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HomeMy WebLinkAbout14-1101 Adams Vending • 14- i101 CITY OF ELGIN AGREEMENT WITH ADAM'S VENDING COMPANY VENDING MACHINES FOR EASTSIDE RECREATION CENTER THIS AGREEMENT is made and entered into this 1st day of November, 2014, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as the "CITY") and Adam's Vending Company (Adam Glickman), a snack/toy vending company, (hereinafter referred to as the"CONTRACTOR"). ARTICLE 1. DEFINITION. This "CONTRACT" as used herein shall mean this Agreement and all attachments hereto, the Proposal, including all documents referenced therein, thereto incorporated by reference herein and made a part hereof. The CON TRACTOR shall provide all goods and/or services as required by this CONTRACT including, but not limited to the PROPOSAL. ARTICLE 2. SCOPE OF WORK AND PRICE. The CONTRACTOR shall provide the goods or services described in the PROPOSAL, at the prices and terms contained therein. ARTICLE 3. DURATION. The CONTRACTOR shall commence the performance of this CON TRACT upon receipt of a fully executed CONTRACT from the CITY. The CONTRACT will be for one (1)year from the execution of this agreement. The CITY shall have the option to renew this CONTRACT with two (2) one (1) year options under the same terms and conditions, including, but not limited to,price. ARTICLE 4. TERMINATION. The following shall constitute events of default under this CON TRACT: (a) any material misrepresentation made by the CONTRACTOR to the CITY, and (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 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, 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 this CON TRACT for its convenience upon fourteen (14) days prior written notice. In the event of such termination by the CITY, the CITY's liability to the CONTRACTOR shall be limited to reasonable payment for work already performed by the CONTRACTOR pursuant to this CONTRACT. ARTICLE 5. DAMAGES. From any sums due to the CONTRACTOR for services, the CITY may keep for its own the whole or any part of such 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, negligence or mistake of the CONTRACTOR in providing the services as provided in this CON I RACT. ARTICLE 6. GOVERNING LAWS AND ORDINANCES. This CONTRACT is subject to and governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this CONTRACT shall be the Circuit Court of Kane County, Illinois. ARTICLE 7. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant 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 8. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in this CONTRACT without prior written consent of the CITY. ARTICLE 9. AMENDMENTS. There shall be no modification of this CONTRACT,except in writing and executed with the same formalities of the original. ARTICLE 10. 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 11. 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. The provisions of this paragraph shall survive any expiration, completion and/or termination of this CONTRACT. • ARTICLE 12. PUBLICITY. The CON TRACTOR 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 13. APPROPRIATIONS. The fiscal year of the CITY is the twelve (12)- month period ending December 31. The obligations of the CITY under any contract for any fiscal year are 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 this CONTRACT. If, for any fiscal year during the term of this CONTRACT, sufficient funds for the discharge of the CITY's obligations under this CONTRACT are not appropriated and authorized, then this 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 14. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall been no promises, terms, conditions or obligations other than those contained herein, and this CONTRACT shall supersede all previous communications, representations or agreements, either verbal or written,between the parties. ARTICLE 15. 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, 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, CON TRACTOR 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 CON TRACTOR 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 CON TRACTOR's relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audit. ARTICLE 16. INTEREST WAIVER. CON TRACTOR hereby waives any and all claims or rights to interest on money claimed to be due pursuant to this CONTRACT, and waives any 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 (50 ILCS 505/1, et seq.), as amended, or the Illinois Interest Act (815 ILCS 205/1, et seq.), as amended. The provisions of this paragraph shall survive any expiration, completion and/or termination of this CONTRACT. ARTICLE 17. LIMITATIONS. The parties hereto further agree that any action by the .crr ter; 6GiY GG. -J CW r OOO).L CEO CK:1. F'#iU . ULI U3 CONTRACTOR arising out of this CONTRACT must be filed within one(1)year of the date the alleged cause of action arose or the same will be time barred. The provisions of this paragraph shall survive any expiration, completion and/or termination of this CONTRACT. AR' YCLE 18, SIGNATURE. 