HomeMy WebLinkAbout06-122 Resolution No. 06-122
RESOLUTION
AUTHORIZING EXECUTION OF A PURCHASE OF SERVICE AGREEMENT WITH
ELGIN PROUD AND BEAUTIFUL, INC.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
Olufemi Folarin,City Manager, and Dolonna Mecum,City Clerk,be and are hereby authorized and
directed to execute a Purchase of Service Agreement on behalf of the City of Elgin with Elgin Proud
and Beautiful, Inc. for the promotion of beautification, litter prevention, waste reduction and
recycling, a copy of which is attached hereto and made a part hereof by reference.
s/Ed Schock
Ed Schock, Mayor
Presented: June 14, 2006
Adopted: June 14, 2006
Omnibus Vote: Yeas: 7 Nays: 0
Attest:
s/Dolonna Mecum
Dolonna Mecum, City Clerk o�
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PURCHASE OF SERVICE AGREEMENT
THIS AGREEMENT is made and entered into this day
of-:s N N f�Q� , 2006, by and between the CITY OF ELGIN, Illinois,
a municipal corporation (hereinafter referred to as the "City" ) ,
and Elgin Proud and Beautiful , Inc . , a not-for-profit corporation
organized and existing under the laws of the State of Illinois
(hereinafter referred to as the "Service Provider" ) .
WHEREAS, the City has determined that it would serve a
beneficial public purpose to enter into an agreement with the
Service Provider for the Service Provider to provide certain
contract services as described in this agreement ; and
WHEREAS, the Service Provider represents that it has the
necessary expertise and experience to furnish the Subject Services
upon the terms and conditions set forth in this agreement .
NOW, THEREFORE, in consideration of the mutual promises and
covenants contained herein, the sufficiency of which is hereby
acknowledged, the parties hereto hereby agree as follows :
1 . The Service Provider shall provide all of the services
pursuant to the terms and conditions and on the dates and times as
described in the document entitled Elgin Proud and Beautiful, Inc .
- Scope of Services for 2006 Purchase of Service Agreement,
attached hereto as Exhibit A and made a part hereof (such services
including the terms, conditions, dates and times are hereinafter
referred to as the "Subject Services" ) . In the event of any
conflict between the provisions of this agreement and the
provisions in Exhibit A, the provisions of this agreement shall
control . The Service Provider represents and warrants that the
Service Provider has the skills and knowledge necessary to conduct
the Subject Services provided for in Exhibit A and that the Subject
Services set forth in Exhibit A are integral parts of this
agreement and may not be modified, amended or altered except by a
written amendment to this agreement agreed to and executed by both
parties hereto.
2 . The Service Provider shall address all inquiries and
requests made pursuant to this agreement to the Assistant City
Manager of the City or his designee .
3 . In connection with the Subject Services to be performed
on other than City properties, the Service Provider warrants and
agrees to maintain all facilities and equipment used in the
performing of the Subject Services in a clean, sanitary and safe
condition and free from defects of every kind whatsoever. Service
Provider agrees and warrants that the Service Provider will
periodically inspect all of such facilities and equipment for such
purposes . Service Provider also warrants that the Service Provider
and the Service Provider' s facilities and equipment used in the
performing of the Subject Services are not now, nor shall be during
the term of this agreement in violation of any health, building,
fire or zoning code or regulation or other applicable requirements
of law. In connection with the Subject Services on properties
owned or controlled by the City, Service Provider agrees and
warrants to use, and to cause persons participating in the Subject
Services to use, through proper supervision and control , all
facilities with due care, and to report all defects in or damage to
any such facilities, and the cause thereof, if known, immediately
to the Assistant City Manager of the City.
4 . The City shall reimburse the Service Provider for the
Subject Services under this agreement the total amount of Four
Thousand Five Hundred Sixty Dollars ($4 , 560) . The aforementioned
payment shall be made within 30 days of the date of this agreement .
However, the payment shall not be made prior to 8 days after the
Service Provider ' s submission of the budget document and audited
financial statement documents referred to in paragraph 6 of this
agreement .
5 . The Service Provider shall apply the monies to be paid by
the City to the Service Provider pursuant to the proceeding
paragraph hereof solely to operating expenses such as staff salary
and benefits, meeting expenses, and expenses associated with the
Subject Services to be provided by the Service Provider pursuant to
this agreement .
6 . The Service Provider shall complete, maintain and submit
to the Assistant City Manager of the City, or his designee, any and
all records, reports and forms relating to the Subject Services in
this agreement as requested by the City. without limiting the
foregoing, the parties further agree as follows :
A. The Service Provider shall provide a budget to
the City which shall reflect the projected
distribution of funds received from the City
pursuant to this agreement during the term of
this agreement . The budget shall be submitted
to the Assistant City Manager of the City prior
to any payment by the City.
