has been convicted of a felony under the Sarbanes-Oxley Act of 2002, or a Class 3 or Class 2 felony under the Illinois Securities Law of 1953, Vendor certifies at least five years have passed since the date of the conviction. Vendor further certifies that it is not barred from being awarded a contract and acknowledges that the City shall declare the Agreement void if this certification is false (30 ILCS 500/50-10.5). 5.5 Vendor certifies that it and its affiliates are not delinquent in the payment of any fees, fines, damages, or debts to the City. 5.6 In accordance with the Steel Products Procurement Act, Vendor certifies steel products used or supplied in the performance of a contract for public works shall be manufactured or produced in the United States, unless the head of the procuring Department grants an exception (30 ILCS 565). 5.7 Vendor certifies it has not been convicted of bid rigging or bid rotating or any similar offense, nor has Vendor made an admission of guilt of such conduct that is a matter of record (720 ILCS 5/33 E-3, E-4). 5.8 Vendor certifies it complies with the Section 1.12-5 of the City of Evanston Code and the Illinois Department of Human Rights Act and rules applicable to public contracts, including equal employment opportunity, refraining from unlawful discrimination, and having written sexual harassment policies (775 ILCS 5/2-105). 5.9 Vendor certifies that it shall employ only persons duly licensed by the State of Illinois to perform professional services under this Agreement for which applicable Illinois law requires a license, subject to prior approval of the City. 5.10 Vendor certifies that if more favorable terms are granted by Vendor to any similar governmental entity in any state in a contemporaneous agreement let under under the same or similar financial terms and circumstances for comparable goods or services, the more favorable terms shall be applicable under this Agreement. Page 9 6.0 DISCLOSURES AND CONFLICTS OF INTEREST Section 1: Conflict of Interest Prohibited Vendor shall not have any public or private interest and shall not acquire directly or indirectly any such interest which conflicts in any manner with its performance under this Agreement. Section 2: DebarmentlLegal Proceeding Disclosure (Alt Vendors must complete this section). Vendor must identify any of the following that occurred for it or any if its officers or directors within the previous 10 years: Debarment from contracting with any governmental entity Yes ❑ No Professional licensure discipline Yes ❑ No Yl Bankruptcies Adverse civil judgments and administrative findings Yes ❑ Yes ❑ No No W Criminal felony convictions Yes ❑ No LZ If any of the above is checked yes, please identify with descriptive information the nature of the debarment and legal proceeding. The City reserves the right to request more informati n, should e information need further clarification. U t Vc.. ,. ,.'Ai sx � Page 10 SUPPLEMENTAL PROVISIONS 7.1 City Supplemental Provisions ❑ Definitions ❑ Required Federal Clauses, Certifications and Assurances ❑ ARRA Requirements (American Recovery and Reinvestment Act of 2009) ® Prevailing Wage (820 ILCS 130/1 et seq.) ❑ M/W/EBE Subcontracting Requirements ❑ Other (describe) 7.2 Vendor Supplemental Provisions [NI Page 11 TAXPAYER IDENTIFICATION NUMBER I certify that: 1, The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. 1 am a U.S. person (including a U.S. resident alien). • If you are an individual, enter your name and SSN as it appears on your Social Security Card. • If you are a sole proprietor, enter the owner's name on the name line followed by the name of the business and the owner's SSN or EIN. • If you are a single -member LLC that is disregarded as an entity separate from its owner, enter the owner's name on the name line and the d/b/a on the business name line and enter the owners SSN or EIN. • if the LLC is a corporation or partnership, enter the entity's business name and EIN and for corporations, attach IRS acceptance letter (CP261 or CP277). • For all other entities, enter the name of the entity as used to apply for the entity's EIN and the EIN. Name: (� 4" ,�nJ 1� o ( )q � n Business Name: 'l�. t"qP? ! t\J �_ R t-1 ( M (0 U-- (_J Taxpayer Identification Number: 1 Social Security Number or Employer Identification Number Legal Status (check one): P,abine Paving, LLC god national Pk 4 Ste, 260 El Individual El Governmental Schaumburg, IL ❑ Sole Proprietor ❑ Nonresident alien ❑ Partnership ❑ ECity or trust ❑ Legal Services Corporation ❑ Pharmacy (Non -Corp.) ❑ Tax-exempt ❑ Pharmacy/Funeral HomelCemetery (Corp.) ❑ Corporation providing or billing Limited Liability Company (select applicable tax classification) medical and/or health care services ❑ D = disregarded entity C = corporation ❑ Corporation NOT providing or billing ❑ P = partnership medical and/or health care services Signature: Y'11l1r�V�� Date: Page 12 PROPOSAL 900 NATIONAL PARKWAY, STE 260 SCHAUMBURG, IL 60173 (847)995-0555 FAX 1847)995-1033 SUeMnTEDTo, Evanston Water Utility Date: 5/l/2012 555 Lincoln Street Phone: 847-448-8222 Evanston, IL 60201 Fax: 847-448-8226 Attn: David Faith Job Name: Evanston Water Utility Job Location: 555 Lincoln St Job Location: Evanston, IL FOR FURNISHING THE NECESSARY LABOR, MATERIAL AND EQUIPMENT TO COMPLETE THE FOLLOWING ASPHALT PATCH 5 AREAS IN PARKING LOT TOTALING 5,826 SQUARE FEET > Mill existing asphalt