HomeMy WebLinkAboutbocc.con.173.2008phaseIICLERK'S CHECK LIST
FOR CONTRACTS SUBMITTED TO CLERK AND RECORDER FOR SCANNING/ARCHIVING
CONTRACT #: 173-2008 phase II of III
ORIGINATING DEPARTMENT/DIVISION: attorney
CONTACT PERSON: John Ely/Lisa MacDonald PHONE #: x5191
PROJECT NAME: White Water Park design, permitting, & supervision of construction
^ BOCC AGENDA ITEM ®STAFF AUTHORIZED SIGNATURE
(Requires BOCC Signature) (per Revised Procurement Code 7/2005)
® Over $50,000 (Requires County Manager's Signature)
^None ^Informal ®Formal ^Sole Source ^Emergency ^State Bid ^
^Compliance with House Bills 06-1343 and 07-1073 - hmmigration Form (Under $10,000, Letters of Engagement, etc
®DOLLAR AMOUNT: $ 72000. total
for phase II $49,259.72 BUDGET LINE ITEM/LEDGER NUMBER: 11875-02271-86150
/ CHECK CONTRACT TYPE:
®Services/Maintenance
^License/Use
^Lease
^Construction
^Goods, Equipment, Supplies
^Other (e.g. revenue)
(for county employees)
ental Agreement (Requires BOCC Action)
Agreements (Requires BOCC Action)
;e Order/Contract Amendment
CONTRACTOR: Jason Carey COMPLETE LEGAL OF NAME OF BUSINESS (if different from contractor)
Riverrestoration.org
Coutract Execution Date:Dec 5, 2008
Automatic Renewal: ®Yes ^No
Contract End Date: Dec 5, 009
Term of Coutract: 1 year
All Contracts should be proofed for the following:
/ ®No Pages Missing
/ ®If a Page is Left Intentionally Blank -Note on Page
/ ®Page numbered consecutively
/ ®All Signatures Affixed
/ ®All Dates Filled In 5
/ ® ~~q
All Other Blanks Filled In
/ ® 1«
All Exhibits Attached .~0
/ ® HB 06-1343 and 07-1073 (Immigration Legislation) Included in RFP and/or Contract ~~
/ ® All Legal Descriptions Attached (if applicable)
/ ^ Notice of Award/Notice to Proceed Attached (if applicable)
/ ^ Wan•anty(ifapplicable)
/ ^ Special Instructions for Finance Department:
/ ® Sent to Clerk and Recorder for Scanning/Archiving
/ ® Authorized Staff Person's Name: Lisa MacDonald
BY CHECKING ABOVE AND ENTERING NAME, THE AUTHORIZED STAFF PERSON INDICATES THAT
THE ATTACHED DOCUMENT HAS BEEN PROOFED AND READY FOR SCANNING.
r06!01l2005 15:26 9709479533 RI'~~ER PAGE 01
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CONTRACT FORYROVISION O>! SERVICES
Contract # 173-200$
hedger # _
- - bi
THIS CONTRACT is made and entered by and between the Pitkin County Board
of County Commissioners ("County") 530 E. Main Street, Suite 302 Aspen„ CO 81611
and River Restoration.Org, LLC PO BOX 2123 Glenwood Springs, CO 81602
hereinafter "Contractor").
1. Tezm. The term of this contract is from De~tzaber 5.2008 to
December 5, 2009 At the expiration of the initial term, the
eonu~act maybe extended far an additional term by the express written consent of both
parties.
2. Conp•actor's Oblig ns. Contractor shall design, acquire necessary penooittiag aad
supervise construction of a Whitewater Park Facility located ax Pitkiat County, Cobrado.
Contractor will perform all work in Phase lI as destaibed is Table 2, (attached hereto) of the
Proposal submitted August 8, 2008.
