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Home My WebLink Aboutbocc.con.178.228/30/2021 CDD Contract Information Contract Number Project Name Contractor Budget Line Item 11836361.572000.10057 Procurement Method: Type: Contract Start Date Contract End Date Contract Type Retainage If this is a new contractor, please enter the New Vendor information into Munis for workflow approval. Contact Information: Department County Representative Ted O’Brien County Representative Phone (970) 429-6130 Provide a brief description of the Contract or Change Order: Contract Value Summary: $ 68,162.75 $ - $ - $ 68,162.75 178.22 Pitkin County Procurement Cover Sheet Please complete the Contract Cover Sheet when the contract/task order is complete and fully executed. Return all Contract Cover Sheets and Contracts/Change Orders/Amendments/Task Orders to Procurement Yes - 50% Sky Mountain Park Airline Climbing Trail Construction Services Gumption Trail Works $ 68,162.75 Additional Budget Line Item(s) (Please fully allocate New Contract Total) $ - $ - $ - $ 68,162.75 Formal Construction 7/11/2022 12/31/2022 New Contract Open Space & Trails Sky Mountain Park Airline Climbing Trail construction services contract. Original Contract Amount Previous Change Order/Amendment Amount This Change order/Amendment amount Contract Total Bid # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 NOTICE OF AWARD Date: July 8, 2022 To: Gumption Trail Works Aaron Mattix 491 Harmony Dr. Rifle, CO 81650 RE: 178.22: Sky Mountain Park Airline Climbing Trail Construction Services The County, having duly considered the Proposal submitted on July 6, 2022 for the work or purchase covered by the Contract Document titled 178.22: Sky Mountain Park Airline Climbing Trail Construction Services in the amount of Sixty-Eight Thousand One Hundred Sixty-Two dollars and Seventy-Five cents ($68,162.75), and it appearing that the Price and other information in your Proposal Form is fair, equitable and to the best interest of the County, the offer in your Proposal Form is hereby accepted. In accordance with the terms of the Contract Documents, you are required to execute the Agreement in one original of contract within ten (10) consecutive days from this Notice of Award. In addition, you are required to furnish in the said time Certificates of Insurance evidencing compliance with the requirement for insurance as stated in the Contract Documents to Procurement via email at procurement@pitkincounty.com. PITKIN COUNTY ________________________________________________ !#COUNTY REPRESENTATIVE#! Date ======================ACCEPTANCE OF NOTICE=================== Receipt of the above Notice of Award is hereby acknowledged ________________________________________________ !#VENDOR SIGNATURE#! Date Procurement Specialist Nora Waivers Jul-08-2022 Aaron Mattix Owner Jul-20-2022 Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 1 PITKIN COUNTY CONSTRUCTION CONTRACT THIS CONTRACT, made July 8, 2022 by and between the Board of County Commissioners of Pitkin County, Colorado, 530 E. Main St., Suite #302, Aspen, CO 81611, (hereinafter called the “County”) and Gumption Trail Works, 491 Harmony Dr, Rifle, CO 81650 (hereinafter called the “Contractor”) to perform the following work: Sky Mountain Park Airline Climbing Trail Construction Services (“Project”). I. Term of Contract: The term of this Contract is from July 11, 2022 to December 31, 2022. At the expiration of the initial term, the contract may be extended for an additional term of one (1) year by the express written consent of both parties. II. Scope of Work and Work Schedule: A. Scope of Work: Contractor shall complete the trail construction services at the Sky Mountain Park pursuant to the attached County RFP #178.22 Documents (“Attachment A”) and the Contractor Project Proposal (“Attachment B”), which are attached hereto and incorporated herein by reference. B. All work performed under this Contract shall be done according to Contractor’s Proposed Project Schedule described in Attachment B. Any revisions to the Project Schedule must be approved by the County Representative. III. Payment: The County agrees to pay, and the Contractor agrees to accept, in full payment for the performance of this Contract, the total price of Sixty-Eight Thousand One Hundred Sixty-Two dollars and Seventy-Five cents ($68,162.75) in accordance with this Contract, subject to increase or decrease in accordance with the provisions of this Contract; but any payment by the County may be offset by any amount the Contractor owes the County for any reason. A. Payment Procedures 1) Contractor shall submit applications for payment monthly for work done to date. 2) Progress payments for Contracts exceeding one hundred fifty thousand dollars ($150,000.00) a. County shall make progress payments, within thirty (30) days of County’s approval of Contractor’s pay request. b. In accordance to amend Section 2 Colorado Revised Statutes (C.R.S.) § 24-91-103, for contracts exceeding one hundred fifty Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 2 thousand dollars ($150,000.00) and if the Contractor is satisfactorily performing this Contract, progress payments shall be in an amount equal to ninety-five percent (95%) of the calculated value of completed Project work. If, in the opinion of the Project Lead and County, satisfactory progress is not being made on the Project, or if claims are filed under Section C.R.S. § 38-26-107, as amended, County may retain such additional amounts as County may deem necessary to assure completion of the Project or to pay such claims and any Project Lead’s and attorney’s fees reasonably incurred or to be incurred by County in defending or handling such claims. The withheld percentage of the Contract Price shall be retained until the Project is completed satisfactorily and finally accepted by County in accordance with the provisions of this Contract. Progress payments shall not constitute final acceptance of the Project. 3) County shall make final payment, including release of retainage, to Contractor in accordance with this Contract and Section C.R.S. § 38-26- 107, as amended. IV. Contractor Obligations: A. Supervision and Superintendence 1) The Contractor shall supervise and direct the Project competently and efficiently devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Project in accordance with this Contract. The Contractor shall be solely responsible for the means, methods, techniques, sequences and procedures of construction. The Contractor shall be responsible to see that the finished Project compiles accurately with this Contract. 2) The Contractor shall appoint and identify to the County and Project Lead, a competent on-site superintendent to be kept on the Project at all times during its progress and who shall not be replaced without written notice to the County and the Project Lead except under extraordinary circumstances. The superintendent will be the Contractor’s representative at the site and shall have authority to act on behalf of the Contractor. All communications given to the superintendent shall be as binding as if given to the Contractor. B. Subcontractors, Suppliers and Others 1) The Contractor shall not employ any subcontractor, supplier or other person or organization (including those acceptable to the County and the Project Lead, whether initially or as a substitute) against whom the County or the Project Lead may have reasonable objection. 2) The identity of subcontractors, suppliers or other persons or organizations including those who are to furnish the principal items of materials and equipment must be submitted to the County in advance of any Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 3 work performed or materials supplied under this Contract for acceptance by the County and the Project Lead. No acceptance by the County or the Project Lead of any such subcontractor, supplier or other person or organization shall constitute a waiver of any right of the County or the Project Lead to reject defective Project work. 3) The Contractor shall be fully responsible to the County and the Project Lead for all acts and omissions of the subcontractors, suppliers and other persons and organizations performing or furnishing any of the Project work under a direct or indirect contract with Contractor just as Contractor is responsible for Contractor's own acts and omissions. Nothing in this Contract shall create any Contractual relationship between the County or the Project Lead and any such subcontractor, supplier or other person or organization, nor shall it create any obligation on the part of the County or the Project Lead to pay or to see to the payment of any moneys due any such subcontractor, supplier or other person or organization except as may otherwise be required by laws and regulations. 4) All Project work performed for Contractor by a subcontractor will be pursuant to an appropriate contract between the Contractor and the subcontractor which specifically binds the subcontractor to the applicable terms and conditions of this Contract for the benefit of the County and the Project Lead. C. Patent Fees and Royalties. The Contractor shall pay all license fees and royalties and assume all costs incident to their use in the performance of the Project or the incorporation in the Project of any invention, design, process, product or device which is the subject of patent rights or copyrights held by others. Contractor shall indemnify and hold harmless the County and the Project Lead and anyone directly or indirectly employed by either of them from and against all claims, damages, losses and expenses (including attorney's fees and court costs) arising out of any infringement of patent rights or copyrights incidental to the use in the performance of the Project or resulting from the product or device not specified in this Contract, and shall defend all such claims in connection with any alleged infringement of such rights. D. Permits. Unless otherwise provided in this Contract, the Contractor shall obtain and pay for all construction permits and licenses. The County shall assist the Contractor, when necessary, in obtaining such permits and licenses. The Contractor shall pay all governmental charges and inspection fees necessary for the prosecution of the Project. The Contractor shall pay all charges of utilities for connections to the Project, and the County shall pay all charges of such utility owners for capital costs related thereto such as plant investment fees. E. Laws and Regulations. The Contractor shall be familiar with and shall comply with all federal, state, and local laws, ordinances, rules, and regulations applicable to furnishing and performance of the Project including rules, regulations, and ordinances the County promulgates at any time. Except where otherwise expressly Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 4 required by applicable laws and regulations, neither the County nor the Project Lead shall be responsible for monitoring the Contractor's compliance with any Laws or Regulations. F. Taxes. The Contractor shall pay all existing and future applicable federal, state and local sales, consumer, use and other similar taxes whether direct or indirect. Federal excise tax may not apply to materials purchased by the County. The Contract price shall include all other federal, state, and/or local direct or indirect taxes, which do apply. The Contract price shall include the cost of compliance with all other Federal Laws and Regulations at no additional cost to the County (except as provided in this Contract). The Contractor shall not be reimbursed separately for any taxes, which may apply except as provided in this Contract, and the Contractor shall be responsible for all taxes, which may apply. The County is tax exempt from Federal Excise Tax and Colorado State or local sales or use taxes. The Contractor and its subcontractors shall apply to the Colorado Department of Revenue for a Certificate of Exemption indicating that the Contractor or subcontractor's purchase of construction material or building materials is for use in a building, structure, or other public work owned and used by the County. G. Use of Premises. 