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                  <text>Meeting Date:
Resolution #:

12/22/2015
12/151/2015

Resolution of the Board of Trustees of the Village of Sleepy Hollow
Accepting Engineering Agreement for the Route 9 Streets cape Project
WHEREAS, Hahn Engineering submitted a proposal to provide engineering services for
the Route 9 Streetscape Project (attached); and
WHEREAS, costs related to this work will be partially funded by a New York State
Department of Transportation grant; and
WHEREAS, the Village Attorney has reviewed the proposal and has found it to be
acceptable;
NOW, THEREFORE, BE IT RESOLVED that the Board of Trustees accepts a proposal
from Hahn Engineering for engineering services for the Route 9 Streetscape Project and
authorizes the Mayor to take any and all such steps as are necessary to effectuate the
intent of this resolution.
Move: Deputy Mayor Lobato-Church

Second: Trustee Leavy

Absent: Trustees Wompa &amp; Handelman

Vote: Carried

�AGREEMENT
AGREEMENT made t h i s Q ^ d a y o l ' ^ n ktjfl^ f , 2015, by and between:
James J. Hahn Engineering, P.C.
Putnam Business Park
1689 Route 22
Brewster, New York 10509
("Engineer")
and
Village of Sleepy Hollow
28 Beekman Avenue
Sleepy Hollow, NY
10591
("Owner")
RECITALS
WHEREAS, Owner is a municipal corporation.
WHEREAS, Engineer is engaged in the business of providing engineering, and
consulting services to public and private clients.
WHEREAS, Owner desires to retain Engineer, as an independent contractor, and
Engineer desires to be retained by Owner, to render services in accordance with the following
terms and conditions.
TERMS AND CONDITIONS
ARTICLE 1.

SCOPE OF SERVICES

Owner hereby retains Engineer to perform services ("the work") as requested by Owner from
time to time by the Village Board to include those services specified and as specified in the
Statement of Scope of Services, which is attached as Schedule A and which, when signed by the
authorized representative of both Owner and Engineer, shall become a part of this Agreement.
Engineer shall have no obligation to work any particular hours or any particular amount of hours
and shall further have the right to refuse to accept any project as engineer, in his sole judgment,
may wish to refuse.
Engineer shall have no obligation to perform any services other than engineering.
Engineer retains the right to contract for similar services with other individuals and businesses.

�Owner agrees that it shall have no right to control or direct the details, manner or means by
which engineer accomplishes the results of his work.
ARTICLE 2.

COMPENSATION

James J. Hahn Engineering, P.O. shall receive compensation for services rendered for the Village
of Sleepy Hollow at an hourly rate for work as described on attached Schedule "A". James J.
Hahn Engineering, P.C. shall keep accurate time records which shall be submitted to the Village
of Sleepy Hollow on a voucher basis and shall receive payments accordingly for work
performed.
In the event the Village of Sleepy Hollow shall elect to undertake additional projects which
require services of a special nature, other than weekly services presently required, James J. Hahn
Engineering, P.C. shall, upon prior approval of the Village Board, receive compensation in
accordance with Schedule "A" annexed hereto and made a part hereof.
ARTICLE 3.

REIMBURSABLE EXPENSES

In addition to the payments provided for in Article 2 above, the Village shall pay James J. Hahn
Engineering, P.C. the actual cost of all Reimbursable Expenses incurred in connection with
services rendered under this Agreement. Reimbursable Expenses are defined as the actual
expenses incurred in connection with performance of services under this Agreement, including,
but not limited to:
(i)
(ii)
(iii)
(iv)

Transportation.
Obtaining Bids, proposals or quotations from contractors.
Toll telephone calls.
Postal expenses.

(v)

Expenses for drawing reproductions, maps, or other items similar in nature.

ARTICLE 4.

PAYMENT

The Owner shall make payments to the Engineer for the services rendered, accepted and described
herein in monthly payments as more fully set forth in Schedule A, Scope of Services.
ARTICLE 5.

AUDIT

All billing under the Contract shall be subject to audit by Owner at Engineer's offices during
regular business hours. Engineer shall permit Owner's representatives to have all access to all
necessary books, records and information to verify such billing for a period of one (1) year beyond
date of Owner's receipt of billing.
ARTICLE 6.