B. The Service Provider shall provide written
performance reports detailing the disbursements
of the monies to be paid by the City to the
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Service Provider pursuant to this agreement .
The reports shall be provided to the City
quarterly on March 31, 2006 ; June 30 , 2006;
September 30, 2006 ; and December 31, 2006 .
C. The City has the right to review all accounting
records of the Service Provider related to the
use of the monies to be paid by the City to the
Service Provider pursuant to this agreement
upon 72 hours advance notice from the City to
the Service Provider.
D. The Service Provider shall provide all
financial statements for the year ending
December 31, 2005 to the City for a financial
review approved by the Fiscal Services Group
Director on or before July 15, 2006 . The
Service Provider shall have an audit performed
on its financial statements for the year ending
December 31, 2006 . The audit must be performed
by an independent certified public accountant
recognized in good standing by the American
Institute of Certified Public Accountants and
licensed in the State of Illinois . The Service
Provider shall provide the City with two copies
of the said audited financial statement along
with the management letter and any other
correspondence related to internal control
matters on or before July 15, 2007 . These
statements shall be submitted to the Assistant
City Manager at City Hall , 150 Dexter Court,
Elgin, Illinois 60120-5555 .
7 . In the event this agreement is terminated, or in the
event the Subject Services for which the City funds provided herein
are to be applied are discontinued, or the Service Provider ceases
its operations prior to December 31, 2006, the Service Provider
shall refund to the City on a prorated per diem basis the funds
paid hereunder for the portion of the year remaining after any such
termination or for the portion of the year the Subject Services
were not conducted.
8 . Service Provider agrees and warrants that the Service
Provider has procured all licenses, permits or like permission
required by law to conduct or engage in the Subject Services
provided for in this agreement, and that the Service Provider will
procure all additional licenses, permits or like permission
hereinafter required by law during the term of this agreement, and
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that the Service Provider will keep same in full force and effect
during the term of this agreement . Service Provider shall perform
the Subject Services with due care and in compliance with all
applicable legal requirements .
9 . The City of Elgin shall be recognized as a sponsor of the
Service Provider and shall receive the benefits of sponsorship
consistent with the level of support provided in this agreement .
At a minimum, the City' s support shall be acknowledged on all print
materials promoting the Service Provider ' s organization, press
releases, radio advertising, web page information and event
program(s) through the following mandatory funding identification
statement : "Funding for the organization is provided in part
through the City of Elgin" . Three samples of this acknowledgement
shall be provided to the City. A logo provided by the City to the
Service Provider shall be used for this purpose .
10 . In all printed materials in which a City seal or logo is
deemed appropriate, approval by the Public Information Officer of
the City is required prior to printing .
11 . The term of this agreement shall commence from the date
of the execution hereof and continue through December 31, 2006 .
12 . This agreement shall not be construed so as to create a
partnership, joint venture, employment or other agency relationship
between the parties hereto . Service Provider understands and
agrees that the relationship of the Service Provider to the City
arising out of this agreement shall be that of an independent
contractor. It is expressly agreed and understood that the Service
Provider and the Service Provider' s officers, employees and agents
are not employees of the City and are not entitled to any benefits
or insurance provided to employees of the City.
13 . If either party violates or breaches any term of this
agreement, such violation or breach shall be deemed to constitute a
default, and the other party has the right to seek administrative
contractual or legal remedies as may be suitable to the violation
or breach; and, in addition, if either party by reason of any
default, fails to within fifteen (15) days after notice thereof by
the other party to comply with the conditions of the agreement, the
other party may terminate this agreement . Notwithstanding the
foregoing, or anything else to the contrary in this agreement, no
action shall be commenced by the Service Provider against the City
for monetary damages . In the event any legal action is brought by
the City for the enforcement of any of the obligations of the
Service Provider in this agreement and the City is the prevailing
party in such action, the City shall also be entitled to recover
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from the Service Provider reasonable interest and reasonable
attorney' s fees .
14 . Notwithstanding any other provision hereof, the City may
terminate this agreement at any time upon thirty (30) days prior
written notice to the Service Provider. In the event this
agreement is so terminated, the Service Provider shall be paid for
services actually performed, and reimbursable expenses actually
incurred prior to termination, except that reimbursement shall not
in any event exceed the total amount set forth under paragraph 4
above . Additionally, in the event this agreement is so terminated,
the Service Provider shall immediately cease the expenditure of any
funds paid to the Service Provider by the City and shall refund to
the City any unearned or unexpended funds .