surface at an average depth of 1.5". > Construct a two (2) course, 4.0" bituminous heavy duty pavement totaling 595 Square Feet consisting of 2.0" of compacted 3/4" bituminous binder mixture 2.0" of compacted 3/8" bituminous surface mixture > Clean, sweep, and spray bituminous tack coat at a rate of 0.1 gal per square yard. > Install asphalt over specified parking lot surface totaling 5,826 square feet consisting of 1.5" of compacted bituminous surface course asphalt > Roll asphalt to proper compaction. > Restore any pavement markings to existing layout unless otherwise directed. Proposal includes inspection of catch basin structures. If additional structure work is deemed necessary a separate proposal will be provided. Quantity U/M Description Unit Price Total Price 1188 SF Section 1 $ 2.65 $ 3,148.20 345 SF Section 2 $ 2.74 $ 945.30 2781 SF Section 3 $ 2.25 $ 6,257.25 564 SF Section 4 $ 1.75 $ 987.00 948 SF Section 5 $ 1.75 $ 1,659.00 1 LS Permits $ - TOTAL ASPHALT PAVING $ 12,996.75 The undersigned by entering this agreement acknowledges and agrees to the attached terms and conditions on pages (2) and hereby incorporates them into contract agreement. All material is guaranteed as specified Ali workto be completed in aworkmanlike manner Authonzed according to standard practices Any alteration or deviation from above specifications Signature involving extra costs will be executed only upon wntten change orders, and will become an extra charge over and above the estimate All agreements contingent upon strikes, accidents Keith O'Malley or delays beyond Robins Pawrips control Owner to carry fire, tomato and other necessary Mobile # 630-956-2408 insurance Rapine Paving's workers are fully covered by WoBman's Compensation Insurance NOTE: This proposal may be withdrawn if not accepted within 30 days. Acceptance of Proposal -The above prices, specifications and conditions are satisfactory and are hereby accepted Robins Paving is authorized by Owner/Contractor to do the work as specified Payment will be made to Rabme Paving by Owner/Contractor as outlined above If separate bids or alternate bids are indicated. acknowledge acceptance by Initialing those prices which you hereby accept Owner/Contractor: Date of Acceptance: Signature: Page 1 of 3 PROPOSAL TERMS AND CONDITIONS If for any reason beyond Rabine Paving's control, the Work cannot be completed by 06/01/12, Rabine Paving reserves the right to adjust the terms of this agreement. Prior to commencement of work, Rabine Paving project management staff will communicate with owner's agent or management and agree to project schedule for each phase. I his will include joint project communication with respect to safety, traffic control, anticipated schedule, pre -construction meetings via direct contact, phone communication and written documentation Prior to acceptance of working agreement, due to rising material costs, any additional increase in material pricing between date of proposal and the starting date of construction is subject to an escalation clause. I his escalation clause obligates the owner/general contractor to pay for any cost increases including taxes and 10lo markup on material. Habine Paving will not be responsible for damage to any underground utilities or other hidden conditions if the Owner/Contractor tads to give Rabine Paving advance notice of their existence and location. Owner/Contractor agrees to indemnify and hold Rabine Paving harmless for any loss, expense or damage resulting from, ansing out ot, or in any way related to such condition. I his proposal includes 1 mobilization(s) onto the job for each phase of the work (i.e.. Grading, paving, etc). I - Rabme Paving is required to mobilize more than 1 time(s) per job phase due to the acts or omissions of Owner/Contractor, the charge for such additional mobilizations shall be $ 1,500 00 per mobilization Prior to the commencement of the Work, the work of others shall be completed to such an extent that it will not in any way conflict or interfere with the Work. It Rabine Paving Is directed to commence Work prior to the time such other work is completed, Owner/Contractor agrees to pay the costs of any extra mobilizations or reduced productivity attributable to Habine Paving commencing any of the Work before any others have completed their work In order to meet any agreed upon completion date, Rabine Paving must receive a 10 day advance notice to proceed plus the total number of working days required to complete the work under normal conditions Any changed condition of the job specifications involving extra costs will be performed only upon submission of a written change order, and UwnerContractor will be required to pay Habine Paving an extra charge over and above the contract price for performance of the requested change order. Prior to Habine Paving beginning Work under this agreement, Uwner/Contractor shall provide evidence to Habine Paving that Owner/Contractor has made financial arrangements acceptable to Rabine Paving to tultill it's obligations under this agreement. Owner/Contractor shall provide Habine Group with a signed copy of Rabine Paving's credit application, once this proposal is accepted. I he credit application must be completely fried out. All information gathered in the credit process will be kept in strict confidence. Owner/Contractor shall provide Rabine Paving with a legal description, project address and