HomeMy WebLinkAboutbocc.con.162.3013 Rev. 08-30J1 jls
COUNTY CLERK'S
CONTRACT COVERSHEET
CONTRACT #: 162-2013
ORIGINATING DEPARTMENT: Open Space and Trails
PROCUREMENT OFFICER: Paul Holsinger PHONE#: -9205237
PROJECT NAME: Redstone Coke Ovens Curren[Condi[ions Report CONTRACTOR: Pine Brook
Ecological
DOLLAR AMOUNT: I 900.00 LINE ITEM# 1-�8.—S7�k99:&�990 1 I 8;75;D,Z22Y. �'aO00
CONTRACT EXECUTION DATE: 5/6/2013 CONTRACT END DATE: 5/22/2013
AUTOMATIC RENEWAL:�0 YES � NO TERM: until end of project
❑ BOCC AGENDA ITEM (Grants, IGA) � STAFF AUTHORIZED SIGNATURE
(Requires BOCC Signature) (Per Revised Procurement Code 7/2005)
❑ OVER $50,000 (Requires Section Leader& County Manager's Signa[ure)
✓ CHECK PROCUREMENT TYPE:
❑ None � Informal ❑ Fo�mal ❑ Sole Source ❑ Emergency ❑ Ou[side Agency/State Bid
❑ Compliance with C.R.S. 8-17-5-101, ]02 as amended (Immigration Form) ❑ Exempt
❑ Contract Renewal �
✓ CHECK CONTRACT TYPE: �� ��L
� Services/Maintenance ❑ Employment
❑ License/Use ❑ Intergovernmental Agreement (Resolution Required)
❑ Lease ❑ Non-Profit
❑ Construction ❑ Quasi-Public (e.g.-AVH)
❑ Goods, Equipment, Supplies ❑ Grant Agreements (No[ify Finance & Resolution Required)
❑ Other(e.g. revenue) ❑ Change Order/Con[rac[Amendmen[
(C/O: 10%u or$25K whichever is[he lesser must have County Mana�cr signature)
' All Contracts should be proofed and all exhibits and notices must be at[ached for the following:
✓ � No Pages Missing ✓� All Other Blanks Filled In
✓ � If Page Left Intentionally Blank—Note on Page ✓� All Exhibits Attached
✓ � Page numbered consecutively ✓❑ All Legal Descriptions at[ached (if applicab(e)
✓ � All Original Signatures Affixed ✓❑ Notice of Award/Notice to Proceed Attached(if applicable)
✓ � All Dates Filled In ✓❑ Warranty (if applicable)
✓ ❑ Special Instructions for Finance Deparhnent
✓ � Authorized Procurement Ofticer's Name: Paul Holsinger
BY CHECKING ABOVE AND ENTERING NAME,THE AUTHORIZED STAFF PERSON INDICATES THAT
THE ATTACHED DOCUMENT HAS BEEN PROOFED AND READY FOR SCANNING.
NOTE: CLERK'S OFFICE WII.L KEEP ORIGINAL DOCUMENTS IN COMPLIANCE WITH COLORADO STATE
ARCH[VES RETAINAGE SCHEDULE. ALL ATTACHMENTS MUST BE WITH THIS CHECKLIST!
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CONTRACT FOR PROVISION OF SERVICES
REDSTONE COKE OVENS CURRENT CONDITION REPORT
THIS CONTRACT is made and entered by and between the Pitkin County Board of
County Commissioners ("County") and Pine Brook Ecological, 393 B CR102, Carbondale,
Colorado 81623 (hereinafter"Contractor").
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1. Term. The term of this contract is from May X 2013 until the completion of the current
condition report.
2. Contractor's Obligations. Contractor shall complete a current conditions report for
Redstone Coke Ovens Open Space consisting of approximately 14 acres. The report must
contain at a minimum; Table of Contents, Owner Acknowledgement Statement, Summary
information including Grantor, Grantee, location, etc.., History of the Property/CE, Land Use
Management, Inventory of improvements, Description of Conservation Values, and maps and
photo documentation that adequately represents and exhibits the information contained in the
reports.
3. Compensation and Expenses, Invoicing, Payment and Offset. The County shall
compensate Contractor for its services in accordance with the Project Budget and Schedule set out
in Paragraph 2. It is expressly understood and agreed that in no event will the total compensation
and reimbursement to be paid hereunder exceed the sum of$1,900.00 for all services rendered.
By contract or amendment, the County and Contractor may reallocate the budget among project
tasks if the total budget amount remains unchanged. Contractor shall invoice for the project
monthly based on hours worked, with payment expected within thirty (30) days of invoice, but
any payment by the County may be offset by any amount the Contractor owes the County for any
reason.