15 . To the fullest extent permitted by law, Service Provider
agrees to indemnify, defend and hold harmless the City, its
officers, employees, agents, boards and commissions from and
against any and all claims, suits, judgments, costs, attorney' s
fees, damages or other relief, including but not limited to
worker' s compensation claims, in any way resulting from or arising
out of negligent actions or omissions of the Service Provider in
connection herewith, including negligence or omissions or agents of
the Service Provider arising out of the performance of this
agreement and/or the Subject Services . In the event of any action
against the City, its officers, employees, agents, boards or
commissions covered by the foregoing duty to indemnify, defend and
hold harmless, such action shall be defended by legal counsel of
the City' s choosing. The provisions of this paragraph shall
survive any expiration and/or termination of this agreement .
16 . The Service Provider shall provide, pay for and maintain
in effect, during the term of this agreement, comprehensive
automobile liability insurance covering all owned, non-owned and
hired motor vehicles used in connection with the Subject Services
with limits of not less than $500, 000 per occurrence for damages to
persons or property. The Service Provider shall also provide, pay
for and maintain in effect, during the term of this agreement,
worker' s compensation insurance in amounts required under the laws
of the State of Illinois . At the request of the City the Service
Provider shall provide to the City certificates of insurance
regarding the insurance required in this paragraph.
17 . No official, director, officer, agent or employee of the
City shall be charged personally or held contractually liable under
any term or provision of this Agreement or because of their
execution, approval or attempted execution of this Agreement .
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18 . In all hiring or employment made possible or resulting
from this Agreement, there shall be no discrimination against any
employee or applicant for employment because of sex, age, race,
color, creed, national origin, marital status, of the presence of
any sensory, mental or physical handicap, unless based upon a bona
fide occupational qualification, and this requirement shall apply
to, but not be limited to, the following: employment advertising,
layoff or termination, rates of pay or other forms of compensation
and selection for training, including apprenticeship.
19 . No person shall be denied or subjected to discrimination
in receipt of the benefit of any services or activities made
possible by or resulting from this Agreement on the grounds of sex,
race, color, creed, national origin, age except minimum age and
retirement provisions, marital status or the presence of any
sensory, mental or physical handicap. Any violation of this
provision shall be considered a violation of a material provision
of this Agreement and shall be grounds for cancellation,
termination or suspension, in whole or in part, of the Agreement by
the City.
20 . The parties intend and agreed that, if any paragraph,
sub-paragraph, phrase, clause or other provision of this Agreement,
or any portion thereof, shall be held to be void or otherwise
unenforceable, all other portions of this Agreement shall remain in
full force and effect .
21 . This Agreement and its exhibits constitutes the entire
Agreement of the parties on the subject matter hereof and may not
be changed, modified, discharged or extended except by written
amendment duly executed by the parties . Each party agrees that no
representations or warranties shall be binding upon the other party
unless expressed in writing herein or in a duly executed amendment
hereof .
22 . This Agreement shall be deemed to have been made in, and
shall be construed in accordance with the laws of the State of
Illinois . Venue for the resolution of any disputes or the
enforcement of any rights pursuant to this agreement shall be in
the Circuit Court of Kane County, Illinois .
23 . The Service Provider certifies hereby that it is not
barred from bidding on a public contact as a result of a violation
of 720 ILLS 5/33E et seq. or any similar state or federal statute
regarding bid rigging.
24 . As a condition of this contract, the Service Provider
shall have written sexual harassment policies that include, at a
minimum, the following information:
A. the illegality of sexual harassment ;
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B. the definition of sexual harassment under state law;
C. a description of sexual harassment, utilizing examples;
D. the vendor ' s internal complaint process including
penalties;
E . the legal recourse, investigative and complaint process
available through the Illinois Department of Human
Rights, and the Illinois Human Rights Commission;
F. directions on how to contact the department and
commission;
G. protection against retaliation as provided by Section
6-101 of the Human Rights Act .
A copy of the policies must be provided to the Department
of Human Rights upon request (775 ILCS 5/2-105) .
25 . All notices, reports and documents required under this
Agreement shall be in writing and shall be mailed by First Class
Mail, postage prepaid, addressed as follows :
As to the City: As to Service Provider:
City of Elgin Elgin Proud & Beautiful
150 Dexter Court 1330 Gasket Drive
Elgin, IL 60120-5555 Elgin, IL 60120
Attention: Sean Stegall Attention: Jay Gerber
Assistant City Manager Board President
With a copy to :
William A. Cogley, Corporation Counsel
City of Elgin
150 Dexter Court
Elgin, IL 60120-5555
26 . This agreement is and shall be deemed to construe to be
a joint and collective work product of the City and the Service
Provider and, as such, this agreement shall not be construed
against the other party, as the otherwise purported drafter of
same, by any court of competent jurisdiction in order to resolve
any inconsistency, ambiguity, vagueness or conflict, if any, of the
terms and provisions contained herein.