3. Compensation and Bxnenses Invoicing Pa~tnem and Offset. Payment shall be
consistent with Phase Il described in Table 2 ofProposal submitted August 8, 2008,
Payments shall be made against total based on receipt of invoices- Payments shall be
made within 30 days of invoice date. Any objections to invoiced amounts to be made in
writing within 10 days of invoice date.
4. Counrty's Efficlusive Ownership of Work Product Drawings, specifications,
guidelines and other documents prepared by Contractor in connection with this contract
shall be the property of the County. However, Contrator shall have the right to utilize
such docurraettts in the course of its ttrarketirtg, professional presentations, and for other
business purposes. Comrador shall have right to use materials produced in the course of
this contract for rttazketing purposes and professional presentations, articles, speeches and
other business purposes.
5. Pitkin County's Obiiations. Pitkin County shall administer this contract througlu
a County Representative. John Ely will manage the project as the County's
Representative- The services provided and products delivered by the Comractor wader
this contract will be subject to review by the County's Representatives, or a designee, for
compliance with Contractor's obligations prior to final payment.
6. Termination P~iQr~o Exploration gf Contract Term. The County has the right to
terminate this contract, with or without cause,-by giving written notice to the Contractor
of such termination and specifying the effective date thereof Such notice shall be given
at least ten (l o) days before the effective date of such terrnimation. In such event aII
finished or unfinished documems, data, studies and reports prepared by the Contractor
pursuant to this contract shall become the County's property. CoMrador shall be entitled
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06!0112005 15:26 9709479533 RI'vER PAGE 02
to receive compensation in accordance with the contract for any satisfactory work
completed pursuant to the terms of this contract prior to the date of termination. Not
withstanding the above, Comractor shall not be relieved of liability to the County £or
damages sustained by the County by virtue of any breach of the contract by the
Contractor.
7. Ind~~adent Contractor Status.
A. The parties to this contract Imend that the relationship between them
contemplated by the conttract is that of independent Contractor. Contractor, and any
aged, employee, or servant of Contractor shall not be deemed to be an employee, again,
or servant of Pitkin Cotttny.
B. Contractor is not required to otter his services exclusively to Pitkin
County under tbis contract. Contractor may choose to work for other individuals or
entities during the term of this contract, provided that the basic services and deliverable
products regtined tinder this contract are submitted in the manner and on the schedule
defined under this contract.
G Contractor warrants that all work produced will conform to all applicable
industry standard o£ care, skill and diligence in the performance of Contractor's obligations
under this contract.
D. Contractor shall not attempt to oversee or supervise the work or actions of
any Pitkin County employee, servant m agent in the course of completing work under
this contract.
)r. Comractor is not entitled to any Workers' Compensation benefits through
Pitkin County and is responsible for payment of any federal, state, FICA and other
income taxes.
8 Agsi ability. This cortU'act is not assignable by either party. Any use of
subcoutrac4ors by the Contractor for Performance of this contract must be accepted in
writiag by the County.
9. Bindirte Arbitration. Any disputes arising out of this coitract shalt be subject to
binding arbitration. The parties agree that any disputes concerning the terms and
conditions of this contract shall be subtriitted and finally settled by azbitration.
Arbitration sha11 be conducted ptustiant to the rules of the .American Arbitration
Association and shall be presided over by the Firkin County Hearing Officer appointed to
arbitrate Pitkin County cortract disputes. Costs of the arbitration shall be awarded to the
substatitiaily prevailing Party.
10. 4gverabilit~. In the event that any provision of this contract shall be held to be
unvalid or unenforceable, the remaining provisions ofthis contract shall remain valid and
binding upon the parties hereto
Page 2 0£8~'-~
Contract # 173-2008'_'
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06:'01'2005 15:26 9'09479533 RI'v'ER P:,GE 03
11. bategration and Modification
A. This contract represents the entire and integrated cordzact between the
County and the Conrtractor and supersedes all prior negotiations, zepresentations, or contract,
either written ar oral. This conhact may be amended only by written contract signed by
both the County and the Contractor.
