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Home My WebLink About12-1 Resolution No. 12-1 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH MARKETPLACE MEDIA GROUP FOR DESIGN AND LAYOUT SERVICES FOR THE PARKS AND RECREATION 2012 BROCHURE 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 Marketplace Media Group for design and layout services for the Parks and Recreation 2012 brochure, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: January 11, 2012 Adopted: January 11, 2012 Omnibus Vote: Yeas: 6 Nays: 0 Attest: s/ Kimberly Dewis Kimberly Dewis, City Clerk ' ^ CITY OF ELGIN AGREEMENT FOR RFP Number: 11-059 for: Parks & Recreation Program Book This Agreement is made and entered into this 11th day of January, 2012 by and between the City of Elgin ("the C|TY^), a municipal corporation organized and existing under the laws of the State of U|inoia, and Marketplace Media Group, incorporated in the state of Illinois and having a principal place of business at 115 S. G/ovo, Suite 207 Elgin, IL 60120 ("the CONTRACTOR"). ARTICLE I. DEFINITION. "THIS CONTRACT" as used herein shall mean this Agreement, the Invitation for Bids (IFB) including all documents referenced therein and the Contractor's bid response (bid) 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 IFB and CONTRACTOR'S Bid. In the event there is a conflict between this Agreement and the bid documents, the bid documents shall supersede this Agreement. ARTICLE U. SCOPE OF WORK. The CONTRACTOR shall provide the goods or services described in the IFB and Bid, at the prices and terms contained therein. ARTICLE III. TIME OF PERFORMANCE. The CONTRACTOR shall provide the goods or services upon receipt of purchase order; and the CITY shall pay to CONTRACTOR the total sum of$5,040. ARTICLE IV. 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 induding, but not limited to, the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control, (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 control, (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 CITY as erroneous or unsatisfactory, (v) failure to comply with a material term of THIS CONTRACT, inu|uding, 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 THIS CONTRACT for its convenience upon fourteen (14) days prior written notice. ARTICLE V . 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 Oinaotor, incurred by the CITY as a consequence of procuring services as a result of any foUuna, omission or mistake of the CONTRACTOR in providing the goods and services as provided in THIS CONTRACT. ARTICLE VI. GOVERNING 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 ordinanuos, or in the event any of the terms or provisions herein are deemed to be void or otherwise unenforceable for any naoeon, 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 VII. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, ,e|igion, sex, anceatry, national ohgin, 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 oacnu/Unent, ocvean/ng, 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 VIII. ASSIGNABILITY. The CONTRACTOR shall not ouoign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. • • ARTICLE XI. 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 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 XII. 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 XIII. AUTHORIZATION. This CONTRACT is in the best interests of the CITY and is authorized by law. If, 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 CITY for damages, penalties or other charges on account of such termination. ARTICLE XIV. NO AGENCY. This CONTRACT shall not be construed so as to create a joint venture, partnership, employment or other agency relationship between the parties hereto, except as may be specifically provided for herein. ARTICLE XV. CONFLICT. In the event of any conflict between the terms provided in any attachments hereto and the body of this CONTRACT,the terms and provisions of this CONTRACT shall control. ARTICLE XVI. 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 XVII. 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 CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this CONTRACT shall be legal residents of 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 control 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." The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRACTOR 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. C TRACTOR CITY O` GIN George Hahne Pres. ��/✓ / Name and Title S:':n R. Stegall / City Manager FEIN NO. 363963263 12 ELGIN THE CITY IN THE SUBURBS - DATE: February 8, 2012 TO: Randy Reopelle, Parks and Recreation Director FROM: Kimberly Dewis, City Clerk SUBJECT: Resolution No. 12-01, Adopted at the January 11, 2012, Council Meeting Enclosed you will find the agreement listed below. Please distribute this agreement to the other party and keep a copy for your records if you wish. If you have any questions please feel free to contact our office 847-931-5660 and we will do our best to assist you. Thank you. • Agreement with Marketplace Media Group for Design and Layout Services for the Parks and Recreation 2012 Brochure