TERMINATION/SUSPENSION

Either party shall have the right to terminate or suspend the work under this Agreement at any time

�for any reason upon the giving to the other of 30 days prior written notice. The amount due and
payable to Engineer under Articles 2 and 3 of this Agreement at the time of termination or
suspension for work completed by owner shall represent the complete and final payment which is
due. In the event that work being performed is deemed additional services as hereinafter defined
and suspended by Owner for more than 60 days, Engineer's compensation for completing the work
shall be subject to renegotiation.
ARTICLE 7.

ASSIGNMENT

Neither the Owner nor the Engineer shall assign nor sub-contract its interest in this Agreement
without the prior written consent of the other.
ARTICLE 8.

OWNER TO PROVIDE INFORMATION

Owner, in a timely manner, shall provide Engineer with the information which is necessary for
Engineer to perform the work.
ARTICLE 9.

OWNERSHIP OF WORK PRODUCT

All notes, memoranda, drawings, designs, specifications and reports prepared by Engineer shall
become Owner's upon completion of the payment earlier provided for.
All documents including Drawings and Specifications prepared by Engineer pursuant to this
Agreement are instruments of service with respect to the services of the Engineer. They are not
intended or represented to be suitable for reuse by Owner or others on extensions of the project or
on any other project.
ARTICLE 10.

USE OF PATENTED ELEMENT

Without Owner's prior written approval, Engineer will not use or designate for use in connection
with the work, any patented or patent-pending article, method or device which involves or requires
payment of any license, fee or royalty in addition to the purchase price, and Engineer agrees to
indemnify Owner against costs incurred in connection with the payment of such license, fee or
royalty in the event that Owner's prior approval is not obtained. The provisions of this Article
shall survive the performance of this Agreement.
ARTICLE 11.

CONFIDENTIALITY

To provide the services under this Agreement, it may be necessary for Owner to disclose certain
confidential information to Engineer, and for Engineer to disclose certain confidential information
to Owner. All confidential information shall be designated in writing as "confidential" by clear
marking. Each party agrees not to disclose any confidential information to any third party unless:
a)

disclosure is required by law and, if so, advance written notice of disclosure is given;

�b)

the information was actually and demonstrably known to the disclosing party before it was
obtained from or developed in cooperation with the other party;

c)

the information is or becomes available to the public in general through a widely
disseminated publication where such publication does not arise directly or indirectly from
the breach of any obligation of secrecy to either of the parties to this Agreement;

d)

the information is obtained or acquired by the disclosing party in good faith from a third
party who acquired it in good faith and who is not under any direct or indirect obligation of
secrecy to the other party; or

e)

a written release is obtained by the disclosing party from the other party.

The provisions of this Article shall survive the performance of this Agreement.
ARTICLE 12.

INSURANCE

Engineer shall maintain the following insurance, certificates for which will be provided to Owner
within ten (10) days of the signing of this Agreement.
a)

Worker's Compensation and Employer's Liability and disability benefits covering
Engineer's employees, as required by law;

b)

Professional Liability - $ 1,000,000.00.

ARTICLE 13.

INDEMNIFICATION

Engineer shall indemnify and hold Owner harmless from, against, for and in respect of any and all
damages, losses, obligations, liabilities, claims, encumbrances, costs and expenses (including,
without limitation, reasonable attorneys' fees and other costs and expenses) arising out of any suit,
action, investigation or proceeding which Owner may suffer or incur as a result of or arising out of
the performance by Engineer of any duties and obligations required to be performed by it
hereunder or as a result of any breach or default in the terms of the within agreement, except for
and to the extent of any contributing act or omission, negligent or otherwise, by Owner, its
employees, officers, servants, or agents, which result, directly or indirectly, in such damages,
losses, obligations, liabilities, claims, encumbrances, costs and/or other expenses.
ARTICLE 14.
ARTICLE 15.

INTENTIONALLY LEFT BLANK
STATUS

In the performance of this Agreement, Engineer shall be an independent contractor, and employees
of Engineer shall not be deemed to be employees of Owner.

�ARTICLE 16.

NON-DISCRIMINATION

Engineer shall not discriminate against any employee or applicant for employment because of
race, color, religion, sex, age or national origin and it agrees to comply with all laws and
ordinances relating thereto, and all orders, rules and regulations issued pursuant thereto including,
without limitation, Executive Order 11246 (as amended by Order 11375). Engineer further
agrees to comply with Executive Orders 11801 (Employment of Veterans) and 11758
(Employment of Handicapped). If any of the aforementioned laws, ordinances, orders, rules and
regulations require any particular provision, representation or agreement to be set forth in this
Agreement, the same is hereby incorporated by referenced as if it were fully written.
ARTICLE 17.

NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be served
either personally or be certified mail, return receipt requested, addressed to the parties' addresses
as set forth in this Agreement or to such other address as a party may later designate by written
notice. All notices shall be effective upon receipt.
The address of the Owner shall be as follows:
Village of Sleepy Hollow
28 Beekman Avenue
Sleepy Hollow, NY 10591
The address of the Engineer shall be as follows:
James J. Hahn Engineering, P.C.
Putnam Business Park
1689 Route 22
Brewster, New York 10509
ARTICLE 18.

FORCE MAJEURE

Any delay in or failure of performance of either party to this Agreement shall not constitute a
default under this Agreement nor give rise to any claims for damage, if and to the extent such delay
or failure is caused by occurrences beyond the control of the party affected including, but not
limited to, acts of God or the public enemy, expropriation or confiscation of facilities or
compliance with any order or request of governmental authority, affecting to a degree not
presently existing, the supply, availability, or use of personnel or equipment, acts of war, public
disorder, insurrection, rebellion, sabotage, flood, riot, strikes or any causes not within the

�reasonable diligence, the party is unable to prevent. A party who is prevented from performing
for any reason shall immediately notify the other party in writing of the reason for the
nonperformance and the anticipated extent of any delay.
ARTICLE 19.

ENTIRE AGREEMENT

This Agreement contains the entire Agreement between the parties and supersedes all prior
negotiations, whether written or oral. This Agreement may be changed only in writing signed by
the party against whom the changes is sought to be enforced.
ARTICLE 20.

BINDING EFFECT

This Agreement shall ensure to the benefit of and be binding upon the parties' respective
successors or assigns.
ARTICLE 21.

GOVERNING LAW

This Agreement shall be governed and interpreted pursuant to the laws of the State of New York.
ARTICLE 22.

WAIVER

The failure of either party to insist upon strict performance of any term of this Agreement shall not
be deemed a waiver of any rights or remedies that such party may have for any subsequent breach,
default or nonperformance and either party's rights and remedies shall not be affected by any
previous waiver of course of dealing.

�STATE OF NEW YORK
COUNTY OF PUTNAM

)
)
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SS.:

On this **"] day of
2015, before me personally appeared James J. Hahn, P.E.,
to me known, who, being by me first duly sworn, did depose and say that he resides in Brewster,
New York; that he is the Owner of JAMES J.HAHN ENGINEERING, P.C., the company
described in and which executed the foregoing instrument; that he knows the company seal of said
company; that the company seal affixed to said instrument is such company seal; that it was so
affixed by order and authority of the Owner of said company, and that he signed his name thereto
by like order and authority.

�VILLAGE OF SLEEPY HOLLOW
BY:
KENWRAY
TITLE: MAYOR

STATE OF NEW YORK

)

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)

COUNTY OF WESTCHESTER
On this ^

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New York; that he is the Mayor of VILLAGE OF SLEEPY HOLLOW, the corporation described
in and which executed the foregoing instrument; that he knows the corporation seal of said
corporation; that the corporation seal affixed to said instrument is such corporation seal; that it was
so affixed by order and authority of the Board of Directors of said corporation, and that he signed
his name thereto by like order and authority.

PAULA A MCCARTHY
Mntarv Public - State of New Yont

NO 01MC6198640
Qualified in Westchester Counu

P:\Village of Sleepy Hollow\E-CONTRA\CONTRACT-20l5-16.docx

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�SCHEDULE A

VILLAGE OF SLEEPY HOLLOW
SLEEPY HOLLOW, NEW YORK

MANAGEMENT CONSULTATION
SCOPE OF SERVICES

DECEMBER 2015

�TABLE OF CONTENTS

PAGE
DESCRIPTION

1

COMPENSATION

1

PAYMENTS

i.

SERVICES TO BE RENDERED

2

VILLAGE MEETINGS

2

PREPARATION OF PLANS AND
SPECIFICATIONS

2-3

FIELD INSPECTIONS

3

GENERAL SERVICES

3

SCHEDULE "A"
(SALARY SCHEDULE)

4

2

�VILLAGE OF SLEEPY HOLLOW
ENGINEERING SERVICES
DESCRIPTION OF SERVICES
I.