B. The County may, from time to time, request changes in the scope of
services of the Contractor to be performcd hereunder. Such changes, including the
increase or decrease in the amount of the Contractor's compensation, which are mutually
agreed upon between the County and the Contractor, shall be in writing and upon
execution shall become part of this contract.
12. uO yrt .The Contractor (including, by de~irtitiott here and hereina8er, its
officials, employees, agents and representatives, subcontractozs and suppliers), shall and
hereby does release, discharge, indemnify and bold harmless the County of Pitkin and its
officials, employees, agents and representatives from and against lialn~lity for any claim,
demand, loss, damages, Penalty, judgrrrem, expenses, costs (including costs of investigation
and defense), fees (including reasonable attorney and expert witness fees) or compensation
in any form or kind whatsoever for any bodily injury, death, personal injury or property
damage arising out of or in corurection with any negligent act, interrtiorral act, error or
omission by the ContrrUOr, and for any consequernial liability alleged to accrue agauost the
County on accourrt of the Contractor's acts, errors or oncdssions; provided, however, that
such indettmity sha11 not be wnstrued as an indemnity for bodily injury or property damage
arising from the sole negligence of the County or its employees.
The Contractor further shall investigate, process, respond to, adjust, provide defense for and
defend, pay or s~tle all claims, demands, or lawsuits related herdo at its svie expense and
shall bear all other costs and expenses related thereto, even if the claim, demvrd or lawsuit
is groundless, false or fraudulent.
13. Insu~rce.
A. In whole or in part, the Contractor shall secure and maintain for the term
of its contractual relationship with the County such insurance policies, from companies
licensed in the State of Colorado, as will protect itself; the County and others as specified,
from claims for bodily injuries, death, personal injury or property damage, which may
arise out of or resuh from the Contractor's acts, errors or omissions. The following insur-
ance coverage, at or above the limits indicated and includmg such endorsements as are
indicated by an "X", are required:
1. Statutory Workers' Compensation: Colorado statutory minimums
2. Commercial General Liability -1501998 Form or equivalent
$1,000.000.00
Bach Occurrence Limit
Page 3 of 8~
Contract # 17~3~-20~08~
06/01/2005 15:26 97094,9533 RIVER PAGE 04
General Aggregate Limit
$2.000 000.00
Products/Completed Operations Aggregate Limit
$1.000,000.00
B. Proof of Insurance:
1. To provide evidence of the required insurance coverage, copies of
Certificates of Insurance in a form acceptable to the County shall be filed with the
County through the representative idemified in Paragraph 5, no later tlutn ten (10)
calendar days prior to commencement of operations affecting the County. Failure
to file or tttaiiutain acceptable Certificates of Insurance with the County is agreed
to be a txratetial breach of any cotract. These Certificates of Insurance shall
contaiar a provision that coverage afforded under the policies will not be canceled
or materially altered unless at least thirty (30) calendar days prior written notice
by certified mail, return receipt requested (effective upon proper mating), has
been sem to the County (through the County's Risk Department). (Par purposes
of this provision, "materially altered" shall mean a change affecting the
coverage's required herein, including a change to policy limits as set out im the
then-current policy declarations page).
Sirtnihaneouslyveith the Certificates of Insurance, the Cofactor shall file
with the County's Risk 1Jepartrrrent (and promptly update, as necessary) a certified
statement as to claittts pending against the required coverages, reserves established
on account of such claims, defense vests expended and amounts remaining on policy
limits.
2. In addition, these Certificates of Insurance shall contain the
fallowing clauses
..
a Theclwice"nthrr-u~*!sTrP~ouu,~•,,e;'.an~apolacy-~^_n~la:sh.... _.-..--~----
the County of Pitkna holds a Certificate, shall net apply to tbe County of
Pitkin.
b. The insurance companies issuing the policy or policies
hereunder shall have no recourse against the County of Firkin for payment of
any premiums ar for assessrxtents under any form of policy.
c. Any and all deductibles in the above-desentbed insurance
policies shall be assumed by and be for tbe arnoum of, and at the sole
expense ofthe Contractor-
d. Location of operations shall be: "all operations and locakions
at which work for the referenced Project is being done-"
3. Certificates of Insurance for all renewal policies shall be delivered to
the County's Representative at least ft&een (15} days prior to apolicy's expiration
date except for any policy expiring on the expiration date of this contract or there-
after.
