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HomeMy WebLinkAboutbocc.con.033.2002 CHECK LIST CONTRACTS SUBMITTED TO CLERKS OFFICE FOR SCANNING/ARCHIVING Originating Department/Division: c�5�u,'f !S ���rc /C4N P9Ghcy /�fahayPs.iehf Contact Person: �iNc�H M Q ho.� Phone #: '770 CONTRACT*QZ5.206 �- Check Contract Type: (CHECK ALL THAT ARE APPROPRIATE) Services STAFF AUTHORIZED _Maintenance SIGNATURE License/Use //, 7Lease ,S�f 7Construction Purchase ✓Employment _Intergovernmental Agreement(Requires BOCC Action) Non-Profit Quasi-Public Grant Agreements (Requires BOCC Action) _Other Signatures Required: Under 25K—Department Head 25-50K—Department Head (if appropriate), Section Leader Over 50 K—Department Head (if appropriate), Section Leader, County Manager Contractor/Business (Complete Name): j j--rl 0,- C C7_C,2"C, Contract Start Date: /s Contract End Date: /> Automatic Renewal (Y/N): AL All Contracts should be proofed for the following: • No Pages Missing • If a Page is Left Intentionally Blank—Note on Page • Consecutive Page No's • All Signatures Affixed • All Dates Filled In • All Other Blanks Filled In • All Exhibits Attached • All Legal Descriptions Attached(if appropriate) • Notice of Award/Proceed Attached(if appropriate) Sent to Clerk and Recorder for Scanning/Archiving Date: `j U LoY Author' d Staff Person Note: ignature of authorized staff person indicates that document has been proofed and ready for scanning. (Clerk's Office will keep original documents in compliance with State Archives retainage schedule) DEPARTMENT OR AGENCY NUMBER NAA CONTROLNUMBER CONTRACT # 2EM50 This contract, made this 12� day of 2002 by and between the State of Colorado for the use and beriefit of the Department of Local Affairs, Division of Local Government, Office of Emergency Management (COEM), 15075 S. Golden Rd., Golden, CO 80401, hereinafter referred to as the State, and Pitkin County hereinafter referred to as the Contractor, WHEREAS, authority exists in the law and funds have been budgeted, appropriated, and otherwise made available, and a sufficient unencumbered balance thereof remains available for payment in Fund Number 100 or 260 Contract Encumbrance Number: As detailed in grant award letter(s); and WHEREAS, required approval, clearance, and coordination has been accomplished from and with appropriate agencies; and WHEREAS, the State annually and/or periodically receives funding from the following federal agencies: the Federal Emergency Management Agency (FEMA) - under the Department of Veterans Affairs and Housing and Urban Development, and Independent Agencies Appropriations Act, 2000, Public Law 106-74; Robert T. Stafford Disaster Relief and Emergency Assistance Act, as amended, Public Law 93-288,as amended;42 U.S.C. 5121 at seq.;42 U.S.C. 5195 at seq.;Omnibus Consolidated Appropriations Act of 1997, Public Law 104-208; Superfund Amendment and Reauthorization Act of 1991, Title III Public Law 99-499 as amended; and Department of Defense Authorization Act of 1986, Public Law 99-145 as amended; Environmental Protection Agency(EPA)-Emergency Planning Community Right to Know Act,42 U.S.C. 11001 et seq., and/or the Clean Air Act, 42 U.S.C. 7412; U. S. Department of Transportation (DOT)-under the Hazardous Materials Uniform Transportation Safety Act 1990, Public Law 101-615, 49 U.S.C. 5101 et seq., and the U.S. Department of Justice (DoJ) - U.S. Department of Commerce,Justice,and State,the Judiciary and Related Agencies Appropriations Act of 1999, Public Law 105-119, for the purpose of supporting emergency management activities to include administration, emergency planning, training, exercising, hazard mitigation, disaster response and recovery, and procurement of facilities and equipment; and WHEREAS, the State periodically, as disasters are declared and funds authorized, receives funding from the State Disaster Emergency Fund under C.R.S. 24-32-2106 (Colorado Disaster Emergency Act of 1992); and FEMA under Public Assistance and Hazard Mitigation Grant Programs, Robert T. Stafford Disaster Relief and Emergency Assistance Act, Public Law 93-288, as amended, for the purpose of disaster response, recovery and mitigation; and WHEREAS, local units of government(counties, cities and towns), Local Emergency Planning Committees (LEPC), as well as certain public and private nonprofit organizations have been determined to be authorized eligible sub-grantees under the above identified Public Laws and statutes, as well as under any present or future emergency management related legislation that identifies all or some of the entity types specified above as eligible Subgrantees, and CFR 40 Part 33, CFR 44 Parts 13 and 302, CFR 49 Part 110, and CFR 28 Part 66; and WHEREAS, the Contractor has been determined to be an eligible entity as defined by the State in its administrative plan to