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HomeMy WebLinkAboutbocc.con.026.2012 472 0599 TRANE 11:27:07 a.m. 02-27-2013 1 /9 C.►-��v 1 ��� �0210 � o��� ��- c«�c�a2�-ZO i 2 Rev.8.31.1 I j�a Budgd Lina ItemAt166.6�.00928.82007 vbrioi2 tm ,. ��rKIN v �-� ` CUUIVT� � �-----___ ��,: .:...� ..,� _ � U � FACIltt1E5 MANAGEMENT CONTRACT FOR PROViSiON OF SERVICES Library Compressor Replacement THIS COIVTRACT is made and enterod by and between the Pitkin County Board of County Commissioners("Count�')aad Trane U.S., Inc,dba Trane 238�River Road,Grand Junction,Colorsdo 81505(970)242-4361)(bereinafter"Cuntracto�'). L T_e�. The term of this contract is from April l 5,20I2 to May 1 S,2012. 2. �onuactor's Obliaations. Contractor s6all replace one(I)60-tom Air Cooled Chiller Scroll Compressor,model li CGADC60GACA IGTWDI-at,and serial tIJ90GH81359 pec Attachmeot A, dahd Apri10,2012. Work inctudes all maGcrials,labor,tools and equipmen�start-�p,operations check, landfill tipping�disposal fees,coordinadon with City of Aspen,pe:mits,cranes and wan�antees for both manuf�ctune and workmanship. 3. Comnensation �Exa�nses lavoicina. Pavment and Offset. The County shall compensate Coatractor for its services in accordance with the Project Budget and Scheduk set out id Paragtaph 2. [t is expressly understood and agi'eed that in no event wili ttu total compensadon and reimbursement to be paid hereunder ezeeed the su� of 59.971.6� for all services rendered. 8y contract or amendment� the County and Contractor may reallocate the budget among project tasfcs if the total budget emount remains unchanged. Contracwr shall invoice for the project monthly based on hours worked, with payment expected within thirty(30) days of invoice, but aay paymeat by the Counry may be offset by any amount the Contracwr owes the County for any reason. 4. Couatv's Exclusiv� Ownershin of Work ProducG Drawinga. specifications, guidelines aad other documents prepated by Conaactor in connection with this contract shall be the property of the County. However, Contractor shall have the right to utilize such documents in the cow9e of its marketing, professional pcesentations, aad for other business purposes.Contractor assigas to County the copyrights to alf woric prcpared, developed, or crcated pursuant to this contract, iacluding the right to: l) reproduce the worlc; 2) prrpare derivative works; 3) distribute copies to the public; 4) perform the works publicly; and S) to display the wotk publicly. Conttacwr shalt have right to use materials produced in tl�e course of this coauact fa mar�ceting purposes and pmfessional presentations,articles,speeches and other businesa purposes. i Pitldn County Facilities Managemeot,q8g Rio Grande Placx.Unit io�,Aspen.CO 8i6ii 97o-9�a5396,97o-9�a5285 Faz or email:jodis@co-Pitkin.co.us 9704720599 TRANE 11:27:31a.m. 02-27-2013 2/9 Co�uract►i26-2012 Rev.8.11.1!jau/ja Hu4gN Line ltecoM166.63.00428.82007 vertotz im 5. Pitkin Counh►'s Obtiaations. Pitkin County shalt administ�r this contract through a Couuty Representative. Jodi Smith. Facilities Manager will maasge the project as the County's Representative. [n the event that Jodi is not availabte,Jack Whaler� Facilities Ptnject Manager shall assume the County Representative's duties. The services provided and producta delivered by the Contractor under this contract wifl be subject W review by the County's Representatives, or a designee, for compliance with Coatractor's obligations prior to final payment. 6. Tg�ninatioa Prior to Exoica�ioa of Contract Term. The County has the right to tcrminatc this contract.with or without cause, by giving wririen notice to the Contrsctor of such termination aad specifying the eH'ective dste thereof. Such notice shall be given at least ten(10)days before the effective date of such terminstioa tn such event ap finished or unfinished documents,data, studies and reports propand by the Conbactor pursuent W thi�contract shall becomo the County's property. Cunqsctor shall be eatitled to receive compeasation in accordance with the contract for any satisfactory work completed pursuant to the terms of this contract prior to the date of termination. Notwithstanding the above� Coatractor shell nvt be relievod of liability to ttie County far damages sustaiued by the County by virtue of aay breach of the conb�act by the Conttactor. 