Page 4 of 8 ~-
Contract~# 1,73i-2008
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06/01!2005 15:26 9709479533 RIVER PAGE 05
4. The County reserves the right to request and receive a copy of any
policy and any policy endorsement at any time during tbe term of this contract.
14. ExemErtions and Prefere~gces. All purchases of construction or building or aay
other materials for this coruract shall. not include Federal Excise Taxes or Colorado State
or local sales ar use taxes. Firkin Couuty is exempt from such taxes under registration
numbers 98-02624 and 84-78000.5K
15. Records. The Contractor shall maintain comprehensive, complete and accurate
books, records, and docurrrenty comeermiung its perfottnanee relating to this contract for a
period of three (3) years after final payment under the contract and the County shall have
the right within the three (3) year period to inspect and audit these books, records and
documents, upon demand, in a reasonable manner and at reasonable times, for the
purpose of determnuimg, by accepted accounting and auditing standards, compliance with
all provisions of the corrtrad and applicable law.
l6. Contract bade m Colorado. The parties agree that this contract was made in
accordance with tbe laws of the State of Colorado and shall be so construed- Venue is
agreed to be exclusively in the courts of Firkin Coumy, Colorado.
] 7. Attot>3ev s Fees. In the event that legal action is necessary to cnfvtce any of the
provisions of this cottC'act beyond the arbitration descnbed in Paragraph 9, the subsraatiaIly
prevailing party shall be entitled to its costs and reasonable attorney's fees.
18. Governmental Irt t~tu~itv_. Contractor agrees and understa~tds that Pitlmt Coumy is
relying on and does not waive, by any provision of this contract, the monetary limitations
or temss (presently $150,000.00 per person and $600,000 per occwrerrce) or any other
rights, immunities, aad protections provided by the Colorado Governmental Immunity
Act, 24-10.101, et. Seq., C.R.S., as from time to time amended, or otherwise available to
Firkin County or any of its officers, agends or employees. Further, nothing in this contract
shall be construed or interpreted to require ar provide for iadenmification of the Corxbractor
by the Courny for any injury to any person or any property damage whatsoever which is
wwel try Qic ucKtl~cu~ vi viLet- utLswttuwa of rite GouIay ac tts agena Oi employees.
19. Cu eq¢ 7~gar O~IZ atiorrs. The parties acknowledge and agree drat any payments
provided for hereunder or requirements for future appropriations shall constitute only
crnierttly budgeted expenditures of Firkin County. Firkin County's obligations under this
contract are subject to Pitkin County's annual right to budget and appropriate the sums
necessary to provide the services set forth herein. No provisions of the contract shall
eottsrtitute a mandatory charge or requirement in any ensuing fiscal year beyond the then
eurretrt fiscal year of Pitkin County. No provision of the cotmract shall be construed or
interpreted as creating a rnuhiple-fiscal year direct ar indirect debt or other financial
obligation of Pitlcin County within the meaning of any constitutional or statutory debt
limitation. This contract shall not directly or indirectly obligate Firkin County to make
any payments beyond those appropriated for Pitkna Coumy's then cturem &scal year. No
provisions of this contract shall be constnted to pledge of create a ken on any class oz
Page 5 of 8
Contract # 173-2008
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06/01/2005 15:26 9709479533 RIVER PAGE 06
source of Firkin County's moneys, nor shall any provision of this contract restrict the
future issuance of Pitkin County's bonds or any obligations payable from any class or
source of Firkin County's money
20. Notice. Any written notice required by this contract shall be deemed delivered
through any of the following: (1) hand delivery to the person at the address below; (2)
delivery by facsimile with confnmation of receipt to the fax number below; or (3) within
tbu~ee (3) days of being setn cercifted friar class mail, postage prepaid, return receipt
requested addressed as follows:
A. To Pitkin Covnty
john Ely
Firkin County Attorney's Offace
530 E. Main Street Suite 302
Aspen, CO 81611
Fax (970) 920-5198
B. To Contractor:
Jason Carty
River Restorarion.org, LLC
PO BOX 2123
Glenwood Springs, CO 81602
FAX - 1-866-596-2123
21. XXI. CO~il~liance with I~Qj~e Bt7106-1343 and Ho terse Bil107-1073
A. Jn compliancc with House Si1106-1343 and House Bi1107-1073 amending
Title 8 of the Colorado Revised Statutes by the addition of Article 17.5, Jllegal Aliens-
Public Contract for Services, enacted by the General Assembly of the State of Colorado,
the Contractor shall not.