DESCRIPTION

The professional engineering services rendered shall comprise technical, environmental and
management consultation for the Village of Sleepy Hollow, 28 Beekman Avenue, Sleepy Hollow,
These professional engineering services shall be rendered under the teims of an Agreement
between the Village of Sleepy Hollow (Owner) and James J. Hahn Engineering, P.C. (Engineer).
The Contract will extend from December 2, 2015, through December 31, 2016, and shall be
capable of renewal on an annual basis upon mutually agreeable terms and conditions. Either party
may terminate the Contract at any time with the provision of thirty days prior written notice.
II.

COMPENSATION

Payments
Owner shall pay Engineer for the services rendered, accepted and described herein. Fees shall
be based on hourly salaries of personnel who perform services for the Village of Sleepy Hollow
A schedule of salaries in effect is attached as Exhibit "A" of this proposal.
The Engineer shall submit monthly statements for services and for reimbursable expenses incurred.
The Owner shall pay the Engineer for additional services rendered, if applicable, as follows:
1.

Extra work required by the Owner will be negotiated and proposed fees will be
approved by Owner prior to extra work commencing. Fees for this work will be
included in monthly statements.

2.

Additional services not negotiated but approved by the Owner as work required.
Payments will be made on the basis of salary costs as shown on attached schedule.
Fees will be included in monthly statements.

�All reimbursable expenses such as the reproduction costs of drawings,
specifications and similar items.
III. SERVICES TO BE RENDERED
The professional engineering services to be rendered by Engineer shall be as follows:
Village Meetings
Engineer will furnish the services of James J. Hahn, P.E. to be present at all regular and special
meetings of the Village Board if specifically requested by the Village Board. Mr. Hahn will also
attend and participate in public hearings, executive sessions and special informational meetings
when requested to do so by the Village Board.
In addition, Mr. Hahn shall attend meetings of other Board's as reasonably requested to do so by
its Chairman.
Engineer will furnish the services of Mr. Hahn or a project engineer to assist the Owner on an as
needed basis. Mr. Hahn or a project engineer will also be available at the Village Hall on an as
needed basis and will be available during regular business hours by telephone or by appointment
Preparation of Plans and Specifications
Engineer will prepare plans and specifications for capital improvement projects for the Owner and
aid the Owner in obtaining bids for capital improvement projects in accordance with General
Municipal Law. Construction Management Services during the actual construction phase of a
building project is deemed an additional service for which a separate proposal would be submitted
to Owner.
The term "capital improvement project" shall be defined to mean that proposed project for which
a line item has been created in the Owner's municipal budget or for which municipal financing is
deemed to be required. The preparation of plans and specifications for services that may be
rendered to any of the special districts of the Owner, whether in existence or proposed to be created
is not intended to be covered hereunder. Such services, if required, shall be deemed additional
services to be rendered to the particular District for which Engineer will submit a separate proposal
in accordance with the terras of this Agreement.

o

�The Engineer agrees to advise the Owner in writing prior to undertaking any task it would
reasonably believe is a capital improvement project prior to the performance of work associated
therewith.

Field Inspections
Engineer will provide periodic field inspections of construction of new roads, drainage systems,
erosion control facilities, parking areas, water, sewer and utilities, and any other projects as
requested by the Village Board.
Engineer will also provide, at the request of the Board, periodic written reports and
recommendations to the Owner regarding the Owner's existing roads, drainage and municipal
structures to be inspected by Engineer on a periodic basis and will provide maintenance and
improvement recommendations to the Owner as well as periodically review the Owner's
maintenance procedures to assess their effect on the maintenance of Owner's properties. The report
of the Engineer will include technical analyses and cost estimates for any recommended
improvements. This work will be on an as needed basis and as approved by the Village Board.
General Services
The Engineer may from time to time be required to review Village regulations, submit reports or
provide Expert Testimony and other similar type work regarding Village matters. This work will
be as approved by the Village Board and a separate proposal will be provided to the Village for
approval prior to the commencement of such work.

-3T

�SCHEDULE"A"
VILLAGE OF SLEEPY HOLLOW

It is agreed and understood that James J. Hahn Engineering, P.C., upon receiving prior
Village Board approval, shall receive compensation for services rendered of a special nature, such
as feasibility studies, design projects, and projects not part of normal operation of the Village,
pursuant to the following schedule.

