R2022-73 Resolution Authorizing a Professional Engineering Services Agreement with INTERA Inc. for Vulcan Pit, Rhodes Landfill and Source Water Protection Plan, City Project 2022-22

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I. AMENDMENT OF AGREEMENT. This Agreement shall be amended or supplemented only in writing and executed by both parties hereto. J. HOLD HARMLESS.Consulting Engineer shall indemnify and save harmless the City, its officers and employees against claims for damages to property or injuries to or death of any person or persons,including property and employees or agents of the City and including reasonable attorney's fees incurred by the City or required in any way to be paid by the City, in defense thereof,and shall indemnify and save harmless the City from all claims,demands,suits,actions or proceedings including Worker's Compensation claims,of or by anyone whomsoever,to the extent proximately caused or proximately arising out of negligent acts or omissions to act by Consulting Engineer in connection with its performance of this contract,including operations of its subcontractors and negligent acts or omissions of employees or agents of the Consulting Engineer or its subcontractors. Insurance coverage specified in this Agreement constitutes the minimum requirements and said requirements shall not lessen or limit the liability of the Consulting Engineer under the terms of the Agreement. The Consulting Engineer shall procure and maintain at his own cost and expense,any additional kinds and amounts of insurance that,in the Consulting Engineer's own judgment,may be necessary for the Consulting Engineer's proper protection in the prosecution of the work.Neither Party shall be liable to the other Party for incidental,indirect,special or consequential damages. K. COPYRIGHT ASSIGNMENT.The Consulting Engineer assigns to the City any and all of Consulting Engineer's rights under copyright laws for work prepared by the Consulting Engineer,its employees,subcontractors or agents in connection with this Contract,including any and all rights to register said copyright,renewal rights,determination rights and import rights. The Consulting Engineer agrees to execute any additional documents the City may request to effectuate the assignment of said copyright. L. NO BID RIGGING. BID ROTATION. The Consulting Engineer certifies, in accordance with Section 33E-11 of the Illinois Criminal Code,that the Consulting Engineer is not barred from bidding on contracts as a result of a violation of either Section 33E-3,Bid Rigging,or Section 33E-4,Bid Rotating,of the Illinois Criminal Code.The Consulting Engineer so certifies in the Non-Collusion Statement,attached and marked herein as Exhibit G and incorporated herein by reference. M. NO DELINQUENT TAXES. The Consulting Engineer agrees that it is not delinquent in payment of any and all taxes in any State or any political subdivisions therein and shall so certify in the Affidavit of No Delinquent Taxes,attached and marked herein as Exhibit G,and incorporated herein by reference, N. DRUG.FREE WORKPLACE. The Consulting Engineer agrees that it shall comply with the Illinois Drug Free Workplace Act,30 ILCS 580/1,et seq. If the Consulting Engineer has twenty-five (25)or more employees or this contract is for more than Five Thousand Dollars($5,000.00),the Consulting Engineer shall provide to the City the Drug Free Workplace Certification attached and marked herein as Exhibit G and incorporated herein by reference. O. SEVERABILITY, If any section,tetras or provisions of this Agreement or the application thereof shall be held to be invalid or unenforceable,the remainder of each section,subsection,term or provision of this Agreement or the application of the Agreement to the parties,shall not be affected thereby. P. TIMELINESS.The Parties recognize and agree that time is of the essence of this Agreement as is consistent with the applicable professional standard of care. 9 Last Revised:4/4/2022