Knowingly employ or contract with an illegal alien to perform
work under this contract or;
2. Enter into a contract with a subcontractor that tat7s to certify to the
Contractor that the subcomractoz shall not imowingly employ or
contract with an illegal alien to perform work under this contract.
B. Jn compliance with House Bill 06-1343 and House Bill 07-1073 enacted by
the General Assembly of the State of Colorado:
1, The Contractor has confirmed oz attempted fo confirm the
ertg~loymertt eligibility of all employees who are newly hired for employment in
the United Braces through participation in the Basic Pilot Progam [created in
Public Law 208, 104th Congress, or its successor and expanded in Public Law
156, 108's Congress, or its successor, that is administered by the United States
Page 6 of 8 °~
Contract # 173-2008
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06;01;2005 15:26 9709479533 RIVER PAGE 07
Department of Homeland Security] and, if the Contractor is not accepted into the
Basic Pilot Program prior to entering irno this contract, the Cottractor shall apply
to participate in the Basic Pilot Program every three months until the Contractor is
accepted or this contract has been completed, whichever is earlier. This provision
shall not be required or effective if the Basic Pt7ot Program is discontinued.
2. The Contractor shall be prohabited from using Basic Pilot Ptogtam
procedures to undertake pro-employment screening of job applicants while this
contract is being perfornred.
3. If the Contractor obtains actual knowledge that a subcontractor
performing work under this contract knowingly employs or contracts with an
illegal alien, the Contractor shall be required to:
a Notify the subcontractor grad the County within three days
that the Contractor has actual knowledge That the subcontractor is
employing or contracting with an illegal alien; and
b. Terminate the subcontract with the subcontractor if within
three days of receiving the notice required putsuattt to subparagraph (a) of
this paragraph (3) the subcontractor does not stop employing or
contracting with the illegal aliens; except that the Contractor shall not
terminate the contract with the subcontractor if during such tht~ae days the
subcontractor provides information to establish that the subcontractar has
not lmowingly employed or contracted with an tllegal alien.
4. The Contractor shall comply with any reasonable request by the
bepartttt~cnt of Labor and Employment trade in the course of an investigation that
the Departrnetrt of Labor and Employment is undertaking pursuarn to the authority
established in Subsection (5) of C.R.S. § 5-17.5-102.
IN V/tTNESS WHEREOF, the parties have executed this contract as of the date first set
out herein above.
CONTRACTOR:
-...
Jason Carey
River Restorarion.Org, LLC
Page 7 of ,~-~
Contract # 173-2008
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06/01;'2005 15:26 9709479533 RIVER PAGE 08
xxtle d
Date
BOARD of COUN'fX COMMISIOIVBRS Ok' PITKIN COUtV'CY, COLORADO:
_~
_____ _
John M. E1y.: Date
P~tk]zk County Attorney
Ililary Fl er Date
County onager
Page 8 of 8 ~~..
CoatrNNac__t # 173-2,~00--8
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