contract with the State to undertake the services desired; and WHEREAS, the State annually or periodically distributes funds received to existing contractors, determined to be eligible by the State using state and/or federal eligibility criteria and which are in good standing, using State developed application process, and allocation procedure; and Page 1 of 9 Pages 2 WHEREAS, State fiscal rules require a State agency to enter into a contractual agreement in order to pass funds to either a local governmental entity, a quasi-governmental entity such as an LEPC, or a private vendor, and WHEREAS,this contract is in keeping with applicable State law CRS 24-50-50-4(2)(a)(c)(e),and CRS 24-32-2105(6)(b), and the rules and regulations of the State, and WHEREAS, the Contractor has been included as a potential funding recipient by the State for emergency management related funding, to enter into this agreement and to undertake the services desired by the State and federal government, and WHEREAS, the Contractor is capable and desires to perform the services. NOW THEREFORE it is agreed that: 1. Scope of Work-The Contractor agrees to carry out the scope of work described in each of its application packages for emergency management related activities,as approved by the State in its grant award letter, and to do so in conformance with this contract and applicable federal and state laws, rules, and regulations pertaining to each specific grant. Grant applications and award letters will become a part of this contract until such time as the grant is closed out. 2. Time of Performance - This contract shall commence on April 15, 2002, and shall continue for a period of five years as long as the State continues to designate the Contractor as an eligible recipient of funds and continues to make an allocation of funds to the Contractor. Grant award letters for each specific grant will identify the performance period for that grant. 3. Compensation and Method of Payment - The State agrees to pay the Contractor in consideration for the work and services to be performed an amount as specified in the grant award letter. Payment to be made to the Contractor on a quarterly basis unless otherwise indicated, based on an invoice summarizing those legitimately incurred expenses. Payment and interest is subject to State Fiscal Rule 2-5 and section 24-30- 202(24) C.R.S. (1999). The Original supporting documentation will be maintained by the Contractor. State warrant will be issued for reimbursement of eligible expenses. 4. Accounting -At all times, from the effective date of this contract until completion of this project,the Contractor shall maintain properly segregated books of State funds, matching funds, and other funds associated with this project. Contractor shall be responsible for accounting for and reporting on any required match funding as indicated in the grant award letter. Records shall be maintained in accordance with applicable local and State procedures, and appropriate OMB circulars. 5. Reporting -The Contractor shall meet all reporting requirements in accordance with the then current program policies, and any subsequent forms and related program policies as required by the federal government or the State Division of Local Government (OEM). 6. Audit Requirements - The Contractor must follow the financial and compliance audit requirements of OMB Circular A-133, adhering to the most current version of the circular. The audit must be performed by a Certified Public Accountant, or a licensed public accountant. Audit reports are due yearly. The Contractor's audit period will be January 1 through December 31. Three copies of each audit report shall be provided to the State by the Contractor no later than 180 days after the end of the audit period. No grant of funds under an approved project will be closed until a financial and compliance audit are received covering the entire project period. The State may withhold up to 10 percent of the grant Page 2 of 9 Pages funds pending receipt of such audits. 7. Termination of Contractor for Cause A. The State may terminate the contract, in whole or in part for cause, by giving notice to the Contractor of such termination at least five (5) working days before the effective date of such termination and specifying the effective date thereof. Any or all of the following reasons shall constitute cause for the State to terminate the contract. (1) Failure for any reason of the Contractor to fulfill in a timely and proper manner its obligations under the contract and attachments; (2) Submission by the Contractor to the State of reports that are incorrect or incomplete in any material respect; (3) In-effective or improper use of funds provided under this agreement; and, (4) Suspension, reduction, or termination of the grant to the State under which this contract is made, or