1) The Contractor shall confine construction equipment, the storage of materials and equipment and the operations of workers to the Project site and land and areas permitted by this Contract, law, ordinances, and permits. The Contractor shall assume full responsibility for any damage to any such land or area, or to the County or occupant thereof or of any land or areas contiguous thereto, resulting from the performance of the Project. Should any claim be made against the County or the Project Lead by any such owner or occupant because of the performance of the Project, Contractor shall promptly settle with such other party. The Contractor shall, to the fullest extent permitted by Laws and Regulations, indemnify and hold the County harmless from and against all claims, damages, losses and expenses (including, but not limited to, fees of engineers, architects, attorneys and other professionals and court costs) arising directly, indirectly or consequentially out of any action, legal or equitable, brought by any such other party against the County or the Project Lead to the extent based on a claim arising out of the Contractor's performance of the Project. 2) During the progress of the Project, the Contractor shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Project. At the completion of the Project, the Contractor shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction equipment and machinery, temporary structures, stumps or portions of trees, and surplus materials, and shall leave the site clean and ready for occupancy by the County. The Contractor shall restore to original condition all property not designated for alteration by this Contract. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 5 3) The Contractor shall not load or permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall the Contractor subject any part of the Project or adjacent property to stresses or pressures that will endanger it. H. Safety and Protection. 1) The Contractor shall be solely responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Project. The Contractor shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: a. All employees in the Project area and other persons and organizations who may be affected thereby; b. All the Project materials and equipment to be incorporated therein, whether in storage on or off the site; and c. Other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, road-ways, structures, utilities and underground facilities not designated for removal, relocation or replacement in the course of construction. 2) The Contractor shall be required to assume sole and complete responsibility for job site conditions during the course of construction of the Project, including the safety of all persons who may enter on the job site for any reason and the security of all property located on the job site. This requirement shall apply at all times during the course of the Contract and not only to normal Project work hours. 3) The Contractor shall at all times conduct the Project in such manner as will incur the least practicable interference with traffic and existing utility systems. No section of any road shall be closed to the public, nor any utility system put out of service except after permission, has been granted by the Project Lead. Each item of the Project shall be prosecuted to completion without delay and in no instance will the Contractor be permitted to transfer its forces from an uncompleted Project to a new Project without prior written notification of the Contractor to the Project Lead. a. Unless this Contract specifically provides for the closing to traffic of any local road or highway while construction is in progress, such road or highway shall be kept open to all traffic by the Contractor. The Contractor shall also provide and maintain in a safe condition temporary approaches, crossings, or intersections with roads and highways. The Contractor shall bear all expense of maintaining traffic over the section of road affected by the Project to be done under this Contract, and of constructing and maintaining such approaches, crossing, intersections and any necessary features without direct compensation, except as otherwise provided. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 6 b. The Contractor shall provide, erect and maintain all necessary barricades, signs, danger signals and lights to protect the Project and the safety of the public. The Contractor’s responsibility for necessary barricades, signs, and lights shall not cease until the Project has been accepted. I. Shop Drawings and Samples. 1) After checking and verifying all field measurements and after complying with applicable procedures specified in this Contract, the Contractor shall submit to the Project Lead for review and approval in accordance with the approved schedule of shop drawing submissions, three (3) copies (unless otherwise specified) of all shop drawings, which will bear a stamp or specific written indication that the Contractor has satisfied the Contractor's responsibilities under this Contract with respect to the review of the submission. All submissions will be identified as the Project Lead may require. The data shown on the shop drawings will be complete with respect to quantities, dimensions, specified performance and design criteria, materials and similar data to enable the Project Lead to review the information as required. 2) The Contractor shall also submit to the Project Lead for review and approval with such promptness as to cause no delay in Project, all samples required by this Contract. All samples will have been checked by and accompanied by a specific written indication that the Contractor has satisfied the Contractor's responsibilities under this Contract with respect to the review of the submission and will be identified clearly as to material, supplier, pertinent data such as catalog numbers and the use for which intended. 3) Before submission of each shop drawing or sample, the Contractor shall have determined and verified all quantities, dimensions, specified performance criteria, installation requirements, materials, catalog numbers and similar data with respect thereto; and reviewed or coordinated each shop drawing or sample with other shop drawings and samples and with the requirements of the Project and this Contract. 4) At the time of each submission, the Contractor shall give the Project Lead specific written notice of each variation that the shop drawings or samples may have from the requirements of this Contract, and, in addition, shall cause a specific notation to be made on each shop drawing submitted to the Project Lead for review and approval of each such variation. 5) Where a shop drawing or sample is required by the specifications, no related Project work shall be commenced prior to the Project Lead’s review and approval of the shop drawing or samples. 6) The cost of furnishing all shop drawings and samples shall be borne by Contractor. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 7 V. Performance and Payment Bond. A. Contractor shall furnish a performance and payment bond in the amount of one half of the total Contract value for all Contracts over fifty thousand dollars ($50,000.00), as required by C.R.S. § 38-26-105, et seq. all Bonds shall be in the form acceptable to the County. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act. B. If the surety on any Bond furnished by Contractor is declared bankrupt or becomes insolvent or its right to do business is terminated in any state or it ceases to meet the requirements of paragraph A of this Section, Contractor shall within five (5) days thereafter substitute another Bond and Surety, both of which must be acceptable to the County. VI. 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. VII. 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. The insurance requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The policies shall include, or be endorsed to include, the following provision: On insurance policies where the County is named as an additional insured, the County shall be an additional insured to the Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 8 full limits of liability purchased by the Contractor even if those limits of liability are in excess of those required by 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. Commercial General Liability Completed Operations coverage must be kept in effect for up to three (3) years after completion of the project. 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 a. Policy shall contain a waiver of subrogation against the County. b. This requirement shall not apply when a contractor or subcontractor is exempt under Colorado Workers’ Compensation Act, AND when such contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers’ Compensation) Statutory Coverage B (Employers Liability) $ 500,000 $ 500,000 $ 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 Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 9 • Personal / Advertising Injury • Products / Completed Operations • 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: Statutory Coverage Bodily/Property Damage (Each Accident) $ 1,000,000 4) Contractors Pollution Liability: The County requires this coverage whenever work at issue under this Contract involves potential pollution risk to the environment or losses caused by pollution conditions (including asbestos) that may arise from the operations of the Contractor described in the Contractor’s scope of services. Policy shall cover the Contractor’s completed operations. Contractors Pollution Liability coverage (including Completed Operations) must be kept in effect for up to three (3) years after completion of the project. Coverage shall apply to sudden and gradual pollution conditions resulting from the escape of release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, natural gas, waste materials, or other irritants, contaminants, or pollutants (including asbestos). If the coverage is written on a claims-made basis, the Contractor warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract; and that continuous coverage will be maintained or an extended discovery period will be exercised for a period of three (3) years beginning from the time that work under this Contract is completed. a. The policy shall be endorsed to include the following as Additional Insureds: “Pitkin County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers named as an additional Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 10 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”. Minimum Limits: Per Loss $ 1,000,000 Aggregate $ 1,000,000 5) Professional Liability: The Contractor shall maintain Professional Liability covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services provided by the Contractor as part of the Contract. Contractors Professional Liability (Errors and Omissions) policy must be kept in effect during the project and for up to three (3) years after completion of the project. The policy/coverages shall be amended to include the following: a. Coverage shall apply for three (3) years after project is complete. b. Policy is to be on a primary basis; if other professional coverage is carried. Per Loss $ 1,000,000 Aggregate $ 2,000,000 6) Builders Risk Insurance or Installation Floater – Completed Value Basis Unless otherwise provided, the Contractor shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, Builders' Risk Insurance in the amount of the initial Contract Sum, plus value of subsequent modifications, change orders, and cost of material supplied or installed by others, comprising total value of the entire Project at the site on a replacement cost basis without optional deductibles. a. Policy must provide coverage from the time any covered property becomes the responsibility of the Contractor, and continue without interruption during construction, renovation, or installation, including any time during which the covered property is being transported to the construction installation site, or awaiting installation, whether on or off site. b. Such Builders' Risk Insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made or until no person or entity other than the County’s has insurable interest in the property to be covered, whichever is later. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 11 c. The Builders' Risk insurance shall include interests of the County and if applicable, affiliated or associate entities, the General Contractor, subcontractors and sub-tier contractors in the Project. d. The Builders' Risk Coverage shall be written on a Special Covered Cause of Loss form and shall include theft, vandalism, malicious mischief, collapse, false-work, temporary buildings, transit, debris removal including demolition, increased cost of construction, architect’s fees and expenses, flood (including water damage), earthquake, and if applicable, all below and above ground structures, piping, foundations including underground water and sewer mains, piling including the ground on which the structure rests and excavation, backfilling, filling, and grading. e. The Builders’ Risk shall include a Beneficial Occupancy Clause. The policy shall specifically permit occupancy of the building during construction. Contractor shall take reasonable steps to obtain consent of the insurance company and delete any provisions with regard to restrictions within any Occupancy Clauses within the Builder’s Risk Policy. The Builder’s Risk Policy shall remain in force until acceptance of the project by the County. f. Equipment Breakdown Coverage (a.k.a. Boiler & Machinery) shall be included as required by the Contract Documents or by law, which shall specifically cover insured equipment during installation and testing (including cold and hot testing). g. The deductible shall not exceed $25,000 and shall be the responsibility of the Contractor except for losses that involve all Acts of God such as flood, earthquake, windstorm, tsunami, volcano, etc. 7) Special Coverages (check as appropriate and insert amount): a. ☒ Performance Bond $ 34,081.00 i. ☐ Labor and Material $ ii. ☐ Payment Bond $ b. ☐ Professional Errors and Omissions c. ☐ Aircraft Liability d. ☐ Owner’s Protective e. ☐ Boiler and Machinery f. ☐ Loss of Use Insurance g. ☐ 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 Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 12 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 Pitkin County Procurement 530 E Main Street, Suite #304, Aspen, CO 81611. 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. Simultaneously with the Certificates of Insurance, the Contractor shall file with the Project Lead 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 Procurement Department at procurement@pitkincounty.com, 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. VIII. Exemptions and Preferences. A. All purchases of construction or building or any other materials for any 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. B. Pursuant to state statute and to the extent permitted by law, Colorado labor shall be employed to perform the Project to the extent of not less than eighty percent (80%) of each type or class of labor employed on such project; except for highway construction, which is subject to C.R.S. § 43-2-208, which provides that all laborers shall be bona fide residents of Colorado with a preference to residents of the County where the Project is performed. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 13 IX. Protection and Restoration of Property and Landscape; Hazardous Materials. A. Protection and Restoration of Property and Landscape. 1) The Contractor shall be responsible for the preservation of all public and private property and shall carefully protect from disturbance or damage all land and property, as well as any monuments and property marks until the Project Lead has witnessed or otherwise referenced their location and shall not remove them until directed. 2) The Contractor shall be responsible for all damage or injury to property of any character, during the prosecution of the Project, resulting from any act, omission, neglect, or misconduct in its manner or method of executing the Project, or at any time due to defective Project work or materials, and said responsibility shall not be released until the project shall have been completed and accepted. 3) When or where any direct or indirect damage or injury is done to public or private property by or on account of any act, omission, neglect, or misconduct by the Contractor in the execution of the Project, or in consequence of the non-execution thereof by the Contractor, it shall restore, at its own expense, such property to a condition similar or equal to that existing before such damage or injury was done, by repairing, rebuilding, or otherwise restoring as may be directed, or it shall make good such damage or injury in an acceptable manner. 4) Materials storage, equipment parking, vehicle parking and stockpiling excavated materials shall be allowed only in those areas designated by the Project Lead. 5) If the Contractor disturbs any of the landscape not called for removal, it shall restore those areas as directed by the Project Lead at the Contractor's expense. B. Hazardous Materials 1) The County shall not be responsible for the cost of and the removal or cleanup of Hazardous Materials found in any materials brought to the Project site, after the Project site is turned over to the Contractor. 2) The Contractor shall provide the Project Lead with a written certification each time materials or equipment is brought onto the Project site that such materials or equipment do not contain Hazardous Materials. X. County Work at the Project Site. A. The County may perform other work related to the Project at the site by the County’s own forces, have other work performed by utility owners or let other direct contracts therefor which shall contain terms similar to these. The Contractor shall perform and coordinate its activities with other contractors to avoid conflict and minimize disruptions. B. The Contractor shall afford each utility owner and other contractor who is a party to such a direct contract (or the County if the County is performing the additional Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 14 work with the County's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such work, and shall properly connect and coordinate the work with theirs. The Contractor shall do all cutting, fitting and patching of the Project that may be required to make its several parts come together properly and integrate with such other work. The Contractor shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of Project Lead and the others whose work will be affected. The duties and responsibilities of Contractor under this paragraph are for the benefit of such utility owners and other contractors to the extent that there are comparable provisions for the benefit of the Contractor in said direct contracts between the County and such utility owners and other contractors. C. If any part of the Contractor's Project depends for proper execution or results upon the work of any such other contractor or utility owner (or the County), the Contractor shall inspect and promptly report to the Project Lead in writing any delays, defects or deficiencies in such work that render it unavailable or unsuitable for such proper execution and results. The Contractor's failure to report such conditions will constitute an acceptance of the other work as fit and proper for integration with the Contractor's Project except for latent or non-apparent defects and deficiencies in the other work. XI. Changes in the Project and Use of Change Orders. A. The County may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder. 1) The Project Lead shall issue a notice informing the Contractor of a planned change in the Project and requesting the Contractor's detailed price proposal and adjusted schedule of work. The Contractor shall submit a priced proposal for performing the proposed change in the Project within five (5) days of notice or such other time acceptable to both parties. When the Contractor and the County reach agreement on the adjustments to the Contract price and/or Contract time, and changes in the Project, such adjustments shall be promptly recorded in an executed Change Order. B. All Contractor initiated change requests shall be submitted to the County and the Project Lead in a letter or written notice with the reference notation “Contractor Change Request”. If the Contractor: (i) receives any oral or written instructions, directives or interpretations of Contract Documents, or determinations from the Project Lead or, (ii) identifies what it believes are design errors or omissions in the Contract Drawings or Specifications, or (iii) encounters a differing site condition; or, (iv) is delayed in the progress of the Project; or, (v) becomes aware of any other matter or circumstance which it believes would require a change in the Contract Price or Contract Time, the Contractor shall give the Project Lead prompt written notice of such matters. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 15 1) All Contractor change requests shall be dated, numbered sequentially, and shall describe the action or event which the Contractor believes may require an extension in time, price or other modification. The Contractor shall also provide descriptions of possible Contractor actions or solutions to minimize the cost of the Contractor change request and, provide an estimate of the adjustment in the Contract Price and/or Contract Time, which it believes is appropriate. 2) Contractor Time Requirements a. With respect to orders, instructions, directives, interpretations, determinations, or the discovery of any errors or omissions in this Contract, a Contractor change request shall be submitted before the Contractor acts on them, but in no event more than ten (10) consecutive calendar days after they were received or discovered. b. With respect to any differing site conditions, a Contractor change request shall be submitted before the conditions are disturbed, but in no event more than ten (10) consecutive calendar days after the conditions are first discovered. c. With respect to delays, a Contractor change request shall be submitted as soon as the Contractor has knowledge of the delay, but in no event more than ten (10) consecutive calendar days therefrom. d. With respect to any matters or circumstance which the Contractor believes would require a change, including delays, a Contractor change request shall be submitted as soon as the Contractor has knowledge of the matter or circumstance, but in no event more than ten (10) consecutive calendar days after the Contractor becomes aware of such circumstance or matter. 3) Submittal Requirements and Waiver of Claims a. If the Contractor does not submit a Contractor change request within the time required above, any action by the Contractor related to such order, direction, instruction, interpretation, determination, design error or omission, or other matter, including delays or differing site conditions, will not be considered by the County as a change to the Project and the Contractor waives any claim for an adjustment on the Contract Price or the Contract Time. b. The Contractor shall, at the time a Contractor change request is submitted provide the Project Lead with a complete and itemized proposal of Contract price and time adjustments. The proposal shall also contain a detailed explanation, citing all applicable provisions in this Contract, which supports the Contractor change request. If the Contractor does not submit its itemized proposal within the time described above or within such extension, which the Project Lead, in his/her discretion may have granted in writing, it waives any Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 16 claim for an adjustment in the Contract price or Contract time arising out of the act or event described in the Contract change request. c. If a Contractor change request is denied by the Project Lead, in whole or in part, any claim for an increase in the Contract price or Contract time arising out of the act or event described in the Contractor change request is waived unless the Contractor timely complied with the provisions of paragraphs 2(a-d) of this Section. XII. Warranty and Guarantee; Tests and Inspections; Correction, Removal or Acceptance of Defective Project Work A. Warranty. 