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18-72 • Resolution No. 18-72 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH B & F CONSTRUCTION CODE SERVICES, INC. FOR INSPECTION SERVICES REGARDING THE ADMINISTRATION AND ENFORCEMENT.OF THE CITY OF ELGIN'S • VACANT RESIDENTIAL BUILDINGS ORDINANCE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk,be and are hereby authorized and directed to execute an Agreement on behalf of the City of Elgin with B &F Construction Code Services, Inc. for inspection services and other services regarding the administration and enforcement of the City of Elgin's vacant residential buildings ordinance,a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: July 11, 2018 Adopted: July 11, 2018 Omnibus Vote: Yeas: 8 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk AGREEMENT THIS AGREEMENT is made and entered into this 11 '' day of July ,2018,by and between the CITY OF ELGIN, an Illinois municipal corporation(hereinafter referred to as "CITY") and B & F Construction Code Services, a(n) Illinois corporation (hereinafter referred to as "CONTRACTOR"). WHEREAS,the CITY desires to engage the CONTRACTOR to furnish certain inspection services and other services in connection with the CITY's administration and enforcement of its vacant residential buildings ordinance, as set forth in Chapter 16.42 of the Elgin Municipal Code, 1976, as amended(hereinafter referred to as the"PROJECT");and WHEREAS,the CONTRACTOR represents that it is in compliance with Illinois Statutes relating to registration and training of individuals and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW,THEREFORE,it is hereby agreed by and between the CITY and the CONTRACTOR that the CITY does hereby retain the CONTRACTOR for and in consideration of the mutual promises and covenants contained herein,the sufficiency of which is hereby acknowledged to perform the services relating to the PROJECT as described herein, subject to the following terms and conditions and stipulations,to-wit: 1.SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the Community Development Director of the CITY or his designee, herein after referred to as the "DIRECTOR". B.The CONTRACTOR shall provide the services to the CITY relating to the PROJECT and the administration and enforcement of the CITY's vacant residential buildings ordinances provided in Chapter 16.42 of the Elgin Municipal Code, 1976,as amended,as set forth in the Scope of Services attached hereto and made a part hereof as Exhibit A. 2.PROGRESS REPORTS A project schedule for the PROJECT is attached hereto and made a part hereof as Exhibit B. On or before the seventh(7th)day of each month,the CONTRACTOR shall submit to the DIRECTOR a Progress Report. Said Report shall consist of a brief narrative that describes the progress of the PROJECT against the project schedule(Exhibit B)and identifies any pending,unresolved,and/or outstanding issues,especially as they may related to continued implementation of the PROJECT or advancing the purposes of Chapter 16.42. Said evaluation shall also include a report regarding Workload Indicators as required within the Scope of Services(Exhibit A,Section A.17.). 3.WORK PRODUCT All work product prepared by the CONTRACTOR pursuant hereto including, but not limited to, reports,citations,notes,plans,designs,calculations,work drawings,studies,photographs,models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the DIRECTOR;provided,however,that the CONTRACTOR may retain copies of such work product for its records. CONTRACTOR's execution of this Agreement shall constitute CONTRACTOR's conveyance and assignment of all right, title and interest, including but not limited to any copyright interest, by the CONTRACTOR to the CITY of all such work product prepared by the CONTRACTOR pursuant to this Agreement. The CITY shall have the right either on its own or through such other consultants as determined by the CITY to utilize and/or amend such work product. Any such amendment to such work product shall be at the sole risk of the CITY. 4.PAYMENTS TO THE CONTRACTOR A.For services provided by the CONTRACTOR to the CITY pursuant to this Agreement, the CITY shall pay the CONTRACTOR as follows: (i) $94.00 for each vacant building registration fee received by the CITY from a registered vacant building pursuant to Elgin Municipal Code Section 16.42.060A1. (ii) $235.00 for each inspection conducted on a vacant building pursuant to Elgin Municipal Code Section 16.42.060A2. Such inspection fee to be paid to the CONSULTANT shall provide the compensation for work related to both the initial inspection and the periodic re-inspections ($35 per re- inspection, assuming 30 inspections a year), as necessary, until code compliance is achieved. (iii)$70.00 per hour for court time in excess of eight(8)hours per month. B. The CITY shall make periodic payments to the CONTRACTOR based upon actual progress within thirty(30)days after receiving proof of an invoice. 5.INVOICES A.No more than once per month, the CONTRACTOR shall submit invoices in a format approved by the CITY. Progress Reports (2 above) shall be included with all payment requests. B. The CONTRACTOR shall maintain records showing actual time devoted and cost incurred. The CONTRACTOR shall permit the DIRECTOR or any other authorized representative of the CITY to inspect and audit all data and records of the CONTRACTOR for work done under this Agreement. The CONTRACTOR shall make these records available at reasonable times during the Agreement period and for one (1) year after termination of this Agreement. 