7. Indeoendeat Cuntractor Status. A. The parties to this coatract intead that the relationship betweea them contemplated by the contract is that of independent contractor. Contractor� and any agent, empfoyee, or servsu�t of Contractor shatt aot be deewed w be an employee,agent,or servant of Pitkin County. B. Contractor is not roquitod w offcr his services exclusively to Pitkin County under this contract. Coatractor may chao�e to work for other iadividuals or entities during the term of tlus contract, provided that the basic service+ and deliverabk products required under this contract arc submitted in the manncr and on the schednle defined under this coatract. G Contrsctor wanants that all work produced will conform to alt applicable industry standard of carc, skill and diligence iu the performance of Contractor's obligations under thia contrac� D. Contractor shal!not attempt W oversee or supervise the wark or actioas of any Pitkin County employee.servaat or agent ia the course of compkting wock uader this coatrac� E. Contractor is not entitled to any Workers' Compeasation beaefits through Pitkin County and i�rcsponsible for payrnent of any federal,state,FICA and ot6er income taxes. g Assianabilitv. This contract is not assigaable by either party. Any usc of subcontractors by the Contractor f�performance of this contract must be accepted in writing by the County. 9. Binding Arbitration. Any disputes arising out of this contract s6all be subject to binding arbitration. The parties agrce tbat aay disputes conceming the tcrms and wnditions of this contract shali be submittod aad finally settled by arbivatioa Acbitration shalt be conducted pursuant to the �ules of the American Arbitration Association and shall be presided over by the Pitkin County 2 Pitkin County Facilitie�Maaagament�485 Rio Grande Place,Unit io�,Aspen.CO 8i6ii 97a-92O-5396,97o-92ag285 Fas or e�naii:jodis@co.pitldn.co.us .�w,.� _ _ _. .�.�.: �. .r . ,� ��,,.,�, 970472 0599 TRANE 11:27:58 a.m. 02-27-2013 3/9 Contract�e2�2012 Rev.8.9 f.//_judjs Budget Line ItemAtl66.63.00928.82007 2�6�20121m Hearing OETcer appointod to arbitrate Piticin County contract disputts. Costs of the arbihation shalt be awarded to the substantially preveiling party. 10. Severabilitv. [n the eveot that aay provision of this contract shall be held to be invaGd or unenforceable, tbe remaining provisions of this contract shall remain valid and binding upon the parties bereto l 1. (nte�ation at�d Mod'�cation. A. This contiact represents the entire aad integratod contract between the County smd the Contractor and s�eisedes all prior negotiatioos, represrntatioas, ar contract, eitha writtea or oral. This cootract may be amended only by written contract sigaod by both the Catnry and the Contractor. B_ The County may, fmm time to time, request changes in the scope of services of tbe Condacior ta be perfortned hereunder. Such cheages, including tbe increase or decrease in the amount of the Contracwr's compensation,which an mutuatly agreed�pon between the County and the Contractor,shall be in writing and upon execution shalt become part of this conttact. 12. I�' . A. The Contractof agrees to indrnmify�hold hermtess and,not excluding the Countys right w participate,defend the County, its subsidiary,panent�associated and/or affiliated entities,succe.ssors, or.assi�ns, its electod officials, nustees,employres, agrnts, voluntcers,and any jurisdicdoa or agency issuing permita for any work included in the Project„ hereinaftar referred to as indemnite�, fiom all suits and claims�including attorney's fees and cost of litigatioo,actions,loss,dsmage,expense,cost or claims of any character or any natune arising out of the work done in tLlfillmeat of the tenns of this Contract or on accouut of any