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HomeMy WebLinkAbout16-49 Resolution No. 16-49 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH ALL AMERICAN AUTO &TRUCK, INC. FOR COLLISION REPAIR SERVICES BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Sean R. Stegall, City Manager, be and is hereby authorized and directed to execute an Agreement on behalf of the City of Elgin with All American Auto & Truck, Inc. for collision repair services, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: April 13, 2016 Adopted: April 13, 2016 Omnibus Vote: Yeas: 8 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk mLutivtll eldr did/2015 15:26 8479315665 CITY OF ELGIN LEGAL 03/30/2016 3:26 PM FAX lj 0002/0006 CITY OF ELGIN AGREEMENT FOR RFP Number: 16-007 for:Collision Repair Services This Agreement is hereby made and entered into this 13_day of April , 2016, by and between the City of Elgin, Illinois,a municipal corporation(hereinafter referred to as the "CITY"), and All American Auto& Truck Inc.,an Illinois corporation,having its principal place of business at 953 Villa Street,Elgin, Illinois 60120(hereinafter referred to as the "CONTACTOR"). ARTICLE I. DEFINITION "'THIS CONTRACT" as used herein shall mean this Agreement, the Request for Proposal (RFP) including all documents referenced therein and the Contractor's bid response (proposal thereto incorporated by reference herein and made a part hereof). The CONTRACTOR agrees to provide the goods and/or services all in accordance with the RFP and CONTRACTOR'S Proposal. , In the event there is a conflict between this Agreement and the proposal documents, this agreement shall and supersede any such CONTRACTOR'S proposal or proposal documents. ARTICLE II. SCOPE OR WORK. The CONTRACTOR shall provide the goods and/or services described in the applicable Request For Proposal, at the prices and terms contained therein, which Request For Proposal is incorporated herein and made a part hereof by reference, and as attached hereto and made a part hereof as Attachment A. ARTICLE III. PRICE., CI'T'Y shall pay to CONTRACTOR for services provided hereunder at an hourly rate of$50.00 per hour. ARTICLE IV. DURATION. The CONTRACT shall terminate April 1,2019. The CITY shall have the option to renew THIS CONTRACT with seven (7) one year options at the same terms and conditions. CONTRACTOR agrees and acknowledges that good and sufficient consideration has been provided by the CITY to support said options. ARTICLE V. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY, b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including, but not limited to, the following: (i) failure to commence performance of'1'HIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable , (ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable ,(iii) failure to perform THIS CONTRACT in a manner reasonably satisfactory to the CITY, (iv) :failure to promptly re-perform within reasonable time the services that were rejected by the C1'I'Ylas erroneous or unsatisfactory,(v) failure to comply with a material term of THIS CONTRACT,including,but not limited to the Affirmative Action requirements,and (vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate'I'l IIS CONTRACT for its convenience upon fourteen (14)days prior written notice. RECEIVED 03/30/2016 15:26 8479315665 CITY OF ELGIN LEGAL 03/30/2016 3:26 PM FAX Z1 0003/0006 ARTICLE VI. DAMAGES.: From any sums due to the CONTRACTOR for services,the CITY may keep for its own the whole or any part of the amount for expenses, losses and damages as directed by the Purchasing Director. incurred by the CITY as a consequence of procuring services as a result of any failure,omission or mistake of the CONTRACTOR in providing the goods and services as provided in THIS CONTRACT. ARTICLE VIi. GOVRRNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances,or in the event any of the terms or provisions herein are deemcd to be void or otherwise unenforceable for any reason,such clause shall be void (the remainder of the contract shall not be affected)and the laws or ordinances shall be operative in lieu thereof. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this CONTRACT shall be in the Circuit Court of Kane County, Illinois. ARTICLE VIII. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applii ant for employment because of race,color, religion, sex, ancestry, national origin,place of birth,age or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a ,written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment,screening,referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976, is hereby incorporated by reference,as if set out verbatim. ARTICLE IX. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT.without prior written consent of the CITY. ARTICLE X. AMENDMENTS. There shall be no modification of the CONTRACT,except in writing and executed with the same formalities of the original. ARTICLE XI. NOTICES. Any notice given under this CONTRACT shall be in writing and shall be deemed to have been,given when hand delivered or deposited in the U.S. mail, certified or registered, return receipt requested, addressed, if to CONTRACTOR, at the address set forth above to the attention of the project manager or undersigned representative,and if to the City, to the attention of the City Manager, 150 Dexter Court, Elgin, IL 60120 or to such other address and/or authorized representatives as either party shall designate in writing to the other in the manner herein provided. ARTICLE XiI. INDEMNIFICATION. To the fullest extent permitted by law, Contractor agrees to and shall indemnify,`defend and hold harmless the City, its officers,employees, boards and commissions from and against any and all claims, suits,judgments, costs, attorney's fees, damages or any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or subcontractors in the performance of this CONTRACT, including but not 2 RECEIVED 03/30/2016 15:26 8479315665 CITY OF ELGIN LEGAL 03/30/2016 3:26 PM FAX 0004/0006 limited to,all goods delivered or services or work performed hereunder. 