1) The Contractor warrants and guarantees to the County that all Project work, whether supplied, furnished, installed, provided, or performed by Contractor, a subcontractor, or supplier, will be in accordance with this Contract and will not be defective and that all Project work shall be performed in a skillful and workmanlike manner. Additionally, the Contractor shall warrant that all equipment which is incorporated into the Project or any subsystem shall be new, free from liens and defects in design, have clear title, be free from faulty materials and workmanship, and shall conform in all aspects to the terms of this Contract, to the drawings issued for manufacture by the Contractor, and shall be in conformance with the those technical specifications provided in Section II (Scope of Work) of this Contract and Contractor's Proposal. Except where longer periods of warranty are indicated for certain items, Contractor warrants Project work, whether furnished, installed, provided, performed or supplied by Contractor, a subcontractor or supplier, to be free from faulty materials and workmanship and that each piece of equipment or any part thereof incorporated into the Project or any subsystem shall conform to the aforementioned warranty and guarantee provisions and be free from failure for a period of not less than two (2) years from date of Final Payment. Landscaping replacement shall be warranted for two (2) growing seasons. 2) With respect to all warranties, express or implied, from subcontractors, manufacturers, or suppliers for Project work performed and materials furnished under the Contract, the Contractor shall: a. Obtain all warranties that would be given in normal commercial practice. To the extent that the subcontractor's, manufacturer's, or supplier's, standard warranty exceeds the minimum County requirements as set forth in this Section or elsewhere in this Contract, the subcontractor's, manufacturer's, or supplier's standard warranty shall apply. b. Require all warranties to be executed, in writing, for the benefit of the County, if directed by the Project Lead; or Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 17 c. Enforce all warranties for the benefit of the County, if directed by the Project Lead. d. Assign all warranties and guarantees in writing to the County upon the request of the County. B. Access to Project. The Project Lead and the Project Lead’s representatives, other representatives of the County, testing agencies and governmental agencies with jurisdictional interests shall have access to the Project, at any time for their observation, inspecting and testing. Contractor shall provide proper and safe conditions for such access. C. Tests and Inspections. 1) The Contractor shall cooperate with material testing persons and firms, and for required inspections, and compliance and approval tests for the work performed by the Contractor or its subcontractor. 2) If any laws, ordinances, rules, regulations, code or order of any public body having jurisdiction requires any Project work (or part thereof) to specifically be inspected, tested or approved, the Contractor shall assume full responsibility therefore, pay all costs in connection therewith and furnish the Project Lead the required certificates of inspection, testing or approval. The Contractor shall also be responsible for and shall pay all costs in connection with any inspection or re-testing required in connection with the County’s or the Project Lead’s acceptance of a supplier of materials or equipment proposed to be incorporated in the Project, or of materials or equipment submitted for approval prior to the Contractor's purchase thereof for incorporation in the Project. The cost of all inspections, testing, re-testing and approvals in addition to the above which are required by this Contract shall be paid by the Contractor (unless otherwise specified). The County will conduct and pay for the conformance tests on materials installed in-place, and the Contractor shall pay for re-testing of all failing and non-conforming materials thereafter. 3) All inspections, tests or approvals other than those required by laws, ordinances, rule, regulations, code, or order of any public body having jurisdiction shall be performed by organizations acceptable to the Project Lead. 4) If any Project work (including the work of others) that is to be inspected, tested or approved is covered without written concurrence of the Project Lead, it must be uncovered for observation. Such uncovering and testing when required by the Project Lead shall be at the Contractor's expense. 5) Neither observations by the Project Lead nor inspections, tests or approvals by others shall relieve the Contractor from the Contractor's obligations to perform the Project in accordance with this Contract. D. Correction or Removal of Defective Work. If required by the Project Lead or the County, the Contractor shall promptly, as directed, either correct all defective Project work, whether or not fabricated, installed or completed, or, if the Project work has been rejected by the Project Lead or the County, remove it from the site and replace it with non-defective Project work. The Contractor shall bear all direct, indirect and consequential costs of such correction or removal (including but not limited to fees Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 18 and charges of engineers, architects, attorneys and other professionals) made necessary thereby. E. Correction Period. If within two (2) years after the date of Final Payment or such longer period of time as may be prescribed by laws or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Project work is found to be defective, the Contractor shall promptly without cost to County and in accordance with County's written instructions, either correct such defective Project work, or, if it has been rejected by County, remove it from the site and replace it with non-defective Project work. If the Contractor does not promptly (within seven (7) days from receipt) comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the County may have the defective Project work corrected or the rejected Project work removed and replaced, and all direct, indirect and consequential costs of such removal and replacement (including but not limited to fees and charges of engineers, architects, attorneys and other professionals) will be paid by the Contractor. Contractor shall also pay for any damage to other Project work, other property, or person, which occurred as a result of the defective Project work. F. County May Correct Defective Work. If the Contractor fails within ten (10) consecutive calendar days after written notice of the Project Lead or the County to proceed to correct and to correct defective Project work or to remove and replace rejected Project work as required by the Project Lead or the County in accordance with paragraph D of this Section, or if the Contractor fails to perform the Project work in accordance with the Contract Documents, or if the Contractor fails to comply with any other provision of the Contract Documents, the County may, after seven (7) days' written notice to the Contractor, correct and remedy any such deficiency. In exercising the rights and remedies under this paragraph the County shall proceed expeditiously to the extent necessary to complete corrective and remedial action. The County may exclude the Contractor from all or part of the site, take possession of all or part of the Project, and suspend the Contractor's services related thereto, take possession of the Contractor's tools, appliances, construction equipment and machinery at the site and incorporate in the Project all materials and equipment stored at the site or for which the County has paid the Contractor but which are stored elsewhere. The Contractor shall allow the County, the County's representatives, agents and employees such access to the site as may be necessary to enable the County to exercise the rights and remedies under this paragraph. All direct, indirect and consequential costs of the County in exercising such rights and remedies will be charged against the Contractor, and a Change Order will be issued by the County incorporating the necessary revisions in the Contract price. Such direct, indirect and consequential costs will include but not be limited to fees and charges of engineers, architects, attorneys and other professionals, all court costs and all costs of repair and replacement of work of others destroyed or damaged by correction, removal or replacement of the Contractor's defective Project work. The Contractor shall not be allowed an extension of the Contract time because of any delay in performance of the Project work attributable to the exercise by the County of the County's rights and remedies hereunder. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 19 XIII. Liquidated Damages. It is the County’s intent to complete this project no later than September 30, 2022. Liquidated damages of Zero dollars and Zero cents ($0.00) per calendar day shall be paid if project is not completed by that deadline. A. Time for Completion. It is hereby understood and mutually agreed, by and between the Contractor and the County, that the date of beginning Project work and the time of completion as specified herein are essential conditions of the Contract. The Contractor agrees that said Project shall be prosecuted regularly, diligently, and at such rate of progress as will ensure completion within the time(s) specified. It is expressly understood and agreed, by and between the Contractor and the County, that the time(s) for completion of the Project described herein are reasonable time(s) for the completion of the Project, taking into consideration the average climatic conditions prevailing in the locality of the Project. B. Time is of the Essence to the Contract. It is further agreed that time is of the essence in completing the Project, and that the Project Work Schedule and all dates set forth therein and where in this Contract, an additional time is allowed for the completion of the Project, the new time limit fixed by such extension shall be of the essence of the Contract. C. Liquidated Damages. Completion of the Project is of paramount importance to the County. If any portion of the Project is not completed in accordance with any time extensions granted by the County, the County will suffer damage, the extent of which will be impractical and extremely difficult to estimate accurately. Therefore, as part of the consideration for executing the Contract, it is hereby agreed that the Contractor shall pay to the County the liquidated damage amounts specified in the Contract. This particular provision shall not be construed as a penalty upon said Contractor for failing fully to complete said Project as agreed in the Proposal and this Contract nor is it intended, but as Liquidated Damages to compensate the County for all costs incurred as a result of such breach of Contract. D. Delays in Project Completion of Construction Phase. Subject to the terms of "Excusable Delays", as contained in paragraph E of this Section, the Contractor expressly agrees to pay the County as a reasonable estimate of just compensation for damages contemplated with the clause, the amount set forth as liquidated damages for each consecutive calendar day that completion is delayed in the construction of the Project. E. Excusable Delays - Force Majeure. If, by reason of Force Majeure, any party hereto shall be rendered unable wholly or in part to carry out its obligations under this Contract then such party shall give notice and full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the liability then claimed, but for no longer period, and any such party shall remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemy, orders of any kind of the Government of the United States or the State of Colorado or any political subdivision, except the County, or any civil or military authority, insurrection, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraint of Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 20 government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines, or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable