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HomeMy WebLinkAbout23-0428 EC DesignSERVICES AGREEMENT THIS AGREEMENT ("Agreement") is hereby made and entered into this day of April 2023, by and between the City of Elgin, Illinois, an Illinois home -rule municipal corporation (hereinafter, "City" or "Client") and Erik Christiansen Design Group, Ltd., an Iowa limited corporation (hereinafter "EC Design" or "Consultant"). Collectively, the City and Consultant shall be referred to as the "Parties." NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby mutually acknowledged, the parties hereto hereby agree as follows: 1. PURCHASE. City shall purchase, and Consultant shall provide the services described in Consultant's proposal dated March 19, 2023, related to the Wing Park Golf Course -Nine Hole Irrigation and Pump Station Project attached hereto and made a part hereof as Exhibit A. 2. TERMS. This Agreement shall be subject to the price, terms and conditions contained herein; as provided by Exhibit A. In the event of any conflict or inconsistency between the terms of this Agreement and the terms in Exhibit A, the terms of this Agreement shall supersede and control. 3. SERVICES. Consultant shall provide the services ("Services") specified in Article 2 of Exhibit A. The parties may subsequently agree in writing for the Consultant to provide additional services ("Additional Services") beyond the scope of the Services contained in Exhibit A. 4. COMPENSAT'ION AND PAYMENTS'. A. The City will pay the Consultant the total sum not to exceed of Fourteen Thousand Two Hundred Fifty Dollars ($14,250.00) for the Services set forth in Exhibit A. B. The City will pay reasonable reimbursable expenses actually incurred by the Consultant in performing the services pursuant to this Agreement within thirty (30) days of receiving the Consultant's invoice. The amounts of such reasonable reimbursement expenses are included in the total not to exceed amount of $14,250.00 in subparagraph A above. The Consultant is solely responsible for submitting timely invoices for reasonable reimbursable expenses incurred whilst providing Services for the City pursuant to this Agreement. 5. TERMINATION. The City may terminate this Agreement upon providing thirty ("30") days prior written notice to the Consultant. In the event this Agreement is terminated before the Services are determined to be satisfactorily completed, in the sole discretion of the City, Consultant will be paid for reimbursable expenses reasonably incurred and services actually rendered. 6. OWNERSHIP OF DOCUMENTS. Consultant hereby agrees in writing that all documents or instruments prepared by Consultant pursuant to the Services set forth in Exhibit on behalf of the City, including, but not limited to, drawings and specifications, are the property of the City and shall be provided to the City upon request by the Consultant. 7. LAW/VENUE. This Agreement 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 agreement shall be the Circuit Court of Kane County, Illinois. Consultant hereby irrevocably consents to the jurisdiction of the Circuit Court of Kane County, Illinois for the enforcement of any rights, the resolution of any disputes and/or for the purposes of any lawsuit brought pursuant to this Agreement or the subject matter hereof; and Consultant agrees that service by first class U.S. mail to 405 55 th Street, West Des Moines, JA 50265 shall constitute effective service. Both Parties hereto waive any rights to ajury. 8. ' NO MODIFICATION. This Agreement may only be altered or modified by a written instrument signed by both parties with the same formalities as the original Agreement. 9. hIERGER. This Agreement embodies the whole agreement of the Parties. There are no promises, terms, conditions or obligations other than those contained herein, and this Agreement shall supersede all previous communications, representations or agreements, either verbal, written or implied between the Parties hereto. 10. INTEREST. Consultant hereby waives any and all claims or rights to interest on money claimed to be due pursuant to this Agreement, 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 50511, et seq.), as now or hereinafter amended, or the Illinois Interest Act (815 ILCS 205/1, et seq.), as now or hereinafter amended. The provisions of this paragraph shall survive any expiration, completion and/or termination of this Agreement. 11. 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. 12. COMPLIANCE WITH LAW. Notwithstanding any other provision of this Agreement, it is expressly agreed and understood that in connection with the performance of this Agreement, Consultant 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. 13. 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, e-mail or other electronic means shall be treated in all manner and respects as an original document. The signature of any Party on a copy of this Agreement transmitted by fax machine, or e-mail, or other electronic means shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed, e-mailed or other electronically transmitted 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 electronically transmitted correct 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. 