the portion thereof delegated by this agreement. B. The Contractor may terminate this contract for cause if the Contractor is unwilling or unable to comply with such additional conditions as may be lawfully imposed. The Contractor must give notice to the State of such termination at least five (5)working days before the effective date of such termination and specify the effective date thereof. C. In the event of any termination of the contract, the following will apply: (1) The State will require the Contractor to ensure that adequate arrangements have been made for the transfer of the agency's activities and inventory to another Contractor or to the State. Inventory shall include client records,supplies, materials,equipment,vehicles and other items purchased with state or federal funds per state and federal procedures, laws and regulations; (2) The Contractor shall be entitled to compensation for any unreimbursed expenses reasonably and necessarily incurred in the satisfactory performance of the contract. Notwithstanding the above, the Contractor shall not be relieved of liability to the State for damages sustained by the State, by virtue of any breach of the agreement by the Contractor,and the State may withhold any reimbursement to the Contractor for the purpose of set-off until such time as the exact amount of damages due to the State from the Contractor is agreed upon or otherwise determined. 8. Termination for Convenience of State-The State may terminate the contract at any time it determines that the purpose of the distribution of funds under the contract would no longer be served by completion of the project. The State shall effect such termination by giving written notice of the termination to the Contractor and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination. In that event all materials and documents as described in paragraph 8 above shall, at the option of the State, become its property and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such materials and documents. If this contract is terminated due to the fault of the Contractor, paragraph 8 hereof relative to termination shall apply. 9. Changes in Scope of Services - The State may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder as set forth in the grant award letter. Such changes in the scope of services of the Contractor shall be in writing via the issuance of an amended award letter, and shall be incorporated without written amendment to this contract. Any revisions to the scope of services initiated by the Contractor must be approved by the State. Page 3 of 9 Pages 10. Severability - To the extent that this contract may be executed and performance of the obligations of the parties may be accomplished within the intent of the contract, the terms of the contract are severable, and should any term or provision hereof be declared invalid or become inoperative for any reason,such invalidity or failure shall not affect the validity of any other term or provision hereof. The waiver of any breach of a term hereof shall not be construed as a waiver of any other term. 11. Assignment-Neither party, nor any subcontractor hereto, may assign its rights or duties under this contract without the prior written consent of the other party. 12. Limitation to Particular Funds - This contract is subject to and contingent upon the continuing availability of federal funds for the purposes hereof. The parties hereto expressly recognize that the Contractor is to be paid, reimbursed or otherwise compensated with the funds provided to the State for the purpose of contracting for the services provided for herein and therefore, the Contractor expressly understands and agrees that all its rights,demands,and claims to compensation arising under this contract are contingent upon receipt of such funds by the State. In the event that such funds or any part thereof are not received by the State, the State may immediately terminate the contract. To the extent that the Contractor must expend funds other than those provided by the State under this Agreement or must provide in-kind services in performing the work agreed upon hereunder, the State agrees that said expenditures and in-kind services are subject to the availability and annual appropriation of funds by the Contractor for said purpose. 13. Contract Suspension - If the Contractor fails to comply with any contractual provision,the State may, after notice to the Contractor suspend the contract and withhold further payment or prohibit the Contractor from incurring additional obligation of contractual funds, pending corrective action by the Contractor or a decision by the State to terminate in accordance with Paragraph 8, Termination for Cause. The State may determine to allow such necessary and proper costs which the Contractor could not reasonably avoid during the period of suspension. 