27 . This agreement shall be binding on the parties hereto
and their respective successors and permitted assigns . This
agreement and the obligations herein may not be assigned by the
Service Provider without the express written consent of the City
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which consent may be withheld at the sole discretion of the City.
IN WITNESS WHEREOF, the undersigned have entered into executed
this agreement on the date and year first written above.
CITY OF ELGIN, a municipal Elgin Proud & Beautiful , Inc .
corporation
By By
City Manager
Attest :
City Clerk
F:\Legal Dept\Agreement\PSA-DRAFT FORM 1-06 WAC.doc
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EXHIBIT A
ELGIN PROUD & BEAUTIFUL, INC. - SCOPE OF SERVICES
FOR 2006 PURCHASE OF SERVICE AGREEMENT
1 . Elgin Proud & Beautiful shall apply the $4 , 560 contribution
from the City operating expenses relating to its clean-up programs
and aesthetic improvement programs .
2 . Elgin Proud & Beautiful shall set plans and guidelines for
2006 activities, including but not limited to the Annual City-wide
Beautification Day. Plans shall be provided, in writing, to the
City' s Solid Waste Coordinator.
3 . Elgin Proud & Beautiful shall maintain a database of
volunteers and recruit volunteer groups to assist with projects as
needed.
4 . Elgin Proud & Beautiful shall act as coordinator for specific
projects, including but not limited to clean-up programs and
activities which promote recycling, litter prevention and waste
reduction.
5 . Elgin Proud & Beautiful board shall meet monthly to finalize
specific project details of various projects .
6 . Elgin Proud & Beautiful shall coordinate a Planting Project to
improve a designated location aesthetically by planting trees and
landscaping.
7 . Elgin Proud & Beautiful shall identify activities/projects
which warrant news releases and prepare for submission to news
media.
8 . Elgin Proud & Beautiful shall research possibilities of
foundation and/or grant funding to increase the impact of the
projects sponsored by the organization.
9 . Elgin Proud & Beautiful shall promote anti-litter and
recycling message at various events throughout the year, including
but not limited to National Night Out, Elgin Youth Fest and America
Recycles Day.
10 . Elgin Proud & Beautiful shall assist in the promotion of City
recycling and hazardous household waste programs .
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City of Elgin
Agenda Item No.
e Ems` �•�_°?�; �,-
May 19, 2006 }
TO: Mayor and Members of the City Council
FROM: Olufemi Folarin, City Manager
RuthAnne K. Hall, Mana eme�it'Analyst
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SUBJECT: Purchase of Service Agreement with Elgin Proud &Beautiful, Inc.
PURPOSE
The purpose of this memorandum is to provide the Mayor and members of the City Council with
information to consider the approval of a Purchase of Service Agreement with Elgin Proud &
Beautiful, Inc. for 2006.
RECOMMENDATION
It is recommended that the City Council approve.the Purchase of Service Agreement with Elgin
Proud & Beautiful, Inc. in the amount of$4,560 for 2006.
BACKGROUND
Elgin Proud & Beautiful, Inc. is one of fourteen local affiliates of Keep Illinois Beautiful, Inc., a
state-wide affiliate of Keep America Beautiful, Inc, a non-profit organization that works with
certified affiliates in Illinois to improve the environment through education, public awareness
and community involvement.
As part of their annual Purchase of Service Agreement, Elgin Proud & Beautiful, Inc. conducts
activities that promote beautification, litter prevention, waste reduction and recycling throughout
the community. The funding being approved will be used for 2006 activities that include
planning and coordination of the annual City-wide clean-up and beautification day, planting
projects, volunteer recruitment and participating in various community events to promote anti-
litter and recycling.
It should be noted that Elgin Proud & Beautiful, Inc. has complied with all the requirements for
the prior year Purchase of Service Agreement.
• COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED
None
• Purchase of Service Agreement with Elgin Proud & Beautiful, Inc.
May 19, 2006
Page 2
I CIAL IMPACT
Sufficient funds in the amount of$4,560 are budgeted and available in the 2006 Riverboat Fund,
account number 275-0000-791.80-07, "Elgin Proud and Beautiful" to enter into this Purchase of
ervice Agreement totaling $4,560.
LEGAL IMPACT
None.
ALTERNATIVES
1. Approve the Purchase of Service Agreement with Elgin Proud &Beautiful.as.presented.
2. Modify the Purchase of Service Agreement.
3. Reject the Purchase of Service Agreement.
•
Respectfully submitted for Council consideration.
RKH
Attachment