6.TERMINATION OF AGREEMENT Notwithstanding any other provision hereof,the CITY may terminate this Agreement at any time upon fifteen(15)days prior written notice to the CONTRACTOR.In the event that this Agreement is so terminated, the CONTRACTOR shall be paid for services actually performed prior to termination in accordance with the amounts set forth under Paragraph 4 above. 7.TERM This Agreement shall become effective as of the entry into and execution of this Agreement by the CONTRACTOR and the CITY and,unless terminated for cause,or pursuant to paragraph 6,shall continue through December 31,2018.The CITY,at its option,may also extend this Agreement on the same terms and conditions for an additional one(1)year term from January 1,2019,through December 31, 2019 with an option for two(2)one-year renewals beyond December 31,2019 by mutual consent of the contracting parties by providing the CONSULTANT written notice thereof on or before November 1,prior to the expiring year. 8.NATURE OF SERVICES It is agreed and understood that the undertakings of the CONTRACTOR on behalf of the CITY pursuant to this Agreement are general services only and that no special duties or obligations to third parties are intended or shall be deemed or construed to be created by this Agreement. It is further agreed and understood that this Agreement is not intended nor shall be construed to alter, limit or constitute a waiver of any civil immunities afforded the CITY and/or its employees pursuant to the Local Governmental Tort Immunity Act at 745 ILCS 10/1-101,et seq., as amended, or as otherwise provided by law,it being agreed that all of the civil immunities as set forth in such Act,as amended,or as otherwise provided by law,shall fully apply to any claims asserted or which might be asserted against the CITY and/or its employees as a result of the services to be provided by the CONTRACTOR pursuant to this Agreement,as a result of this Agreement or otherwise. 9.BREACH OF CONTRACT 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 such 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 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, with the sole exception of an action to recover the monies the CITY has agreed to pay to the CONTRACTOR pursuant to Paragraph 4 hereof, no action shall be commenced by the CONTRACTOR against the CITY for monetary damages. CONTRACTOR hereby further waives any and all claims to interest on money claimed to be due pursuant to this Agreement,and waives any and all such rights to interest which it claims it may otherwise be entitled pursuant to law, including, but not limited to,the Local Government Prompt Payment Act, as amended, (50 ILCS 501/1,et seq.)or the Illinois Interest Act,as amended(815 ILCS 205/1,et seq.). The parties hereto further agree that any action by the CONTRACTOR arising out of this AGREEMENT must be filed within one(1)year of the date the alleged cause of action arose or the same will be time- • barred. 10.INDEMNIFICATION To the fullest extent permitted by law,CONTRACTOR agrees to and shall 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,workers'compensation claims,in any way resulting from or arising out of negligent actions or omissions of the CONTRACTOR in connection herewith, including negligence or omissions of employees or agents of the CONTRACTOR arising out of the performance of this Agreement. 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 Agreement. 11.NO PERSONAL LIABILITY 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. 12.INSURANCE A. Comprehensive Liability. The CONTRACTOR shall provide,pay for and maintain in effect, during the term of this Agreement, a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The CONTRACTOR shall deliver to the DIRECTOR a Certificate of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty(30)days prior written notice to the DIRECTOR. The Certificate of Insurance shall include the contractual obligation assumed by the CONTRACTOR under Paragraph 10 entitled"Indemnification". This insurance shall be primary and non-contributory to any other insurance or self- insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned,non-owned and hired motor vehicles with limits of not less than$500,000 per occurrence for bodily injury and/or property damage. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of$1,000,000 per occurrence subject to a$1,000,000 aggregate. D. Professional Liability. The CONTRACTOR shall carry CONTRACTOR's Professional Liability Insurance covering claims resulting from error, omissions or negligent acts with a combined single limit of not less than $1,000,000 per claim. A Certificate of Insurance shall be submitted to the DIRECTOR as evidence of insurance protection. The policy shall not be modified or terminated without thirty(30)days prior written notice to the DIRECTOR. 