4. County's Exclusive 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, Contractor shall have the right to utilize such documents in
the course of its marketing, professional presentations, and for other business purposes.
Contractor assigns to County the copyrights to all work prepared, developed, or created pursuant
to this contract, including the right to: 1) reproduce the work; 2) prepare derivative works; 3)
distribute copies to the public; 4) perform the works publicly; and 5) to display the work
publicly. Contractor shall have right to use materials produced in the course of this contract for
marketing purposes and professional presentations, articles, speeches and other business
purposes.
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5. Pitkin County's Obligations. Pitkin County shall administer this contract through a
County Representative. Paul Holsinger, Pitkin County Open Space & Trails Land Officer, will
manage the project as the County's Representative. In the event that Paul Holsinger is not
available, Dale Will, Pitkin County Open Space & Trails Director, shall assume the County
Representative's duties. The services provided and products delivered by the Contractor under
this contract will be subject to review by the services provided and products delivered by the
Contractor under 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 Prior to Expiration of 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 (10)
days before the effective date of such termination. In such event all finished or unfinished
documents, data, studies and reports prepared by the Contractor pursuant to this contract shall
become the County's property. Contractor shall be entitled 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. Notwithstanding the above, Contractor shall not be
relieved of liability to the County for damages sustained by the County by virtue of any breach
of the contract by the Contractor.
7. Independent Contractor Status.
A. The parties to this contract intend that the relationship between them
contemplated by the contract is that of independent contractor. Contractor, and any agent,
employee, or servant of Contractor shall not be deemed to be an employee, agent, or servant of
Pitkin County.
B. Contractor is not required to offer his services exclusively to Pitkin County under
this 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 required under this
contract are submitted in the manner and on the schedule defined under this contract.
C. Contractor warrants that all work produced will conform to all applicable industry
standard of 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 or agent in the course of completing work under this contract.
E. Contractor 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 Assignability. This contract is not assignable by either party. Any use of subcontractors
by the Contractor for performance of this contract must be accepted in writing by the County.
9. Binding Arbitration. Any disputes arising out of this contract shall be subject to binding
arbitration. The parties agree that any disputes concerning the terms and conditions of this
contract shall be submitted and finally settled by arbitration. Arbitration shall be conducted
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pursuant to the rules of the American Arbitration Association and shall be presided over by the
Pitkin County Hearing Officer appointed to arbitrate Pitkin County contract disputes. Costs of
the arbitration shall be awarded to the substantially prevailing party.
10. Severability. In the event that any provision of this contract shall be held to be invalid or
unenforceable, the remaining provisions of this contract shall remain valid and binding upon the
parties hereto
11. Integration and Modification.
A. This contract represents the entire and integrated contract between the County and
the Contractor and supersedes all prior negotiations, representations, or contract, either written or
oral. This contract 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 performed 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. Indemnity.
A. The Contractor agrees to indemnify, hold harmless and, not excluding the County's
right to participate, defend the County, its subsidiary, parent, associated and/or affiliated entities,
successors, or assigns, its elected officials, trustees, employees, agents, volunteers, and any
jurisdiction or agency issuing permits for any work included in the project, hereinafter referred to as
indemnitee, from all suits and claims, including attorney's fees and cost of litigation, actions, loss,
damage, expense, cost or claims of any character or any nature arising out of the work done in
fulfillment of the terms of this Contract or on account of any act, claim or amount arising or
recovered under workers' compensation law or arising out of the failure of the Contractor to
conform to any statutes, ordinances, regulation, law or court decree. It is agreed that the Contractor
will be responsible for primary loss investigation, defense and judgment costs where this contract of
indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all
rights of subrogation against the County its subsidiary, parent, associated and/or affiliated entities,
successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses
arising from the work performed by the Contractor for the County.
B. The Contractor further shall investigate, process, respond to, adjust, provide defense
for and defend, pay or settle all claims, demands, or lawsuits related hereto at its sole expense and
shall bear all other costs and expenses related thereto, even if the claim, demand or lawsuit is
groundless, false or fraudulent.
13. Insurance. Contractor and subcontractors shall procure and maintain until all of their
obligations have been discharged, including any warranty periods under this Contract are
satisfied, insurance against claims for injury to persons or damage to property which may arise
from or in connection with the performance of the work hereunder by the Contractor, its agents,
representatives, employees or subcontractors.
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The insurance requirements herein are minimum requirements for this Contract and in no way
limit the indemnity covenants contained in this Contract.