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, CONTRACTOR: Adam's V'endlne Company By: �-�—� Namie/Print:Adam Glickman Title: ¢tenet;/O,perater FEIN NO. 36-3549293 CITY OF ELGIN: By: Y Sean R. Stegall,City Manager • City Clerk .FROM : FAX NO. :03 Oct.23 2014 09:42AM P3 Adam's Vending Company 2458 E. Oakton Arlington Heights, IL 60005 847-364-9420 ADAM'S BULK VENDING AGREEMENT This grants Adam's Sticker Machines exclusive privilege or providing c)n-operated Adam's Bulk Vending equjpment to all stores of,E Gt�efor Lfwrrs from commencement date of JG /4.c,/ 20/ ear �-f,`r✓ ‘ •00/�0 If this relationship proves to be mutually satisfactory,4lfis tree-year term shall be self- renewing for subsequent one-year periods. If this relationship proves to be unsatisfactory this term or any subsequent term shall not be renewed upon written notice being received by either party at least ninety (90) days prior to the end of such term. Adam's Vending will: I. Pay a commission of t 5 %. 2. Furnish bulk-vending equipment in stores at no cost and in quantities acceptable to cfyyS 3. Fill, service and collect sales from the equipment,leave a receipt with store, and provide / i,-(e'dkCi share in a check sent to headquarters the following month. 4. Purchase licenses required and remit sales tax portion of all gross revenues directly to the state (and municipalities when necessary)prior to computing commissions, as per statute. 5. Provide $1 million in hold harmless public liability insurance, will: 1. Make space available for equipment in high traffic locations. 2. Avoid impairing access to equipment with shopping carts or displays. 3. Will call for services of out of order machines. 4. Will provide supervision so as to prevent theft or vandalism of equipment. 5. Promptly report ac ' nts or claim notices. Signature ignature Name /404CC,C. '_ Name ADAM-21 OP ID:KAS AC-CORE) CERTIFICATE OF LIABILITY INSURANCE DATE 10/24/DDIYVYY► 10/24/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the pollcy(Ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Hallberg Commercial Insurers PHONE FAX 120 W.22nd Street Ste.101 INC.No.Eat): INC,No): Oak Brook,IL 60523 EMAIL ADDRESS: James P.Hallberg INSURERS)AFFORDING COVERAGE NAIC a INSURER A:Hartford Casualty Insurance Co INSURED Adam's Vending Corporation Inc INSURER B: 2458 East Oakton INSURER C Arlington Heights,IL 60005 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. wok TYPE OF INSURANCE ADDL SUBR POUCY EFF POLICY EXP LIMBS LTR INSR WVD POLICY NUMBER (MMIDD/YYYY1 (MMIDD/YYYYI GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $ CLAIMS-MADE OCCUR MED EXP(My one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ —1 POLICY^TEN, LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE HIRED AUTOS ._ AUTOS (PER ACCIDENT) UMBRELLA UAB _ OCCUR EACH OCCURRENCE $ EXCESS UAB CLAIMS-MADE AGGREGATE $ DED I RETENTION$WORKERS COMPENSATION $ AND EMPLOYERS'LIABILITY Y/N x TORY LIMITS O R� A ANY PROPRIETORIPARTNER/EXECUTIVE 83WECBT4291 10/25/2014 10/25/2016 E.L.EACH ACCIDENT $ 500,000 OFFICER/MEMBER EXCLUDED? y N I A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 500,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Attach ACORD 101,Additional Remarks Schedule,If more space is required) Officers Excluded on Workers Compensation Policy CERTIFICATE HOLDER CANCELLATION FORI-00 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE For Informational Purpose OnlyTHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN rP ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ®1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD .p, , AC�R ® CERTIFICATE OF LIABILITY INSURANCE DATE(MIX/DD/YYYV) 4o....------ 10/27/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to 1 the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Jennifer Oznoff ISU Northwest Insurance Services PHONE FAX 1350 Remington Road,Suite C ( EMI: (84T)310 0400 (AID,Nai:16a�)310 0401 Schaumburg,IL 60173 ADDREss: jennifergnwinsurance.com License#: 100300736 INSURER(S)AFFORDING COVERAGE NAIC s INSURERA: Erie Insurance Exchange 26271 INSURED INSURER B: Adam's Vending Corporation INSURER C: 2458 Oakton St INSURERD: Arlington Hts, IL 60005-4820 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: 00006839-0 REVISION NUMBER: 3 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE SR SR SUBRL POLICY NUMBER (MOMIDDIYYYY) ILICY EFF POLICY uMIDDIYYYTY) LIMITS A GENERAL LIABILITY Q27-1400721 03/14/2014 03/14/2015 EACH OCCURRENCE ; 2,000,000 TO X COMMERCIAL GENERAL UABIUTY PREMISES(EaENTED occurrence) $ 2,000,000 CLAIMS-MADE X OCCUR MED EXP(Any one person) 8 5,000 PERSONAL&ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 2,000,000 GENtL AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 56 POLICY^ E T LOC $ A AUTOMOBILE LIABILITY Q04-1730857 04/17/2014 04/17/2015 ('EEa acre dennl)NGLE LIMIT $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS X AUTOS NON-OWNED PROPERTY DAMAGE $ X HIRED AUTOS X AUTOS (Per accident) S UMBRELLA UAB OCCUR EACH OCCURRENCE S EXCESS UAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY YIN TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE("i N/A E.L.EACH ACCIDENT $ OFFICERMIEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(Attach ACORD 101,Additional Rarnarka Schedule,If more apace is required) Additional Insured(General Liability):City of Elgin Eastside Recreation Center Re: Vending machines owned by Adam's Vending Corp.located at 1080 E.Chicago St,Elgin,IL 60120 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE • City of Elgin THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Eastside Recreation Center ACCORDANCE WITH THE POLICY PROVISIONS. 1080 E.Chicago Street Elgin, IL 60120 AUTHORIZE PRESENTATIVE . °)"efAtb (JAO) I ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD Printed by JAO on October 27,2014 at 11:14AM