13.MONITORING OF CONTRACTOR VEHICLES CONTRACTOR agrees to permit the CITY to monitor the CONTRACTOR's vehicles used in connection with providing the inspection and other services to the CITY pursuant to this Agreement. In connection therewith, the CONTRACTOR shall permit the CITY, through the CITY's agents, to install Global Positioning Satellite ("GPS") monitoring devices on the CONTRACTOR's vehicles to be utilized by the CONTRACTOR and its employees in connection with providing the services to the CITY pursuant to this Agreement. It is further agreed and understood that the CITY may use any such GPS data for any and all purposes as determined by the CITY, including, but not limited to,to monitor and evaluate CONTRACTOR's performance of this Agreement and that CONTRACTOR,on behalf of itself,its officers,employees and agents, expressly agrees to same. 14.NONDISCRIMINATION 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. 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. 15.ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY,which the CITY may withhold in its sole discretion. 16.DELEGATIONS AND SUBCONTRACTORS Any assignment,delegation or subcontracting shall be subject to all the terms,conditions and other provisions of this Agreement and the CONTRACTOR shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the CONTRACTOR would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. 17.NO CO-PARTNERSHIP OR AGENCY This Agreement shall not be construed so as to create a partnership,joint venture,employment or other agency relationship between the parties hereto. It is agreed and understood that the CONTRACTOR is serving in the status as an independent contractor of the CITY. 18.SEVERABILITY 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. 19.HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 20.MODIFICATION OR AMENDMENT This Agreement and its attachments 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,or change order as herein provided. 21.APPLICABLE LAW 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. 22.NEWS RELEASES The CONTRACTOR may not issue any news releases without prior approval from the DIRECTOR, nor will the CONTRACTOR make public statements relating to this Agreement without prior written approval from the DIRECTOR prior to said matters becoming matters of public record. 23.COOPERATION WITH OTHER CONTRACTORS The CONTRACTOR shall cooperate with any other contractors in the CITY's employ or persons or any work associated with the PROJECT. 24.INTERFERENCE WITH PUBLIC CONTRACTING The CONTRACTOR certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq.or any similar state or federal statute regarding bid rigging. 25.SEXUAL HARASSMENT As a condition of this contract,the CONTRACTOR shall have written sexual harassment policies that include,at a minimum,the following information: A.the illegality of sexual harassment; 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. 26.SUBSTANCE ABUSE PROGRAM. As a condition of this agreement, CONTRACTOR shall have in place a written substance abuse prevention program which meets or exceeds the program requirements in the Substance Abuse Prevention Public Works Project Act at 820 ILCS 265/1 et seq. A copy of such policy shall be provided to the City's provided to the City's Purchasing Officer prior to the entry into and execution of this agreement. 27.WRITTEN COMMUNICATIONS All recommendations and other communications by the CONTRACTOR to the DIRECTOR and to other participants which may affect cost or time of completion, shall be made or confirmed in writing. The DIRECTOR may also require other recommendations and communications by the CONTRACTOR be made or confirmed in writing. 28.NOTICES 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: A.As to the CITY: Colby Basham,Director of Neighborhood Services City of Elgin 150 Dexter Court Elgin,Illinois 60120-5555 With a copy to: William A.Cogley,Corporation Counsel City of Elgin 150 Dexter Court Elgin,Illinois 60120-5555 B.As to the CONTRACTOR: B&F Construction Code Services 2420 Vantage Drive Elgin,IL 60124 29.SCREENING OF CONTRACTOR'S EMPLOYEES CONTRACTOR's inspectors assigned to the PROJECT pursuant to this AGREEMENT shall, prior to performing services hereunder, undergo a criminal history background check and drug screening examinations in the manner performed on new employees of the CITY. CONTRACTOR and its employees shall sign the necessary forms to allow the CITY to perform such criminal history background checks and drug screening examinations.The CITY reserves the right to reject any proposed inspectors of the CONTRACTOR based on the results of such criminal history background checks and drug screening examinations. 30.COMPLIANCE WITH LAWS Notwithstanding any other provision of this AGREEMENT it is expressly agreed and understood that in connection with the performance of this AGREEMENT 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 AGREEMENT 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 AGREEMENT. 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 paragraph. 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. CONTRACTOR shall pay any and all costs associated with any such audit. [SIGNATURE PAGE FOLLOWS] IN WITNESS WHEREOF, the parties hereto have entered into and executed this agreement effective as of the date and year first written above. CITY • irea: By Richard Kozal,City Manager An St- bazos City lerk CONTRACTOR: J ,Ub1 Name/Print: Kkj,,ii.j 4 gfar 7 Title: U( L-