act,claim or arriouat arising or ra;overed under worke�s'compensati� law or arising out of the failure of t6e Contractor to conform to any statutes,oidinances,regulatioq law or court decree. It is agreed that the Contractor will be responsible for primaty loss investigation, defense and judgnnent costs where this conhact of indemnity appties. ln consideration of the awac+d of this contra�ct,the Conhactor agnees to waive all rights of subrogation agaiast the County its subsidiary, parent, associated and/or af�liatad efltities, s�uxessors, or assigns, its elxted officials, trustees� employees,agcnts�and volunteers for losses arising from the work performed by t6e Contractor for the County. B. The Contractor fiuther shal!invesNgabe.process,respond to,adjust,provide defer�se for and defend, pay or scttle all clsims, demands� or iawsuib related hereto at its sole expense and s6a11 bear alt other costs and expenses related ther�to, even if the claim, demaad or tawsuit is groundless. false or&a�uknt. 13. �. Convactor and subcontractors shall procure and maintain autil all of their obligations have beea discharged,iacluding aay wananty p�riods under t6is Contract are satisfied, inswance against claims for injury to persoas or damage to property which may arise from or in connection with the perfamance of the work hereu�der by the Contractor.its agents,representatives� employees oc subcontractors. 3 Pitldn Coanty Facilities Maoag�mt,485 Rio Grande Place,Unit�oi.Aspen,CO 8i6i� 97a-9�o-5396�970-9�0-5285 Fa�c or email:jodis@co.pitlon.co.us 970 472 0599 TRANE 11:28:23 a.m. 02-27-2013 4/9 Contract#26-2012 Rev.8.31.l!jodja Budeet Line Iterr�l66_63.00928.82007 v��±�+ "tltc insurance requiremeab f�ereia are minimum requirerr►ents foc this Contract and in no way iimit the indemniry covenauts contained in this Contract. The County in no way warranb that the minimum limits contaiaod herein are sufficient to protect the Contractor froru liabilities that might arise out of the perfonnance of We worr undrr this Contract by the Contraewr,its agents,reptesentatives,employoes,or subcontractor'. The Contractor shall assess its own risks end if it deems appropriate and/ur pruden� maintain higher limits aod/or broader coveragcs. The Contractor is not relieved of any liabiliry or other obligations assumcd or porsoant to the Contract by reason of its failure to�tain or maintain insurance in sufficient amounts.duration, or types. A. Coverage and Limits of Insuraace. Coatrsctor shall pcovide coverage with limits of liability not less than those stated bclow. An umbrella aad/or excess liability policy may be used to meet the minimum liability requirements provided that the covenge is written on a"following form" �319. l. Statutory Workers'Compensation: Colaado statutory minimwns a Policy sball contain a waiver of subrogation against the Counry. b. Z'his requirement shall not apply when a conttacto�or subcontractot is exempt under Colorado Workers'Compensation Ac�,AND when such contractor or subcontractor executes the appropriate sote proprietor waiv�r form. Minunum Limits: Covecage A(Worfcers'Comptnsation) Statutory Covetage H(Employe�s Liabilily) S 500,000 a soo,000 � a soo,000 2. Commercial General Liability—ISO 1 CG 0001 fam or equivalrnt. (��h County nanred additional i»sure� Miaimum Limits: Generat Aggregace S 2,000,000 Products/Gxnpteted Operations Aggregate S 2,000,000 Each Occurrence Limit S (,000,000 PersonaUAdvertising Injury S 1,000,000 Fic+e Damage(Any One Firo) S 50,000 Medical Paymeats(Any Ooe Person) $ 5,000 CoveraQe to include: 4 Pitbn Connty F�7ities Manageauat,485 Rio Graade Plaa�Unit io1�A�pen,CO 8i6ii 97o-92O-5396�97�0-5�5 Fax or email:jodis�co.pitlan.co.w 970472 0599 TRANE 11:28:42 a.m. 02-27-2013 5/9 Contract lt26-2012 Rev.8.31.!1 ja�s Budgd Line ItemM166.63.00928.82007 ve�2o�2 en • Premise9 and Operatioas • Explosions,Collapse and Under�nd Hazards • Pasonal/Advertising[njury • Products/Completed Ope�ations • Liability assumod under an insured Contract(including defense costs assumed under convact) • lndependent