to it in the judgment of the party having the difficulty. F. Cumulative Remedy. The liquidated damages referred to herein are intended to be and are cumulative and shall be in addition to every other remedy now or hereafter enforceable at law, in equity, by statute, or under Contract. XIV. Termination of Contract A. The County may terminate this Contract upon the occurrence of any one or more of the following events: 1) If the Contractor commences a voluntary case under any chapter of the Bankruptcy Code (Title II, United States Code), as now or hereafter in effect, or if Contractor takes any equivalent or similar action by filing a petition or otherwise under any other federal or state law in effect at such time relating to the bankruptcy or insolvency; 2) If a petition is filed against Contractor under any chapter of the Bankruptcy Code as now or hereafter in effect at the time of filing, or if a petition is filed seeking any such equivalent or similar relief against Contractor under any other federal or state law in effect at the time relating to bankruptcy or insolvency; 3) If the Contractor makes a general assignment for the benefit of creditors; 4) If a trustee, receiver, custodian or agent of Contractor is appointed under applicable law or under Contract, whose appointment or authority to take charge of property of Contractor is for the purpose of enforcing a Lien against such property or for the purpose of general administration of such property for the benefit of Contractor's creditors; 5) If the Contractor persistently fails to perform the Project in accordance with this Contract including but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the work schedule established in this Contract; 6) If the Contractor disregards laws, ordinances, rules, regulations, or orders of any public body having jurisdiction. B. 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 Project work completed pursuant Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 21 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. XV. Independent Contract 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. F. The Contractor shall be required to complete and submit to the County, a Form W-9 Taxpayer Identification Number Request. XVI. Computation of Time. A. When any period of time is referred to in this Contract by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a legal holiday, such day will be omitted from the computation. B. All times stated in this Contract are of the essence. XVII. Records and Cost Pricing Data. A. The Contractor shall maintain in a safe place at the site one record copy of all Drawings, Specifications, Addenda, Written Amendments, Change Orders, Project Directive Changes, Field Orders and written interpretations and clarifications in good order and annotated and updated weekly to show all changes made during construction. These record documents together with all approved samples will be available to the Project Lead for reference. Upon completion of the Project, these record documents and samples will be delivered to the Project Lead for the County. B. The Contractor shall maintain all data and records pertinent to the Project performed under this Contract, in accordance with generally accepted accounting principles, and shall preserve and make available all data and records until the expiration of three (3) years from the date of final payment under this Contract, or for such longer period, if any, as is required by applicable statute or by other articles of this Contract. The Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 22 County shall have access to all such data and records for such time period to inspect, audit and make copies thereof during normal business hours. The Contractor covenants and agrees that it shall require that any subcontractor utilized in the performance of this Contract permit the authorized representatives of the County to similarly inspect and audit all data and records of said subcontractors relating to the performance of said subcontractors under this Contract for the same time period. C. If this Contract is completely or partially terminated, the records relating to the Project terminated shall be made available for three (3) years after any resulting final termination payment. D. Records pertaining to appeals or to litigation or the settlement of claims arising under or relating to the performance of this Contract shall be made available until disposition of such appeals, litigation, or claims. XVIII. Miscellaneous. A. Any use of subcontractors by the Contractor for performance of this Contract must be accepted in writing by the County. B. Severability. If any term, section, or other provision of this Contract shall, for any reason, be held to be invalid or unenforceable, the invalidity or unenforceability of such term, section, or other provision shall not affect any of the remaining provisions of this Contract, and to this end, each term, section and provision of this Contract shall be severable. C. Integration and Modification. 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. D. 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. E. Attorney’s Fees. In the event that legal action is necessary to enforce any of the provisions of this Contract, the substantially prevailing party shall be entitled to its costs and reasonable attorney’s fees. F. Governmental Immunity. Contractor agrees and understands that Pitkin County is relying on and does not waive the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S., § 24-10-101, et seq., 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. G. 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 Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 23 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. H. Notice. Any notice required or permitted under this Contract shall be in writing and shall be provided by electronic delivery to the e-mail addresses set forth below and by one of the following methods 1) hand-delivery or 2) registered or certified mail, postage pre-paid to the mailing addresses set forth below. Each party by notice sent under this paragraph may change the address to which future notices should be sent. Electronic delivery of notices shall be considered delivered upon receipt of confirmation of delivery on the part of the sender. Nothing contained herein shall be construed to preclude personal service of any notice in the manner prescribed for personal service of a summons or other legal process. To Pitkin County: Ted O’Brien 806 West Hallam St. Aspen, CO 81611 Email: ted.obrien@pitkincounty.com with copies to: Pitkin County Attorney’s Office 530 E. Main St., Suite #301 Aspen, Colorado 81611 Email: Attorney@pitkincounty.com To Contractor: Gumption Trail Works 491 Harmony Dr. Rifle, CO 81650 Phone: (970) 355-4280 Email: acmattix@gmail.com I. Waiver. No waiver by either party of any right, term or condition of this Contract shall be deemed or construed as a waiver of any other right, term or condition, nor shall a waiver of any breach hereof be deemed to constitute a waiver of any subsequent breach, whether of the same or of a different provision of this Contract. XIX. Contractor’s Representations. A. In order to induce County to enter into this Contract, Contractor makes the following representations: 1) Contractor has familiarized himself with the nature and extent of this Contract, Project, locality, and with all local conditions and federal, state, and local laws, ordinances, rules and regulations that in any manner may affect cost, progress, or performance of Project. 2) Contractor has carefully studied the site and has performed all necessary investigations, tests, and subsurface investigations to define the latent physical conditions of the construction site affecting cost, progress, or performance of Project. 3) Contractor has made or caused to be made examinations, investigations, and tests and studies of such reports and related data as it deems necessary for the performance of Project at the Contract price, within the Contract time, and in accordance with the other terms and conditions of Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 24 this Contract; and no additional examinations, investigations, tests, reports, or similar data are or will be required by Contractor for such purposes. 4) Contractor has correlated the results of all such observations, examinations, investigations, tests, reports and data with the terms and conditions of this Contract. 5) Contractor has given Project Lead written notice of all conflicts, errors, or discrepancies that it has discovered in this Contract, and the written resolution thereof by Project Lead is acceptable to Contractor. 6) By executing this Contract, the Contractor represents that it has visited the site, familiarized itself with the local conditions under which the Project work is to be performed (including weather conditions which can be expected), and correlated its observations with the requirements of this Contract. 7) The undersigned representative of Contractor represents that it is an authorized representative of Contractor for the purposes of executing this Contract and that it has full and complete authority to enter into this Contract on behalf of Contractor. XX. Counterparts. This Contract may be executed in multiple counterparts, each of which shall constitute an original, but all of which shall constitute one and the same document. XXI. Public Contracts for Services and Public Contracts with Natural Persons. In conformance with the provisions of C.R.S. §§ 8-17.5-101, et seq., as amended and C.R.S. §§ 24-76.5-101, et seq., as amended: A. PUBLIC CONTRACTS FOR SERVICES. §§8-17.5-101, et seq. C.R.S. [Not applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental agreements, or information technology services or products and services] 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 established under Pub. L. 104-208 or the State verification program established pursuant to §8-17.5-102(5)(c), C.R.S., 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 (i) shall not use E-Verify Program or State program procedures to undertake pre-employment screening of job applicants while this Contract is being performed, (ii) shall notify the Subcontractor and the contracting State agency within 3 days if Contractor has actual knowledge that a Subcontractor is employing or contracting with an illegal alien for work under this Contract, (iii) shall terminate the subcontract if a Subcontractor does not stop employing or contracting with the illegal alien within 3 days of receiving the notice, and (iv) shall comply with reasonable requests made in the course of an investigation, Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 25 undertaken pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Employment. If Contractor participates in the State 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 State program. If Contractor fails to comply with any requirement of this provision or §§8-17.5-101 et seq., C.R.S., 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. §§24-76.5-101, et seq., C.R.S. Contractor, if a natural person 18 years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) shall comply with the provisions of §§24-76.5-101 et seq., C.R.S., and (iii) has produced one form of identification required by §24-76.5-103, C.R.S. prior to the Effective Date of this Contract. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 26 IN WITNESS WHEREOF, the parties have executed this Contract as of the date first set out herein above. GUMPTION TRAIL WORKS ________________________________________________ !#VENDOR SIGNATURE#! Date PITKIN COUNTY, COLORADO RECOMMENDED FOR APPROVAL: _________________________________________________ !#DEPARTMENT REPRESENTATIVE#! Date SECTION APPROVAL: ________________________________________________ !#SECTION LEADER#! Date MANAGER APPROVAL: ________________________________________________ !