14. WA_RRANTY. Consultant represents and warrants that the Services will be performed in accordance with generally accepted standards for Consultant's profession. 15. LIMITATION OF DAMAGES. In no event shall City be liable for any consequential, 2 indirect, punitive or incidental damages for any reason whatsoever. 16. INDEMNIFICATION. To the fullest extent permitted by law, Consultant 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 Consultant or Consultant's officers, employees, agents or subcontractors in the performance of this Agreement, including but not limited to, all services delivered 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. 17. RELATIONSHIP'BETWEEN THE PARTIES. This Agreement shall not be construed so as to create a joint venture, partnership, employment or other agency relationship between the Parties hereto. 18. ASSIGNMENT. Neither Party may assign this Agreement, in whole or in part, without the written consent of the other party. 19. TIO SPECIAL OR OTHER DUTY. Notwithstanding anything to the contrary in this Agreement, it is agreed and understood that no third -party beneficiaries are intended or created by the provisions of this Agreement. 20. WAIVER. Any delay or failure to enforce any rights by either party arising out of or pursuant to this Agreement shall not constitute, and shall not be construed as, a waiver of any such rights. 21. LIMITATION OF ACTIONS. Consultant 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 any nature whatsoever and in whatsoever forum after two (2) years from the date of this Agreement. 22. ENTIRE AGREEMENT. This Agreement is the only agreement between the Parties hereto regarding the subject matter hereof. There are no other agreements, either oral, written or implied, between the parties hereto regarding the subject matter hereof. 23. APPROPRIATION OF FUNDS. The fiscal year of the City is the 12-month period ending December 31. The obligations of the City under any agreement 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 the agreement. If, for any fiscal year the term of the Agreement, sufficient funds for the discharge of the City's obligations under the Agreement are not appropriated and authorized, then the Agreement 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. 24• NOTICES. All notices and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to the CITY: Mike Lehman Director of Golf Operations City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 With a copy to: Corporation Counsel City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to the CONSULTANT: Erik Christiansen Design Group, Ltd. 405 55111 Street West Des Moines, IA 50265 25. TIME IS OF THE ESSENCE. Time is of the essence of this Agreement. ERIK CHRISTIANSEN DESIGN GROUP, LTD. 1K- CSSI�+, Print Name c Signature Titter CITY OF ELGIN Richar G. Koza , City,Manager Att4o & 1 lerk Legal DeptWgreement\Erik Christiansen Design Group Agr-Wing Park Golf Course4-20-23.doex 4 March 29, 2023 Brad Legnaloli City of Elgin 1010 Wing Street Elgin, IL 60123 That the Client does hereby consider employing the Irrigation Consultant to render professional services for the "Wing Park Golf Course — 9-Hole Irrigation & Pump Station Projeaff to the extent and kind defined In Article 2, below. ARTICLE 2., SERVICES The professional service of the Irrigation Consultant shall be as follows: IRRIGATION DESIGN DEVELOPMENT ® CONSTRUCTION DOCUMENTS (9-Hole Course) Review Existing Documentation — "As-Bullts" (Owner) Pump Station & Existing Water Source Analysis (adequate flows/pressure for new system)* Hydraulic Piping Calculations * Irrigation Product Application * Preliminary Irrigation Sprinkler Layout with Coverage Plan & Budgetary Costs 4 Irrigation Design Refinement * Outline Specification o Final Diagrammatic Construction Documents & Specifications for Bidding* LUMP SUM PROFESSIONAL SERVICES & ASSOCIATED FEES ...................... $0,500.00 BOOSTER PUMP STATION DESIGN & BID DOCUMENTS o Review Existing Documentation& 'As-Builts" (Owner) o City Tap Evaluation & Recommendations # Irrigation Demands & Hydraulic Analysis for Station Delivery * Estimated Budgetary Costs * Final Diagrammatic Station Construction Documents & Specifications* o Bidding Administration o Review Bids & Produce Bid Tabulation (as required) ,o Contractor Qualifications & Recommendations LUMP SUM PROFESSIONAL SERVICES & ASSOCIATED FEES ....................... $5,750.00 *Consuffing fee includes diagrammatic golf in-igadon related booster pump plans and speciricadons. owners Engineer will be respvnsibie for all structural and electricall,inechanIcal engifteenng — as required The Client agrees to pay the Irrigation Consultant for professional services as `ollows: All work shall be billed on a monthly basis after completion of the Items described In Article 2. Fees as specified in the above phases. A fee of .625 per mile, or airfare, plus all related expenses, shall be payable for all field trips to the site as requested by the Client, asstateed/n the Service Agreement, All additional fees and Additional Services above and beyond the stated Phases shall be twilled at a rate of $225.00 per hour.