SALARY SCHEDULE

Salarv $/Hr.
Principal

$200.00

Project Manager

$175.00

Chief Designer

$125.00

Project Engineer

$125.00

Engineer

$ 95.00

Technical/Inspector

$ 92.50

AutoCAD Operator

$ 92.50

P:\Village of Sleepy HolIow\E2-CONTR\Schedule A-20I5-2016.docx

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New York State Insurance Fund
Workers'Compensation &lt;£ Disability Benefits Specialists Since 1914
105 CORPORATE PARK DRIVE SUITE 200, WHITE PLAINS, NEW YORK 10604-3814
Phone; (914) 253-4871

CERTIFICATE OF WORKERS' COMPENSATION INSURANCE

270433275
JAMES J HAHN ENGINEERING PC
1689 R T 2 2 - PUTNAM BUSINESS PARK
BREWSTER NY 10509

POLICYHOLDER

CERTIFICATE HOLDER

JAMES J HAHN ENGINEERING PC
1689 RT 22 - PUTNAM BUSINESS PARK
BREWSTER NY 10509

POUCY NUMBER
W 815 633-3

VILLAGE OF SLEEPY HOLLOW
28 BEEKMAN AVENUE
SLEEPY HOLLOW NY 10591

CERTIFICATE NUMBER
133970

PERIOD COVERED BY THIS CERTIFICATE
02/20/2015 TO 02/20/2017

DATE
12/2/2015

THIS IS TO CERTIFY THAT THE POLICYHOLDER NAMED ABOVE IS INSURED WITH THE NEW YORK STATE INSURANCE
FUND UNDER POLICY NO. 815 633-3 UNTIL 02/20/2017, COVERING THE ENTIRE OBUGATION OF ^ I S P O U C Y H O L D E R
T H E
N E W Y 0 R K
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W O R ^ R S ' COMPENSATION LAW w S
OPERATIONS IN THE STATE OF NEW YORK, EXCEPT AS INDICATED BELOW,

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DAYS V ^ r n E N NOTICE OF SUCH CANCELLATION WILL BE GIVEN TO THE CERTIFICATE HOLDER ABOvi'
NOTICE BY REGULAR MAIL SO ADDRESSED SHALL BE SUFFICIENT COMPLIANCE WITH THIS PROVISION

^ P 0 V E R CLAIMS 0 R SU,TS
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JAMES J HAHN-PRESIDENT
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This certificate can be validated on our web site at https://www.nysif.coni/cert/certval.asp or by calling (888) 875-5790
VALIDATION NUMBER: 835778724

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Brewster, NY 10509
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Putnam Bus. Park 1689 Route 22
Brewster, NY 10509

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CERTIFICATE HOLDER

CANCELLATION

VILLSLE
Village of Sleepy Hollow
28 Beekman Avenue
Sleepy Hollow, NY 10591

ACORD 25 (2014/01)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE

© 1988-2014 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD

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^

•

GENERAL AGGREGATE

LOC

PRODUCTS - COMP/OP AGG

OTHER:

(

AUTOMOBILE LIABILITY
ANY AUTO
ALL OWNED
AUTOS
HIRED AUTOS
UMBRELLA UAB
EXCESS UAB

SCHEDULED
AUTOS
NON-OWNED
AUTOS

PROFESSIONAL

BODILY INJURY (Per accident)
PROPERTY DAMAGE
(Per accident!

(

OCCUR

EACH OCCURRENCE

CLAIMS-MADE

AGGREGATE

DEO
I RETENTION S
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
„ ,
ANY PROPRIETOR/PARTNEWEXECUT1VE
OFFICER/MEMBER EXCLUDED?
.
(Mandatory In NH)
"'yes,describe under
INSCRIPTION OF OPERATIONS blow
A/E

COMBINED SlNfiLi LIMIT
tEaacddin
BODILY INJURY (Perperson)

PER
STATUTE

OTH-

I ER

E.L EACH ACCIDENT

N/A

E L DISEASE - EA EMPLOYEE
E.L DISEASE • POUCY LIMIT

105637915

LIABILITY

6/ss/aois

6/25/2016

SI,000,000 Each Claim
11,000.000 Annual Aggregate

DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD101. AddWonal R a m . * . Schedule, n ^ be atUeh.1 K more „ » „ I. n q u l » d )

CERTIFICATE HOLDER

:

CANCELLATION

Village of Sleepy Hollow
28 Beekman Avenue
Sleepy Hollow, NY 10591

ACORD 25 (2014/01)
INS025 wiidim

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE

Warren Redeker/SSTEIH
© 1988-2014 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD

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