#COUNTY MANAGER#! Date Pitkin County Open Space and Trails Director Jul-11-2022 Gary Tennenbaum Owner Aaron Mattix Jul-20-2022 Phylis Mattice Jul-20-2022 Deputy County Manager Jul-20-2022 Rich Englehart Deputy County Manager RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 1 PUBLIC NOTICE Pitkin County is accepting proposals to provide SKY MOUNTAIN PARK AIRLINE CLIMBING TRAIL CONSTRUCTION SERVICES. More information is available online at www.BidNetDirect.com/Colorado. Any and all questions, or requests for clarification, must be submitted by 4:00 PM MT on June 29, 2022. Questions and requests for clarification will only be accepted via email at procurement@pitkincounty.com. Proposal documents must be uploaded to the BidNet Direct website no later than 2:00 PM MT on July 7, 2022. Published in the Aspen Daily News: June 20, 2022 and June 27, 2022. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 2 PITKIN COUNTY SKY MOUNTAIN PARK AIRLINE CLIMBING TRAIL CONSTRUCTION SERVICES Table of Contents REQUEST FOR PROPOSAL I. INTRODUCTION 3 II. COUNTY BACKGROUND 3 III. SCOPE OF WORK 4 A. PROJECT INFORMATION 4 B. ADDITIONAL INFORMATION 4 IV. SELECTION PROCESS 5 A. SUBMITTALS 5 B. TIME SCHEDULE 7 C. EVALUATION CRITERIA AND WEIGHING 7 D. SELECTION COMMITTEE 8 E. CONTRACT 8 PROPOSAL FORM 10 INSTRUCTIONS TO PROPOSERS 12 RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 3 REQUEST FOR PROPOSALS SKY MOUNTAIN PARK AIRLINE CLIMBING TRAIL CONSTRUCTION SERVICES GENERAL INFORMATION TO PROPOSERS ISSUED: June 14, 2022 DUE: July 7, 2022 by no later than 2:00 PM MT I. INTRODUCTION Pitkin County (hereinafter called the “County”) is qualifying interested parties for the provision of trail construction services at the Sky Mountain Park located between Aspen and Snowmass Village, CO. The County will award a single contract. II. COUNTY BACKGROUND Covering 975 square miles, Pitkin County is located in the heart of the White River National Forest, surrounded by the spectacular peaks of the central Rocky Mountains. Pitkin County is located in Colorado with the county seat of Aspen. Pitkin County includes the communities of Aspen, Snowmass, Woody Creek, Old Snowmass, Meredith, Thomasville, Redstone and portions of the town of Basalt. As public servants, we work in the public trust to ensure quality of life and experience in Pitkin County for present and future generations. Organizational Values: Pitkin County embraces the following values to promote public trust and confidence in County Government. Stewardship: We strive to leave our natural environment, community, public assets, and organization in better condition than we found them for current and future generations. Ethics: We hold ourselves to high standards of honesty and dependability in the conduct of County business. Excellence: We are committed to providing quality services that are accessible, accurate and innovative to meet our community’s needs. Collaboration: We work together as employees and with citizens and other government, non-profit and private sector organizations helping each other succeed in promoting and achieving the public’s goals. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 4 Open Communication: We are committed to listening to our citizens and partners and to giving accurate and timely information. Positive Work Environment: We appreciate dedicated and knowledgeable employees and support their professional and personal growth. Additional information about the County may be found on the County’s website at: https://pitkincounty.com/DocumentCenter/View/21997/PC_brochure_2020_FFO_digital III. SCOPE OF WORK A. PROJECT INFORMATION Pitkin County Open Space and Trails Department (“OST”) is requesting proposals from qualified trail construction contractors to construct an approximately 2.18 mile, directional climbing trail on Sky Mountain Park. The project goal and desired final product would be a bike optimized, climbing trail. The climbing trail’s final alignment design has been completed and verified in the field, including final flagging of the alignment, turns, and significant water crossings to be armored. OST is desiring a multi-faceted approach to this project that includes the use of: a) OST’s Trail Specialist, Ben Mays for mini-ex operation (excavation and clean-up aid) b) RFMBA (Roaring Fork Mountain Bike Association) Trail Crew to help with corridor clearing c) RFOV (Roaring Fork Outdoor Volunteers) Volunteers to help with finish crew tasks and rock armoring sections This project occurs within the boundary of a Sky Mountain Park, managed by Pitkin County Open Space and Trails. The selected contractor will be held to high standards for minimizing disturbance. The following values have been determined as critical for the successful completion of the Project: 1. Quality 2. Integrity 3. Communication (Create a clear and transparent method for communication with county staff and the public.) 4. Aesthetics (project should be sensitive to and complement the surrounding natural environment) 5. Sustainability (e.g. use of local resources where possible, reuse of materials where possible, etc.) 6. Safety 7. Cost See Attachment A for the project’s map of the desired trail alignment and Attachment B index of features to be built. B. ADDITIONAL INFORMATION It is the Contractors responsibility to provide any and all safety equipment and/or managerial oversight necessary to perform all work in a safe and workman-like RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 5 manner. Pitkin County reserves the right to enter the working site for periodic checks of safe working environments, as applicable. Pitkin County expects that any Contractor providing goods or services will do so in compliance with Pitkin County policies, including, but not limited to, tobacco use policies, public health orders, permitting requirements, construction ordinances, building access and safety requirements, and Pitkin County standards of conduct. Pitkin County’s elected Board of County Commissioners have identified climate action and carbon footprint reduction as a priority for County projects. Pitkin County encourages all proposers to be environmentally conscious when preparing their proposal documents, making travel plans, printing materials, selecting fleet vehicles, designing/updating facilities systems, qualifying subcontractors, investing, and/or any other business activities wherever a less environmentally impactful solution may or could exist. IV. SELECTION PROCESS The County is required by the terms of the Pitkin County Procurement Code to conduct a competitive selection process to select a Contractor for the above-described proposal. This process shall be through formal proposals submitted in response to this Request for Proposals. A. SUBMITTALS 1. Proposer shall submit proposals for this Service as outlined in the Request for Proposals and Scope of Services, or an alternately developed plan as developed by Proposer in response to and in accordance with this Request for Proposals and Information to Proposers attached hereto. Proposal Format: Each response shall be 8½” X 11” in size. Font, Times New Roman, size shall be no smaller than 12 point. A sample contract has been included for review and Template Contract revisions, if any, must be uploaded as a separate file with any changes clearly highlighted. Template Contract change requests will not be reviewed until scoring has been completed and, as such, any information that could be considered material to your proposed response to the solicitation should not be included in the sample Contract. Proposals may include pages up to 11”x17” size, as needed. a. The proposal must contain name, address, daytime phone number(s), and e-mail address for person(s) to whom additional selection process requests should be communicated; b. A proposed approach (basic description of how Proposer will proceed with this Service), timetable for the Service, and proposed method of compensation for services rendered; RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 6 c. A statement of Qualifications of the Proposer and any subcontractors anticipated to perform under the awarded contract; d. References, especially those for significantly similar projects with local governments; e. A completed Proposal Form (may indicate “In Attached Documents” for Approach and Qualifications/References sections of the provided Proposal Form, if desired. The Proposal Form, however, will not be considered complete if any and all addenda are not acknowledged and the form has not been signed); f. List of all subcontractors (including qualifications); g. Fee schedule of standard rates for any work that may not be included in provided Scope of Work, as applicable; and h. A completed Bid Worksheet (Attachment C). 2. Proposer may be required to supply additional information upon request, or to make additional submissions under secondary selection criteria, if necessary. 3. Any and all questions or comments shall be submitted via email to procurement@pitkincounty.com no later than 4:00 PM MT on June 29, 2022 All requests must have the email subject line, “RFP 178.22: Sky Mountain Park Airline Climbing Trail Construction Services - Request for Clarification and Questions.” All questions, comments and answers provided shall be shared with all Proposers via addendum posted on BidNet Direct. Addendum(s) will include the requests for clarification and questions, as written by the Proposer. 4. All Proposals must be uploaded to the BidNet Direct website. Proposals will not be accepted in any other form or manner. 5. During the Request for Proposal selection process, all proposals shall remain confidential. The entire selection process (procurement) file shall be available to the public (which includes all Proposers) after an agreement is approved by the County, except those items for which confidentiality has been requested in writing by the Proposer, and providing that the County Attorney has reviewed and determined this to be the properly confidential under the State Open Records Act and other relevant statutes and regulations. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 7 B. TIME SCHEDULE The County will endeavor to use the following timetable: June 14, 2022 Request for Proposals publicly advertised, posted on website (www.bidnetdirect.com/colorado) June 27, 2022 Mandatory pre-proposal meeting will be held at 12:00 PM MST at the Project Site. Please submit your RSVP with planned attendee list via email to procurement@pitkincounty.com by no later than 24-hours prior to the scheduled meeting. June 29, 2022 Proposer’s request for clarification and questions due via email to procurement@pitkincounty.com by 4:00 PM MT July 1, 2022 County’s response to request for clarification and questions posted on BidNet Direct via addendum July 7, 2022 PROPOSALS MUST BE UPLOADED TO BIDNET DIRECT BY 2:00 PM MT Week of July 11, 2022 Meeting of Selection Committee; checking of references as necessary; requests for additional information or clarifications, if necessary; scheduling of interviews, if necessary July 15, 2022 Issuance of Notice of Award to top-ranked proposer July 15, 2022 Notices sent to unsuccessful proposers August 1, 2022 Anticipated Contract Start Date November 1, 2022 Anticipated Contract Completion Date C. EVALUATION CRITERIA AND WEIGHING Selection of the "short-listed" Proposers to be interviewed and/or the selection of the top-ranked Proposer will be based upon the following criteria and relative importance (or as the same may be amended or supplemented by published secondary selection criteria, if any): 1. Approach to Project 30% The Proposer shall prepare a brief statement as to their intention to address: A. The Project B. The Project Schedule RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 8 C. The Personnel assignments, including: i. Statements of the qualifications and experience of those personnel ii. The time estimates of personnel assigned to the Project iii. Other pertinent facts 2. List of Similar Work 10% The Proposer shall submit examples of projects of similar size and scope, specifically with local governments when available. 3. Availability 25% The Proposer shall affirmatively state and demonstrate that all necessary staff is available to complete the Project within the time indicated on the proposed schedule. 