Contractors • DesiBoatod Construction Projects(s)Genera!Aggregate Limit,ISO CG 2503(1997 Edition or equivatent) • Additioaal Insured—Owners,Lessees or Contractors Endorsement,ISO Form 2010 (2004 Edition�eqwvalent) • Additional Insure�—Owners,Lessees or Contractors Eadorscment,ISO CG 2037 (2004 Edition or cquivalent) • T6e policy shall be endorsed to include the following additional insured leaguage on the Additional Insured Endorsements specified above: "County,its subsidiary,parent, associated and/or affiliated entities,successors,or assigns,its elected officials. tFVStees,employew.ageats.and volunteers named as aa additional insured with respect to liability and defense of suits arising oW of the activities performed by,or on be6alf of the Contractor,including completod operatioa9". 3. Auto Liability:Bodily injury and property damage for aay owned,hircd,aud non-ownod vehicles used in the performance of this Contrect. Minimt�m i.igtits: Bodily tnjury/Property Damage(Each Accident) S 1,000,000 4. Speciat Covecages(cheaE as n�propriate a»d insert amou»t): �(1)perfom�ance Hond S ❑ Labor and Material $ ❑ Payment Bond S (2)Professional Emors and Omissions (3)Aircratt Liability (4)Owna's Protocave (S)Builder's Risk (6)Boila end Machinery Q(�[,oss of Use Insurance Q(8)Pollution Liability Q(9)Crime,inctuding Employa Dishonesty Coverage,or Fidelity Bond B. Pr+oof of Insurance: l. Each insurance policy requircd by the insurance provisions of this Contract shap provide the requir+ed covecage and shall not be suspended,voided or canceled except 5 Pitlda County Fac�ities Management,485 Rio Grande P1aoe,Uait ioi,Aspea,CO eibii q�o-q2a�g6,q�o-g2o-528g Fax or email:jodis�oo.pitkin.co.us 970472 0599 TRANE 11:29:01 a.m. 02-27-2013 6 J9 Contract qZ6-2012 Rev.8.9I.I/jaa/js Budget Line(1�mi1166.63.00928.82007 vd'tot2lm after thirty(30)days prior writtea noticx has been given to the County.except when cancellallon is for non-payment of przmium,then ten(l0)dsys prior aotice may be given. Such r�otice shall be sent directiy to(County Representative's Name 8t Address). If the insuraz�ce carrier will not provide the requirod notice.the ConsultandContractor and or its ' insurance broker shall notify the County of any cancellation,oc roduction in coverage ot limits of aay insuranc�within seven(�days of etceipt of insurers' notification to that elTec� Simultaneously with cha Certificates of �, the CoatracWr shatl fite with the Procurement Officer a certified statem�nt as to claims pending against the required eoverages, reserves estabiished on account of such claims,defense costs expended and amounts rcmaining on policy limits. 2. ln addition,these CMificatcs of Insurance shall contain the following clauses: a. The conttactor's insurance s6a11 be prinaa�y and noa-contributory with any insurance or self insurance purchased by the County. b. The inswance compania issuirtg the policy or policies hereunder shall have no rccourse against the County of Pitkin for payment of any prami�ms or far assessments under any form ofpolicy. c. Any and all deductibles or self insured retentions in tbe above-described insuraace policies shall be assumed by aad be for the amount o�aad at the sole expense of the Cvatractor. d. Locallon of opaarions shall be:"a(1 operations and locations at whicb worlc for the refcre�od Project is being done." 3. Certificates of Tnsurance fac all renewal policies shall be delivered to the County's ReprrsentaNve at teast fifteen(l5)days prior to a policy's expiration date except for any policy expiring on the cxpiration date of this contract or thenafter. 