14. Recapture Provisions - In the event that the Contractor fails to expend funds under this contract in accordance with state laws and/or the provisions of this contract, the Department reserves the right to recapture state funds in an amount equivalent to the extent of the noncompliance. Such rights of recapture shall exist for a period not to exceed three years following contract termination. Repayment by the Contractor of funds under this recapture provision shall occurwithin 30 days of demand, if the Contractor's failure is undisputed, or within 30 days of final judicial or alternative dispute resolution determination, as appropriate. 15. Evaluation and Monitoring-The Contractor shall cooperate with and freely participate in any monitoring or evaluation activities conducted by the Department that are pertinent to the intent of this contract. If the Contractor is not subject to a single auditor is exempt from the provisions of OMB Circular A-133, the State may require a limited scope audit to incorporate any or all programs awarded under this contract. 16. Nondiscrimination -(a)The Contractor shall comply with all applicable state and federal laws, rules, regulations and Executive Orders of the Governor of Colorado, involving non- discrimination on the basis of race, color, religion, national origin, age, handicap, or sex. Contractor may utilize the expertise of the State Minority Business Office within the Office of the Governor, for assistance in complying with the nondiscrimination and affirmative action requirements of this contract and applicable statutes. (b) The Americans with Disabilities Act of 1990, Public Law 101-336,also referred to as the"ADA 28 CFR Part 35. The Contractor must comply with ADA, which provides comprehensive civil rights Page 4 of 9 Pages protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications. 17. Records Retention-The Contractor shall retain for at least four(4)years afterthe State's closeout of each grant all records required for the grant including documentation and records of all expenditures incurred under the grant being closed. Retention for longer than the four years may be deemed necessary to resolve any matter which may be pending. This retention is for the purpose of review and audit by the State, federal government or their authorized representative. 18. Compensation-Grant award letters issued by the State under this Contract will authorize the Contractor to expend funds and initiate requests for reimbursement based on the amount of the grant award in accordance with program policies. 19. Reimbursement of Funds - Based upon receipt of requests from the Contractor for reimbursement of funds expended under a grant award authorized under this contract,and provision by the Contractor of the reports, and summary of documentation required under the grant,the State will reimburse the Contractor for those eligible program costs incurred. Original documentation will be kept on file with the Contractor. In those cases where a Contractor may have a cash flow problem verified by the State, the State may reimburse the Contractor based upon unpaid vendor invoices. In these cases, which are an exception to normal practice,the Contractor shall be responsible for payment to the vendor and providing paid vendor invoices to the State for its records. If a program authorizes advance payments of grant funds, such advances will be made in accordance with the then current program policies and in compliance with standard grant cash management practices as defined in 44 CFR Ch.1, Part 13.20,which require that expenses be incurred as close to the draw down date of the funds as is practicable. In the case of the Public Assistance program,the policies of that program shall have precedence overthe standard cash management practices. 20. Compliance with Federal Agreement/Contract Terms and Conditions. Federal and State Law and Program Rules and Regulations -The Contractor shall comply with all terms and conditions that the State has entered into with the federal government as a part of the grant application process and as spelled out in grant contracts/agreements, and all applicable federal and state laws, rules,and regulations related to grant awards under this contract. These include, but are not limited to, compliance with the following: • Americans with Disabilities Act including Title ll, Subtitle A/24, U.S.C.Sec. 12101 et seq and implementing regulations. OMB Circulars A21, A87, A110, A124, and A133 as applicable 31 U.S.C. ' 1352 - Prohibition Against use of Federal Funds for Lobbying Privacy Act of 1974, 5 U.S.C. S 5529 and Regulations adopted thereunder Certification required by 49 CFR Part 29, "Government Debarment and Suspension" Drug Free Workplace Title VI of the Civil Rights Act 42 U.S.C. Sec. 2000 d-1 at seq and