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. ARTICLE XIiI. PUBLICITY. The CONTRACTOR may not use, in any form or medium, the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. ARTICLE XIV. APPROPRiATIONS. The fiscal year of the CITY is the 12 month period ending December 31. The obligations of the CI'iTY under any contract for any fiscal year arc subject to and contingent upon the appropriation of funds sufficient to discharge the obligations which accrue in that fiscal year and authorization to spend such funds for the purposes of the contract. lf, for any fiscal year during the term of the CONTRACT, sufficient funds for the discharge of the CITY'S obligations under the contract are not appropriated and authorized, then the CONTRACT shall terminate as of the last day of the preceding fiscal year, or when such appropriated and authorized funds are exhausted, whichever is later,without liability to the C iTY for damages, penalties or other charges on account of such termination. The City shall pay all invoices Net 30, pursuant to 501LCS 505, "Local Government Prompt Payment Act". Payment will not be made on invoices submitted later than six-months (180 days)after delivery of goods and any statute of limitations to the contrary is hereby waived. ARTICLE XV. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises, terms, conditions or obligations other than those contained therein; and this CONTRACT shall supersede all previous communications, representations,or agreements;either verbal or written,between the parties. ARTICLE XVI. COMPLIANCE WiTH LAWS. Notwithstanding any other provision of this CONTRACT it is expressly agreed and understood that in connection with the performance of this CONTRACT that the CONTRACTOR shall comply with all applicable Federal, State,City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing,CONTRACTOR hereby certifies, represents and warrants to the CiTY that all CONTRAC'TOR'S employees and/or agents who will be providing products and/or services with respect to this CON'TRAC'T shall be legally authorized to work in the United States. CONTRACTOR shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this CONTRACT. The CITY shall have the right to audit any records in the possession or of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. in the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. CON'I'RAC'fOR shall pay any and all costs associated with any such audit. 3 RECEIVED 03/30/2016 15:26 8479315665 CITY OF ELGIN LEGAL 03/30/2016 3:26 PM FAX II 0005/0006 ARTICLE XVII. WAIVER OF INTEREST. Contractor hereby waives any and all claims to interest on money claimed to be due pursuant to this Agreement,and all such rights to interest to which it may otherwise be entitled pursuant to law, including, but not limited to, pursuant to the Local Government Prompt Payment Act, as amended (50 ILCS 505/1, er.seq), or the Illinois Interest Act as amended (815 II.CS 205/1,et.seq). Contractor shall not be entitled to and hereby waives,any and all rights that it might have to file suit or bring any cause of action or claim for damages against the City of Elgin and/or its affiliates. officers, employees, agents, attorneys, Boards and Commissions, of whatsoever nature and in whatsoever forum alter two(2)years from the date of this Agreement. ARTICLE XVIII. SEVERABILITY. The terms of this Agreement shall be severable. In the event any of the terms or the;provisions of this Agreement are deemed to be void or otherwise unenforceable for any reason,the remainder of this Agreement shall remain in full force and effect. ARTICLE XIX.EXECUTION. This agreement may be executed in counterparts,each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e- mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form, No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRAC'T'OR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CONTRACTOR CIT 1' ELGIN o // 4- J ol� ge Sw n Stegall City Manager FEIN NO. 34.34.45 U F:ll.cg&l DcptlAgrcement%All American Autn Body-RIP 16-(X)7-Collision Repair Set vieeS.docx 4 RECEIVED 03/30/2016 15:26 8479315665 CITY OF ELGIN LEGAL 03/30/2016 3:27 PM FAX RI 0006/0006 A'I 1'Act IMF,NT A SCOPE OF SERVICES For all vehicles provided by GlTY: l. Provide onsite estimates within one business day of notification. 2. Provide pick up and drop off service to various city facilities. 3. Sand blast and paint any city owned equipment. 4. Laser frame measuring, frame straightening and alignments. 5. Lifetime warranty on workmanship,parts and labor. 6. Drive in service for emergency vehicles (including but not limited to police cars) where vehicles are assessed within I hour. 7. Service all makes and,models of city equipment including snowplow truck. trailers, and fire equipment. 8. Body work services on all types of material including but not limited to steel, fiberglass, and aluminum. 5