4. T6e County reserves the right w requcst and receive a copy of any policy and anY policy endorsement at any time during t6e term of this contrack 14. Exem�tions and Preferences. All purchases of conshvctio�or building or any other materials for thi9 contract shall not includa Federal Excise Taxes or Cobrado State or local sales or use taxes. Pitkin County is exempt &om such taxes uader registration numbers 98-02624 and 84-�8000-SK. I 5. $�. The Contractor shall n�aintaia compreheasive,complete aad accurate books, records. and documeats concerning its peTfortnance relating to this contract for a period of three(3)years after fu�al payment under the contract and t6e County shsll have the right wit6in the three(3)yeac period to inspect and audit these books, records and document�. upon demand. in a reasonable manner and at reasonabk tirQes, for the purpose of dete�mining, by accepted accounting and auditing standards, compliancc with all provisions of the contract and appiicable law. 6 Pitldn Counly Facilitiea Management�q8g Rio Grande Place,Unit�01.Aspen.CO 8i6ti 9�a-9�-5396,97a9so-�85 Fax or email:jodis@ca-Pitkin.co.as 970 472 0599 TRANE 11:29:26 a.m. 02-27-2013 7/9 Cunwct p26-2012 Rev.8.31.!/j�w/j� Hudge!Line IterdM166.63.00928.82007 J�alz�m 16. �gntract Made in Co)Q�.The parties agree that this contract was made ia accotdance with the laws of the State of Coloraao and shall be so construed. Venue is agreed to be exclusivety in ti�e courts of Pitkin County�Colorado. 17. Attomev's Fees. In the event thst legat acda� is necessary w enforce any of the provisions of this conhad bayond the arbitration described in Paragraph 9, �he substantially pravaiting pariy shall be entided to iks cosb and reasonable attomey's fees. 18. Governmenta Immuni�y. ContracWr a�aad understands that Pitkin County is relying on and does aot waive, by any provision of this coatract, the monetsry limitations or terms (presently 5150,000 per pe�on and 5600�000 per occurrence)or any other rights. i�nmunities, and protections provided by the Colorado Govemmental Immunity Act, 2410-101, et seq., C.R.S., as from dme to time amended, or otherwise available to Pitkin County or aey of its otticers, ag�nts or employas. Further, nothing in this contract shall be constr�ud or inteipreted to requur or pcovide for indernnification of the Contractor by the County for any injury to any person or any property damage whatsoever which is caused by the negligeace or other miscondnct of the Couaty or its agent or employees. 19. Current Year Obli�ations. The partie9 acknowledge and agree that any payments provided for hereunder or requirements for future appropriadous shalt constitute only cunentty budgeted expenditures of Pitkia County. Pidcin County's obligations under this coatract are subject to PiUdn County's azutual right to budget and appropriate the sums necessary to provide the services set fortb herein. No provisiona of the conhract shall constitute a mandatory charge or roquirement in any easuing fiscal year b�yond the then currettt fiscal year of Pitkin County. No provision of the contract shall be construed or interpreted as creating a multiple-fiscal yeac diroct or indircet debt or other finaneial obligation of Pitkin County within the meaning vf any constitutiooal or statutory debt limitation. This contract shall not directly or indirectly obligate Piticin Co�mty W make aay paymenq beyoad those appropriated for Pitkin County's then cun�ent fiscal year. No provisioas of this contract shail be construod to plcdge or creato a li� on any class or source of Pidcin County's moneys,nor shall any provision of this conhact trstrict tlu future issuance of Pitkin County's bonda or any obligations payabte from any class or souroe of Pitkin Couaty's money. 20. Notice. Any written notice required by this contrect shsll be deemed deliverod through any of the following: (1) haad delivery to the person at the adciress below; (2) delivery by facsimile with canficmation of rcceipt to the fax number below;a(3)within ttu�ee(3)days of being sent ce�tified first class mail,postage prepaid,return receipt requested addressed a4 follows: A. Pitkin Countv with copies to: Jodi Smith,Facilities Manager Pitkin Camty Attorney's Office 485 Rio Grande PI#l01 530 E. Msin Street,#302 Aspeq Colorado 81611 Aspen,Colorado 81611 Fax(970)920-5285 Fax:(970)920-5198 7 Piddn County Facilitie�Mana�emeut,q85 Rio Grande Placx,Unit io1,Aspea CO 8i6�: 97o-9zo-5396,970-92o-5z85 Fax oc email:jodis�co.pitldn.co.us 11:29:53 a.m. 02-27-2013 8!9 970 472 0599 TRANE Contract Jt26-2012 Rev.8.9/.l/jaa/Js Budget Line ItemM166.63.00928.8?007 LN2012 im B. ntractor. Trnne U.S.,Inc.,dba Trane 2387 Rivec Road Grand Junciion,Colorado 8150S Fax:(970)242-4S6G 21. Public Contracts for Services and Pubtic Contracts with Natural Persong ln conformaace with fhe provisions of C.R.S. §&17.5-10! and 102,as amended and C.R.S. §24-76.5-l0[,as amended PUBLIC CONTRAGTS FOR SERVICES.CRS §8-17.5-101.