its implementing regulation 44 CFR part of et seq Others as may be included in the grant award letter for a specific grant. Unless otherwise agreed by the parties, the Contractor assumes and will discharge the obligations of the State as grantee and recipient under the Federal Terms and Conditions, including the specific and general assurances as may be covered in Appendices thereto, concerning compliance of specific federal statutes such as those addressing the Civil Rights Act of 1964. Page 5 of 9 Pages 21. The following items are considered to be attachments to and part of this contract. • Specific grant application packages from the jurisdiction • State Grant Award Letters for each specific grant funded • General terms and conditions for each specific grant. 22. Special Conditions-Beyond those conditions contained in this contract special conditions may be incorporated into a grant award letter. These conditions upon acceptance by the Contractor of the grant become a part of this contract, and legally binding under it. Contractor failure to object in writing to special conditions or other terms within ten (10) days of the date the grant award letter is received by the Contractor shall constitute acceptance of same for the purposes of this paragraph. 23. Conflict of Interest a. No employee of the Contractor shall perform or provide part-time services for compensation, monetary or otherwise,to a consultant or consultant firm that has been retained by the Contractor under the authority of this Contract. b. The Contractor agrees that no person at any time exercising any function of responsibility in connection with this project on behalf of the Contractor shall have or acquire any personal financial or economic interest,direct or indirect,which will be materially affected by this contract, except to the extent that he may receive compensation for his performance pursuant to this contract. C. A personal financial or economic interest includes, but is not limited to: i) any business entity in which the person has a direct or indirect monetary interest; ii) any real property in which the person has a direct or indirect monetary interest; iii) any source of income, loans, or gifts received by or promised to the person within twelve (12) months prior to the execution date of this contract; iv) any business entity in which the person is a director, officer, general or limited partner,trustee, employee, or holds any position of management. For purposes of this subsection, indirect investment or interest means anyinvestment or interest owned by the spouse, parent, brother, sister, son, daughter, father-in-law, mother-in-law, brother-in-law, sister-in-law, son-in-law, or daughter-in-law of the person by an agent or his/her behalf, by a general, limited or silent partner of the person, by any business entity controlled by said person, or by a trust in which he/she has substantial interest. A business entity is controlled by a person if that person, his/her agent, or a relative as defined above possesses more than fifty percent (50%) of the ownership interest. Said person has a substantial economic interest in a trust when the person or an above-defined relative has a present or future interest worth more than one thousand dollars ($1,000.00). d. In the event a conflict of interest,as described in this Paragraph 24,cannot be avoided without frustrating the purposes of this contract, the person involved in such a conflict of interest shall submit to the Contractor and the State a full disclosure statement setting forth the details of such conflict of interest. In cases of extreme and unacceptable conflicts of interest,as determined bythe State, the State reserves the right to terminate the contract for cause, as provided in Paragraph 8 above. Failure to file a disclosure statement required Page 6 of 9 Pages by this Paragraph 24 shall constitute grounds for termination of this contract for cause by the State. 24. Integration-This contract as written with attachments and references,is intended as the complete integration of all understanding between the parties at this time and no prior or contemporaneous additions,deletion,or amendment hereto shall have any force or effect whatsoever, unless embodied in a written contract amendment incorporating such changes, executed and approved pursuant to applicable law. 25. Extent of Agreement - This Agreement is intended solely to fund the Project(s) proposed by Contractor and to define the rights and responsibilities between the parties with respect to such funding. This Agreement is not intended to create any third party rights, nor are third parties entitled to rely upon any provisions. Page 7 of 9 Pages SPECIAL PROVISIONS (For Use Only with Inter-Governmental Contracts) 1.CONTROLLER'S APPROVAL.CRS 24-30-202 (1) This contract shall not be deemed valid until it has been approved by the Controller of the State of Colorado or such assistant as he may designate. 