The County in no way warrants that the minimum limits contained herein are sufficient to protect
the Contractor from liabilities that might arise out of the performance of the work under this
Contract by the Contractor, its agents, representatives, employees, or subcontractors. The
Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher
limits and/or broader coverages. The Contractor is not relieved of any liability or other
obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain
insurance in sufficient amounts, duration, or types.
A. Coverage and Limits of Insurance:
Contractor shall provide coverage with limits of liability not less than those stated below. An
umbrella and/or excess liability policy may be used to meet the minimum liability requirements
• provided that the coverage is written on a "following form"basis.
1. Statutory Workers' Compensation: Colorado statutory minimums.
NA ` Policy shall contain a waiver of subrogation against the County.
b. U is requirement shall not apply when a contractor or
subcontractor is e it under Colorado Workers' Compensation Act., AND
when such contractor or 'contractor executes the appropriate Work Comp
Waiver form.
Minimum Limits:
Coverage A(Workers' Compensation) tatutory
Coverage B(Employers Liability) $ '0,000
$
500,u!
$ 500,000
2. Commercial General Liability—ISO 1CG 0001 form or equivalent
(With County named additional insured)
Minimum Limits:
General Aggregate $ 2,000,000
Products/Completed Operations Aggregate $ 2,000,000
Each Occurrence Limit $ 1,000,000
Personal/Advertising Injury $ 1,000,000
Fire Damage (Any One Fire) $ 50,000
Medical Payments (Any One Person) $ 5,000
Coverage to include:
• Premises and Operations
• Explosions, Collapse and Underground Hazards
• Personal /Advertising Injury
• Products /Completed Operations
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• Liability assumed under an Insured Contract (including defense costs assumed
under contract)
• Independent Contractors
• Designated Construction Projects(s) General Aggregate Limit, ISO CG 2503
(1997 Edition or equivalent)
•• Additional Insured—Owners, Lessees or Contractors Endorsement, ISO Form
2010 (2004 Edition or equivalent)
• Additional Insured—Owners, Lessees or Contractors Endorsement, ISO CG 2037
(2004 Edition or equivalent)
• The policy shall be endorsed to include the following additional insured language
on the Additional Insured Endorsements specified above: "County, its subsidiary,
parent, associated and/or affiliated entities, successors, or assigns, its elected
officials, trustees, employees, agents, and volunteers named as an additional
insured with respect to liability and defense of suits arising out of the activities
performed by, or on behalf of the Contractor, including completed operations".
3. Auto Liability: Bodily injury and property damage for any owned, hired, and
non-owned vehicles used in the performance of this Contract.
Minimum Limits:
Bodily Injury/Property Damage(Each Accident) $ 1,000,000
4. Special Coverages (check as appropriate and insert amount):
0(1) Performance Bond $
n Labor and Material $
❑ Payment Bond $
0(2) Professional Errors and Omissions
0(3)Aircraft Liability
0(4)Owner's Protective
0(5)Builder's Risk
0(6) Boiler and Machinery
0(7)Loss of Use Insurance
0(8)Pollution Liability
0(9)Crime, including Employee Dishonesty Coverage, or Fidelity Bond
B. Proof of Insurance:
1. Each insurance policy required by the insurance provisions of this
Contract shall provide the required coverage and shall not be suspended, voided or
canceled except after thirty (30) days prior written notice has been given to the County,
except when cancellation is for non-payment of premium, then ten (10) days prior notice
may be given. Such notice shall be sent directly to (County Representative's Name &
Address). If the insurance carrier will not provide the required notice, the
Consultant/Contractor and or its insurance broker shall notify the County of any
cancellation, or reduction in coverage or limits of any insurance within seven (7) days of
receipt of insurers' notification to that effect.
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Simultaneously with the Certificates of Insurance, the Contractor shall file with the
Procurement Officer a certified statement as to claims pending against the required
coverages, reserves established on account of such claims, defense costs expended and
amounts remaining on policy limits.
2. In addition, these Certificates of Insurance shall contain the following clauses:
a. The contractor's insurance shall be primary and non-contributory
with any insurance or self insurance purchased by the County.
b. The insurance companies issuing the policy or policies hereunder
shall have no recourse against the County of Pitkin for payment of any premiums or
for assessments under any form of policy.
c. Any and all deductibles or self insured retentions in the above-
described insurance policies shall be assumed by and be for the amount of, and at the
sole expense of the Contractor.
d. Location of operations shall be: "all operations and locations 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 fifteen (15) days prior to a policy's expiration date except
for any policy expiring on the expiration date of this contract or thereafter.