(No�Applkab/e ro agnsirt��ls reladng�o�11re ojy'tr,�s�an��,o.s�r�ofu�N.tae��v�,,,��rr�ry�i�a o.J��,d managtntart servfct�sponso��d projtct;tnleraoverna��ntal agr�tn�re�rtr,or infonrradon lecbnolagy sr�vfces or prodacb o»d sm�kes�Contractor certifits�warrants.and agrees that it doq not knowingly cmploy or conh�act witlt an i{kga!alien who will p�form work under this contract and will confirm the employmcnt eligibility of all employees who are newly hired for cmployment ia the United States to perform work under this canhact,through perticipation in the E-Verify Ptogram or the Depsrameot program established pwsuaoi W CRS §8-l 7.5-l02(Sxc).Contractor shall not knowingly�mploy or contract with an illegal alien to pecform work under thia contract or enter into a cuntract with a subcoatractor that fails to certify to Contractor that the subcontractor shall not knowingly cmploy or contrac�with an illegal alien to perform work undet this contract.Contractor (a)shall not use E-Verify Program or Depertment program procedures to undertake prc-employment screening of job applicants while this contract is boing parformed,(b)shsll notify the subcontractor and the contractiug State agency wittun three days if Contractor has actual knowl�dg�that a subconp�actor is employing or coatracting wit6 an illegal alien for work under this contrac�(e)shall terminate the subcontract if a subcontract�does oot stop employing or canh�cting with the iilegal alien within thtee days of receiving the notice,aad(d)s6a11 comply with reasonable rzqueste made ia che course of an irrvesagation,underraken pursuenc co CRS §8-17.5-102(5),by the Colotado Departiment of Labor and Employment.If Contractor pa�ticipates in t1u Department ptogiram, Contractor shell deliver to the contracdng Statc agency,institution of Nigher Education or political subdivi9ion a written.noterized affumatioa�at�irming that Contrsctor has examined the legal work status of such employee,and shall comply with all of the other rcquirements of the Department pmgram. If Conhactor fails to compiy with any requiroment of this provision or CRS§8-11.5-tOl et seq.,the conhacting State agency,institurion of higher education ot political subdivisson may terminate this contract for breach aud, if so teaninated,Contracto�shall be liabk for damages. �L1,�LIC CONTRACTS Wrl'fi NA?URAL PERSON,�.CRS 624-76.5-l 01.Contractor,if a nahual person eigbteea(18)year�s of age or oldcr,hereby swears aad affirms unda peaalty of perjury that he or she(a)is a citi2en or otherwise lawfuily present in the Unitrd States pursuaat to fedcral law,(b) shal!comply with the provisions of CRS§2476.5-101 et seq.,and(c)has�xoducod one form of identification required by CRS §2476.S-103 prior to t6e cffective date of this eontract 8 Pitidn Caunty Facilitie�Managem�t,q85 Rio Grande Place,Unit ioi.Aspen�CO 8i6ti 970-920-�96�97a-92O-5285 Fax or email:jodis@oo.piticin.co.us � . .�_. _._.� �.....�.�.�,� .. . , .� .,.�.,,x.�.��, , , . .. .�..,,�..�,.�. 9704720599 TRANE 11:30;22a.m. 02-27-2013 9/9 Contract N26-2012 Rev.8.i1.1/jaa/J: Budget Line 1ttmM[66.63,00928.82007 2/W20l21m QV WITNESS WHEREOF,the parties have executed this conttact as of the date first set out herein above. CONTRACTOR: Trane Inc.,dba By: Title "�t��lsrL., .�—�✓.�i�_ Date ,/'_�� _�2�: �r PifKIlV COUNTY.COLORADO: � - By: �odi mith,Faci �Ues Manager Date� By � �--._-_. Kathy Chandlcr,Libratian Date _ NA NA John Ety,County Attorney Date Kris Jewke�� Risk Management Date 9 Wtidn Coanry Facilities Management,485 Rio Grande Plaoe,Unit ioi.�pen.CO 8i6ii 97o-920-5396,97a-9�o-5285 Fan or email:jodis@co.pitlan.co.us