2.FUND AVAILABILITY.CRS 24-30-202(5.5) Financial obligations of the State of Colorado payable after the current fiscal year are contingent upon funds for that purpose being appropriated,budgeted, and otherwise made available. 3.INDEMNIFICATION. Indemnity: The contractor shall indemnify,save,and hold harmless the State against any and all claims,damages,liability and court awards including costs,expenses,and attorney fees incurred as a result of any act or omission by the Contractor, or its employees, agents,subcontractors,or assignees pursuant to the terms of this contract. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied,of any of the immunities,rights,benefits,protection,or other provisions for the parties,of the Colorado Governmental Immunity Act,CRS 24-10-101 et seq. or the Federal Tort Claims Act, 28 U.S.C. 2671 et seq. as applicable, as now or hereafter amended. 4.INDEPENDENT CONTRACTOR.4 CCR 801-2 THE CONTRACTOR SHALL PERFORM ITS DUTIES HEREUNDER AS AN INDEPENDENT CONTRACTOR AND NOT AS AN EMPLOYEE.NEITHER THE CONTRACTOR NOR ANY AGENT OR EMPLOYEE OF THE CONTRACTOR SHALL BE OR SHALL BE DEEMED TO BE AN AGENT OR EMPLOYEE OF THE STATE,CONTRACTOR SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX AND LOCAL HEAD TAX ON ANY MONIES PAID BY THE STATE PURSUANT TO THISCONTRACT. CONTRACTOR ACKNOWLEDGES THAT THE CONTRACTOR AND ITS EMPLOYEES ARE NOT ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS UNLESS THE CONTRACTOR OR THIRD PARTY PROVIDES SUCH COVERAGE AND THAT THE STATE DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH COVERAGE. CONTRACTOR SHALL HAVE NO AUTHORIZATION,EXPRESS OR IMPLIED, TO BIND THE STATE TO ANY AGREEMENTS, LIABILITY, OR UNDERSTANDING EXCEPT AS EXPRESSLY SET FORTH HEREIN. CONTRACTOR SHALL PROVIDE AND KEEP IN FORCE WORKERS'COMPENSATION(AND PROVIDE PROOF OF SUCH INSURANCE WHEN REQUESTED BY THE STATE)AND UNEMPLOYMENT COMPENSATION INSURANCE IN THE AMOUNTS REQUIRED BY LAW,AND SHALL BE SOLELY RESPONSIBLE FOR THE ACTS OF THE CONTRACTOR, ITS EMPLOYEES AND AGENTS. 5.NON-DISCRIMINATION. The contractor agrees to comply with the letter and the spirit of all applicable state and federal laws respecting discrimination and unfair employment practices. 6.CHOICE OF LAW. The laws of the State of Colorado and rules and regulations issued pursuant thereto shall be applied in the interpretation, execution, and enforcement of this contract. Any provision of this contract, whether or not incorporated herein by reference,which provides for arbitration by any extra judicial body or person or which is otherwise in conflict with said laws,rules, and regulations shall be considered null and void.Nothing contained in any provision incorporated herein by reference which purports to negate this or any other special provision in whole or in part shall be valid or enforceable or available in any action at law whether by way of complaint, defense, or otherwise.Any provision rendered null and void by the operation of this provision will not invalidate the remainder of this contract to the extent that the contract is capable of execution. At all times during the performance of this contract,the Contractor shall strictly adhere to all applicable federal and state laws,rules,and regulations that have been or may hereafter be established. 7.EMPLOYEE FINANCIAL INTEREST.CRS 24-18-201 &CRS 24-50-507 The signatories aver that to their knowledge, no employee of the State of Colorado has any personal or beneficial interest whatsoever in the service or property described herein. Page 8 of 9 Pages -f SPECIAL PROVISIONS THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT CONTRACTOR: STATE OF COLORADO: Bill Owens GOVERNOR Pitkin County By Legal Name of Contracting Entity Bob Brooks, Executive Director Department of Local Affairs Social Security Number or FEIN //7 14-,��d,��-e'�:��_ - — / Signature f Authorized Officer PRE-APPROVED FORM CVrrRACT REVIEWER Nila.��( Fle-Foks K.Sw.:-Fk C-vun.�/ /uana5c� Print Name & Title of Authorized Officer "CG CORPORATIONS: ; SEAL (A corporate seal or attestation is required.) OR A. Attest (Seal) B (Corporate Se etar or Equivalent, or ToYMCityCouly Clerk ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER CRS 24-30-202 requires that the State Controller approve all state contracts.This contract is not valid until the State Controller,or such assistant as he may delegate,has signed it.The contractor is not authorized to begin performance until the contract is signed and dated below.If performance begins prior to the date below,the State of Colorado may not be obligated to pay for the goods and/or services provided. STATE CONTROLLER: Arthur L.Barnhart By Roe a6c Autek Controller, DoLA Dates/o L T Page 9 Which is the Last of 9 Pages 16