county of work prior to agreement and processing of contract documents. I his information has the sole purpose for use in the event of necessary collection measures and processing of hen documentation. If any other agreement is entered into between the parties, the terms of this agreement shall be incorporated into any such agreement and shall supersede any conflicting terms contained therein. Rabine Paving reserves the right to refuse to construct a pavement unless minimum grades of 1 % are attainable for surface drainage. It Uwner/Contractor directs construction with less than a minimum grade of 1%, it is understood that waterponding may occur and that no warranty attaches to the Work as to satisfactory surface drainage. Rabine Paving is not responsible for the redesigning of plan grades in order to establish a minimum of 1 % drainage. No materials will be placed on a wet, unstable, or frozen sub grade. A suitable sub grade shall be furnished to Habine Paving as a condition precedent to any performance of any Work required under this agreement. All sub grade must be rough graded by Owner/Contractor to within +/- 0 10, When resurfacing concrete, brick or asphalt pavements Habine Paving is not responsible for the reproduction of cracks or expansion joints which may occur. If during the course of construction activities, Habine Paving is required to travel across existing concrete or asphalt pavements, Rabine Paving is not liable for damage done with trucks delivering or removing materials or equipment to or from the project location to the existing pavements. Omer/Contractor, at its sole expense, shall comply and obtain all necessary licenses and permits under present and future laws, statutes, ordinances, rules, orders or regulations of any governmental body having jurisdiction over the site, the Work, or the Owner/Contractor shall bear the sole cost of any tines or penalties for failure to comply with or obtain the same. It any amount due under this contract is not paid when clue, referred to any attorney for collection (whether or not litigation is commenced), or it any legal advice, services or actions shall be necessary, Owner/Contractor agrees to pay for all attorney's tees, costs and expenses incurred by Habine Paving in connection with collecting that month. Any legal action with respect to this Proposal shall be brought in the Circuit court of McHenry County, Illinois and the parties agree to submit to venue in McHenry County, Illinois. Habme Paving proposes to furnish material and labor - complete in accordance with above specifications and prices. Habine Paving is entitled to final payment upon substantial completion of the Work" required herein. I arms of payment shall be net 3U days from date of invoice. A 1.5% per month service charge shall be charged for all outstanding balances Page 2 of 3 Evanston Water Utility - Asphalt Paving April 2012 Areas to be quoted — description of areas on Xerox drawing provided. 1.) Garage 6 and 5 Driveway — Approx 30 x 33 ft with filler wedge and butt joints. Semi -truck "trailer leg stands" hit the concrete leading edge of the garage 6 floor when making deliveries. Approach area in front of the north garage needs to be raised approximately 3-5 inches out approx 8 - 10 ft entire length of door to resolve problem. Repave area in front of both garages from wall to wall to butt joint halfway down ramp. 2.) Garage 5 & 6 lower section of up ramp - Preparation, remove area asphalt to full depth with cut edges, the center sunken area to be re -graded with stone, compacted and then to be repaved in 2 lifts. Area is to be done "full depth" and is assumed to be approximately 3 inches. - Also provide pricing if the "preparation work described above is done by others (Evanston Water Dept), 3.) Garage 3 & 4 down ramp - Grind and overlay with 1.5 inches hot asphalt material from top of drive at end of divider wall down to 3 garage doors at bottom of ramp with exception of area under steel stairs. Two catch basin manhole elevations will be adjusted to be closer in elevation to garage floors by others. Center sunken area to be removed to full depth (4inches) re -graded and compacted as preparation for 4 inch binder in 2 lifts. - Also provide pricing if the "preparation work" for sunken area not including 4 inches BAM is done by the Water Department. 4. & 5.) East main parking lot - Grind and overlay two areas in east parking lot with square -cut edges as designated in Xerox and paint markings. Areas to be prepped with an asphalt primer emulsion tac coat and a pavement reinforcement performance improvement fabric such as petromat. All areas to be paved are to be prepared with a "tack coat" primer and full depth prepared areas to be "bridged" with a pavement reinforcement fabric. Areas that have been ground with remaining cracks to be overlaid with reinforcement fabric as well. Email is the preferred method of receiving quotes. My cell phone is the best way to reach me 847.878.1806. David Raith Evanston Water Utility 555 Lincoln St. Evanston IL, 60201 ph 847.448.8222 fx 847.448.8226 For security purposes workers will be required to be able to produce upon request a government issued photo identification card. A list of workers on the job will likely have to be submitted 24 hours in advance of work. Page 3 of 3 /� tt ",I IF 4 Igrielatt ©VERI.A f . If I of 'kIF, FLj 14 41 i S ^r P v,IF IF III' Fit If 4, It k;� vIf