4. The County reserves the right to request and receive a copy of any policy
and any policy endorsement at any time during the term of this contract.
14. Exemptions and Preferences. All purchases of construction or building or any other
materials for this contract shall not include Federal Excise Taxes or Colorado State or local sales
or use taxes. Pitkin County 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 documents concerning its performance 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 determining, by accepted accounting
and auditing standards, compliance with all provisions of the contract and applicable law.
16. Contract Made in Colorado. The parties agree that this contract was made in accordance
with the laws of the State of Colorado and shall be so construed. Venue is agreed to be
exclusively in the courts of Pitkin County, Colorado.
17. Attorney's Fees. In the event that legal action is necessary to enforce any of the provisions
of this contract beyond the arbitration described in Paragraph 9, the substantially prevailing party
shall be entitled to its costs and reasonable attorney's fees.
18. Governmental Immunity. Contractor agrees and understands that Pitkin County is
relying on and does not waive, by any provision of this contract, the monetary limitations or
terms (presently $150,000 per person and $600,000 per occurrence) or any other rights,
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immunities, and 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 Pitkin County or any of
its officers, agents or employees. Further, nothing in this contract shall be construed or interpreted
to require or provide for indemnification of the Contractor by the County for any injury to any
person or any property damage whatsoever which is caused by the negligence or other misconduct
of the County or its agent or employees.
19. Current Year Obligations. The parties acknowledge and agree that any payments
provided for hereunder or requirements for future appropriations shall constitute only currently
budgeted expenditures of Pitkin County. Pitkin 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 constitute a mandatory charge or
requirement in any ensuing fiscal year beyond the then current fiscal year of Pitkin County. No
provision of the contract shall be construed or interpreted as creating a multiple-fiscal year direct
or indirect debt or other financial obligation of Pitkin County within the meaning of any
constitutional or statutory debt limitation. This contract shall not directly or indirectly obligate
Pitkin County to make any payments beyond those appropriated for Pitkin County's then current
fiscal year. No provisions of this contract shall be construed to pledge or create a lien on any
class or source of Pitkin 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
Pitkin 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
confirmation of receipt to the fax number below; or (3) within three (3) days of being sent certified
first class mail, postage prepaid, return receipt requested addressed as follows:
A. To Pitkin County with copies to:
Paul Holsinger, Land Officer Pitkin County Attorney's Office
530 E. Main Street, #301 530 E. Main Street, #302
Aspen, Colorado 81611 Aspen, Colorado 81611
Fax: (970) 920-5198
B. To Contractor:
•
Pine Brook Ecological
393 B CR102
Carbondale, CO 81623
21. Public Contracts for Services and Public Contracts with Natural Persons. In
conformance with the provisions of C.R.S. § 8-17.5-101 and 102, as amended and C.R.S. § 24-
76.5-101, as amended
PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. Contractor certifies,warrants, and
agrees that it does not knowingly employ or contract with an illegal alien who will perform work
under this contract and will confirm the employment eligibility of all employees who are newly
hired for employment in the United States to perform work under this contract, through
participation in the E-Verify Program or the Department program established pursuant to CRS
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§8-17.5-102(5)(c), Contractor shall not knowingly employ or contract with an illegal alien to
perform work under this contract or enter into a contract with a subcontractor that fails to certify
to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien
to perform work under this contract. Contractor (a) shall not use E-Verify Program or
Department program procedures to undertake pre-employment screening of job applicants while
this contract is being performed, (b) shall notify the subcontractor and the contracting State
agency within three days if Contractor has actual knowledge that a subcontractor is employing or
contracting with an illegal alien for work under this contract, (c) shall terminate the subcontract
if a subcontractor does not stop employing or contracting with the illegal alien within three days
of receiving the notice, and (d) shall comply with reasonable requests made in the course of an
investigation, undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor
and Employment. If Contractor participates in the Department program, Contractor shall deliver
to the contracting State agency, Institution of Higher Education or political subdivision a written,
notarized affirmation, affirming that Contractor has examined the legal work status of such
employee, and shall comply with all of the other requirements of the Department program. If
Contractor fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq.,
the contracting State agency, institution of higher education or political subdivision may
terminate this contract for breach and, if so terminated, Contractor shall be liable for damages.
PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS $24-76.5-101. Contractor, if a
natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of
perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant
to federal law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has
produced one form of identification required by CRS §24-76.5-103 prior to the effective date of
this contract.
IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out
herein above.
PINE BROOK COLOGICAL:
By:
• Title: Principal Biologist 6 May 13
Date
PITKIN COUNTY, COLORADO:
By:
/7/4r #(7
aul Holsing , and Officer
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