4. Estimated Cost of Services, including Reimbursable Expenses 25% A. The Proposer shall list all costs assumed necessary to successfully complete and/or deliver the provided scope of work, services, and/or goods, including, but not necessarily limited to: i. Labor and material expenses ii. Reimbursable expenses for mileage and/or administrative services iii. Miscellaneous expenses B. The Proposer shall provide a list of standard fees/rates and material markup rates to include with the Contract for any additional services or goods that may not be covered in the awarded Contract; billable only as incurred and as agreed upon in advance by mutual signing of a change order. 5. References 10% The Proposer shall provide a list, including contact name and information, of references/prior clients, especially local, state and federal government. D. SELECTION COMMITTEE Communications between Proposer and any member of the selection committee during the selection process, except when and in the manner expressly authorized by the Request for Proposals, is prohibited. Violation of this restriction is grounds for disqualification from the process. Voting Members of the Selection Committee: Nonvoting counsel to the Selection Committee: -Bill Griggers, OST Crew Supervisor -Gary Tennenbaum, OST Executive Director -County Attorney -County Procurement RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 9 -Ben Mays, OST Trail Specialist -Ted O’Brien, OST Resource & Trails Manager E. SAMPLE CONTRACT A sample of the Pitkin County Contract for Construction Services is included as Attachment D. The Proposer must present any exceptions to the standard contract language, if any, with their proposal, included as a separate document. If changes are not requested at the time of proposal submission, the County shall consider that terms and conditions are accepted by proposer. Requests for Contract alterations, modifications, additions, or deletions will not be entertained following proposal submission. Submittal of contract change requests is for County’s information only and will not be reviewed until selection committee scoring and vendor selection has been completed; contract language change requests will not disqualify any proposer or be evaluated for partiality. This opportunity is offered so proposers may familiarize themselves with standard County terms and requirements, and change requests that are submitted at the time of proposal allow the County to expedite the consideration of such requests during the award process so as to avoid delays in contracting. As mentioned in Section IV.A, proposers should not include any information specific to their proposed approach, pricing, delivery schedule, etc. when submitting language change requests as this information will not be reviewed prior to final selection of a top-ranked proposer. Failure of proposer to review and abide by this guidance and any lack of conveyance of such information to the selection committee shall be construed as an error on the behalf of the proposer and not on behalf of the County or the selection committee. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 10 PROPOSAL FORM Proposal Time: 2:00 PM MT Proposal Date: July 7, 2022 From: Phone E-mail Address: To: THE PITKIN COUNTY BOARD OF COMMISSIONERS c/o Procurement 530 E Main Street, Suite #304 Aspen, CO 81611 For: RFP 178.22: SKY MOUNTAIN PARK AIRLINE CLIMBING TRAIL CONSTRUCTION SERVICES Pursuant to a request by the Pitkin County Commissioners, the undersigned Proposer having examined this Request for Proposals (RFP), including familiarization of the site and/or the conditions of the proposed Service environment, including the availability of materials and labor hereby proposes to furnish all labor, materials, supplies, applicable permits, services, and supervision required to provide a completed product as detailed in this RFP and adjoining documentation for the sum of: $___________________________________________ Fee Schedule(s) for this project and any applicable work that may not have been included in the Scope of Work but may be necessary for successful completion must be included in the proposal documents. Approach, Qualifications, and References may be submitted on your own proposal form; please indicate “In attached documents” for any items omitted herein. A completed proposal form including, at minimum, acknowledgement of all addenda and signature/corporate seal is required for proposals to be considered responsive. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 11 Statement and Detailed Approach to Service: Qualifications of Proposer: Please insert names address, phone numbers and description of similar Service for Reference Checks. 1. 2. 3. It is further understood that the right is reserved by the County to reject any and all proposals and it is agreed that the proposals may not be withdrawn for a period of ten (10) days from specified time for receiving proposals. The Proposer acknowledges receipt of Addenda Nos. . The right is reserved to waive any informalities and to reject any Proposal. (Type/Print name under all signatures) Dated this day of , 2022 (Corporate seal) PROPOSER: SIGNATURES: If the proposal is being submitted by a Corporation, the Proposal Form should be signed by an officer, i.e. President or vice-president. The signature of the officer signing shall be attested to by the secretary and properly sealed. If the proposal is being submitted by an individual or a partnership, the proposal shall so indicate and be properly signed. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 12 INSTRUCTIONS TO PROPOSERS FOR PITKIN COUNTY CONTRACTS 1. a. A "Proposal" is a responsive, conforming, unconditional, complete, legible and properly executed offer on the Pitkin County Proposal Form to do the work called for in the Request for Proposals (“RFP”). b. Proposals must be submitted electronically in PDF format and submitted at the time and place designated in the RFP. Electronic submissions must be clearly marked as a "sealed proposal" with the Service name and the name, contact person, mailing address and telephone number of the Proposer. The County reserves the right to request verification of any original or electronic signature at any time before issuing a Notice of Award. c. It shall be the responsibility of the Proposer to ensure that the Proposal is in proper form and in the County's possession by or before the scheduled time and date of public Proposal opening. Proposals will not be accepted after the scheduled time and date of opening. Any Proposals received late will be returned to the Proposer unopened, if possible. In the event that it is impossible to determine who the late Proposer is unless the envelope is opened, the envelope will be opened, the address determined, and the envelope and Proposal returned immediately to the Proposer. d. If specified in the Request for Proposals, parties who request packages of proposal documents will be required to pay a fee for the document package. All parties who request packages must provide the name of the potential Proposer, along with the name of a contact person, address, telephone number, and email address for the purpose of dissemination of Addenda or additional proposal information. e. If a mistake is made or discovered at or after the public opening, the County reserves the right to determine which party made the mistake and whether the mistake is material and, after these determinations, the County, in its sole discretion, shall make the decision whether to accept or reject the Proposal. No advantage shall be taken by either party of manifest clerical errors or omissions in the Proposal documents or the Request for Proposals (and plans and specifications). All Proposers are required to notify the County immediately of any errors of omissions that may be encountered. (See 2.a. and 2.c., below). f. The signer of the Proposal must initial any alteration or erasure. If provided on the required Proposal Form, the proposal price of each item must be stated in numerals and words; in case of a conflict, the words will control. In case of conflict between the indicated sum of any addition of figures and the correct sum, the correct sum will control. g. No reimbursement will be made by the County for any costs incurred in the preparation of a statement of qualifications, Proposals, or attendance at a site inspection, pre-bid conference or interviews. h. No person, firm, corporation or other entity shall be allowed to make, file or be interested in more than one Proposal for the same work, unless alternate proposals are called for. A person, firm, corporation or other entity who has submitted a sub-proposal to Proposer, or who has quoted prices on materials to a Proposer, is not RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 13 hereby disqualified from submitting a sub-proposal or quoting prices to other Proposers. 2. a. If any person contemplating submitting a Proposal is in doubt as to the true meaning of any part of the Drawings, Specifications or other Proposal or Contract Documents, or finds discrepancies, errors, ambiguities, inconsistencies, incompleteness or omissions in the Drawings or Specifications or the proposal process, he/she must submit to the Procurement Officer a written request for an amplification, clarification, explanation, interpretation or correction thereof. Failure to do so shall constitute: (1) acceptance by the Proposer of the Drawings, Specifications or other Proposal or Contract Documents as is, and (2) a waiver by the Proposer of any and all claims arising, or that might arise, out of such discrepancies, errors, ambiguities, inconsistencies, incompleteness or omissions. b. Proposers may propose substitute materials or techniques if such substitution is equal to or better than the materials or techniques described in the RFP and if the substitution has been submitted in writing at least ten (10) days prior to the public Proposal opening. The burden of proof of equality or superior quality is on the Proposer. If accepted as equal by the County in its discretion, the substitute will be designated as an alternative on a formal addendum available to all Proposers three (3) days prior to the deadline for Proposal submission, when possible. If approval of any substitute materials and/or processes has not been provided by County prior to the deadline for proposal submission, proposers may elect to submit an alternate bid with separate pricing and rationalization for the alternate materials and/or approach. County, at its sole discretion, will determine if the alternate meets the needs of the respective project. c. Any amplification, clarification, explanation, interpretation or correction of the documents will be made only by written Addendum duly issued and a copy of the Addendum will be mailed or delivered to each person receiving a set of the Proposal Documents. Delivery, as used in these Instructions, shall include electronic delivery through e-mail, facsimile, web-posting or other electronic means. Neither the County nor the Procurement Officer will be responsible for any information, representations, explanations or interpretations of the Contract Documents not in written addenda. d. The County reserves the right to call a pre-proposal conference; if called and conducted, a summary of the pre-proposal conference will be mailed or electronically delivered to all parties receiving a set of Proposal documents. e. On request, the County will provide each Proposer access to the site to conduct, at Proposer's sole cost, such inspections, tests and investigations as each Proposer deems necessary for submission of a Proposal. No information provided by County representatives at such a site inspection shall be deemed a waiver of the requirements of 2.a. and 2.c., above. f. Any Addenda issued during the time of the Proposal process, or forming a part of the Proposal Documents, shall be covered in the Proposal, and shall be considered a part of the RFP. Receipt of each Addendum shall be acknowledged in the Proposal. g. If specified in the RFP, a request for qualifications may precede the RFP process. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 14 3. a. Each Proposal, if required by the Proposal Documents, shall be accompanied by a certified check or bid bond in a form acceptable to the County Attorney, in an amount specified, payable without condition to the County as a guarantee that the Proposer, if awarded the Contract, will promptly execute the Agreement in accordance with the Proposal, and will furnish, if required by the Proposal, good and sufficient bonds for the faithful performance of the Contract and for the payment to all persons supplying labor and material for the work (see 10.a., below). The Proposal guaranties of all parties except the three highest scoring Proposals will be returned promptly after the opening of Proposals. After execution of the Contract and issuance of a Notice to Proceed, the remaining two Proposers’ guaranties will be returned. b. Proposer also, if required by the Proposal Documents, will fully complete and submit with the Proposal a Pitkin County Qualification Statement, or an updated Statement if one is already on file. Pitkin County reserves the right to pre-qualify Proposers based on said qualification statements. c. Proposer also must submit with the Proposal a list of subcontractors, independent contractors and suppliers to be employed under the Contract. If the County has a reasonable objection to any such subcontractor, independent contractor or supplier, it shall notify the Proposer and the Proposer may then: (a) withdraw the Proposal; or (b) substitute an acceptable contractor or supplier. If required by the Contract Documents, subcontractors, independent contractors and/or suppliers may be required to submit a Contractor's Qualification Statement. d. Proposals by corporations must be executed in the corporate name by the president or a vice-president (or other corporate officer accompanied by evidence of authority to sign) and the corporate seal must be affixed and attested by the secretary or an assistant secretary. The corporate address and state of incorporation shall be shown below the signature. e. Proposals by partnerships or limited liability companies (“LLC”) must be executed in the partnership or LLC name and signed by a partner, authorized LLC officer, whose title must appear under the signature and the official address of the partnership or LLC must be shown below the signature. The state in which the entity was formed and whose law governs the entity shall be shown below the signature. f. All names must be typed or printed below the signature. 4. a. Proposer acknowledges that this proposal is solicited and submitted subject to the requirements of the "Pitkin County Procurement Code," (Ordinance #009-2021, as previously amended by Ordinances #026-2005 & #03-2007 (copies available via the PitkinCounty website at https://pitkincounty.com/DocumentCenter/View/27059/title- 03-revenue-and-finance or upon request for a nominal charge). As such, the Proposer agrees to comply with all applicable requirements of said Procurement Code relating to proposing, contract drafting, contract administration, and ethics. The requirements of the Procurement Code are incorporated herein by this reference. b. The Proposer shall immediately notify the County Manager in writing of any violation of said Code by the County's employees or agents, which violation is known or should have been known by Proposer, and failure to so notify the County of violations within five (5) days of knowledge of such violations shall disqualify the Proposer from award RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 15 of the Contract being proposed and shall be deemed as a waiver of any action or defense that the Proposer may have against the County by reason of such violation of the Procurement Code. c. The submission of a Proposal shall be conclusive evidence and legal admission that the Proposer: (1) has no questions, complaints or objections in connection with the Proposal process and/or documents, subject to any requests made by Proposer for amplification, clarification, explanation, interpretation or correction pursuant to Paragraph 2.a. and 2.c., above; (2) has no questions, complaints or objections as to the completeness, sufficiency, scope or detail of the Proposal Documents; and (3) has full knowledge of the scope, nature, quality and quantity of work to be performed, the detailed requirements of the Proposal Documents including any and all contract documents, the plans and specifications, the site and conditions under which the work is to be performed, the Pitkin County Procurement Code and applicable Colorado law. 5. a. All Proposals will be opened and read in public by name of Proposer only. No Proposals may be withdrawn after the beginning of the public opening. The County, in its sole discretion, may delay a Proposal opening for no longer than two (2) business days if weather or other circumstances beyond control of Proposers results in delay in receipt of Proposals. Proposals may be withdrawn at any time prior to the beginning of the public opening or modified by a document executed and delivered in a form substantially similar to the Proposal Form prior to opening. b. All Proposals submitted must be valid for a minimum period of sixty (60) days after the date of the Proposal opening. During this time, Proposers are investigated, and Proposals are evaluated. 6. a. Proposals will be awarded to the highest scoring Proposer complying with the terms, conditions, guidelines, selection criteria, plans and specifications presented in the Request For Proposals. All rights are reserved by the County to determine, in the County's sole reasonable discretion, whether the Proposal meets the needs or a purpose intended and is within the budget. b. Although price may be a major consideration in the selection of a Proposal, the County does not award on price alone. The County may also consider the quality of product as judged by the County; past experience with Proposers, subcontractors, independent contractors, products or suppliers; qualifications of the Proposers and/or subcontractors, independent contractors or suppliers; services offered; warranties; maintenance considerations; long-range costs; delivery; and similar considerations, all as specified in detail in the RFP. c. The County reserves the absolute right to conduct such investigations as it deems necessary to assist in the evaluation of any Proposal and to establish the experience, responsibility, reliability, references, reputation, business ethics, history, qualifications and financial ability of the Proposers and proposed subcontractors, independent contractors and suppliers. The purpose of such investigation is to satisfy the County that the Proposer has the experience, resources and commercial reputation necessary to perform the work and support any warranties in accordance with the Contract Documents in the prescribed manner and time. RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 16 d. The County, at its sole discretion, may require the apparent successful Proposer to demonstrate, at a place and time designated by the County, that the Proposal meets the performance criteria specified, or to otherwise provide documented proof from independent reliable sources acceptable to the County that said performance criteria will be met prior to final acceptance of the Proposal. The burden of proof of such a demonstration is on the Proposer. In the event that the apparent successful Proposer fails to demonstrate or provide acceptable proof of meeting required performance criteria, that proposal will be rejected and the next eligible Proposer in the selection ranking will be invited to participate in the same process until a proposal meeting performance criteria is found within the ranking of eligible Proposers. The County reserves the rights to reject any or all Proposals or to otherwise accept the Proposal which in the County's sole discretion is in the best interest of the County. e. Pitkin County reserves the right, if it deems such action to be in the best interests of the County, to reject any and all Proposals or to waive any irregularities or informalities therein. Any incomplete, conclusory, false or misleading information provided by Proposer shall be grounds for rejection of the proposal. If proposals are rejected, the County further reserves the right to investigate and accept the next best proposal in order of ranking or to reject all proposals and re-solicit for additional pro- posals. f. Any questions or disputes involving the documents or procedures not covered by these Instructions or other Proposal Documents shall be resolved by the Procurement Officer on the basis of fairness, custom in the industry, maximization of competition and best interests and convenience of the County. 7. Issuance of Notice of Award, execution of Contract Documents and issuance of a Notice to Proceed shall be as specified in the Contract Documents and in accordance with the Pitkin County Procurement Code. County standard practice is to first notice the top-ranked proposer and enter into a final contract agreement prior to notifying unsuccessful bidders. Non-awarded bidders will be notified of the County’s decision and shall be offered an optional debrief conversation of the bidding and evaluation process; debrief conversations may be offered prior to contract signing but, in most cases, will not be scheduled until a contract has been finalized. 8. Contracts will be executed on standard Pitkin County Contract documents and/or by separate agreement with the Proposer. Copies of any applicable standard forms are included with the Proposal Documents. The County reserves the right to negotiate with the Proposer for contract terms not specified in the Proposing Documents. Any changes from the Pitkin County standard form contract may result in a delay in the issuance of a Notice to Proceed in order to obtain any necessary County Attorney review of changes from the standard form. Proposer agrees that any such delays shall not be grounds for either additional compensation or an extension of time to complete the work that is the subject of the Proposal. 9. If any contract awarded as a result of a Proposal extends beyond the calendar year, nothing herein shall be construed as an obligation by the County beyond any amounts that may be, from time to time, appropriated by the County on an annual basis. It is understood that payment under any Contract is conditional upon annual or supplemental statutory appropriation of funds by said governing body and that before providing services, the Proposer, if he/she so requests, will be advised as to the status of funds appropriated for RFP 178.22 Rev. 2021.10.11 CDD Budget Line Item #: 11836361.572000.10057 17 services or materials and shall not be obligated to provide services or materials for which funds have not been appropriated. Bid Worksheet Project: Sky Mountain Park Trail System Airline Trail Climb Construction Instructions: Failure to provide a unit price for any item will invalidate the bid for the project Quantities for each work item are estimated. Final quantities may change, but the unit price is fixed. Bid worksheet quantities take precedence over quantity discrepancies in specifications, illustrations, or plans. Step 1 —For project bid, fill in "Unit Price" for all items. Step 2 —Multiply "Estimated Quantity" by "Unit Bid Price" and enter total in "Amount Bid". Step 3 —Total all "Amount Bid" lines and enter in "Project Total". Work Item Description Specification Unit Estimated Quantity Unit Bid Price Amount Bid #101 Trail Segment Construction - Uphill directional, Green Circle/Easy Up To 48" tread width Linear Feet 3725 $ - $ - #201 Trail Segment Construction - Uphill directional, Blue Square/More Difficult Up To 36" tread width Linear Feet 3329 -$ -$ #301 Trail Segment Construction - Uphill directional, Blue Square/More Difficult Up To 36" tread width Linear Feet 4455 -$ -$ Non-Elevated Turns - Bike Optimized, 12ft minimum radius 12-Ft. minimum radius Each 3 -$ -$ Elevated Turns - Bike Optimized, 7ft minimum radius 7-Ft. minimum radius Each 23 -$ -$ Rock Armored Drainage Crossings - Include 6ft downstream rip rap armoring 4-Ft. width Each 4 -$ -$ Roundtrip Mobilization To/From Pitkin County Colorado —Single 1 -$ -$ -$ Notes: Bidder Information: Company Name Email Address Physical Address Phone Number Owner or Principal Signature of Owner or Principal Style Project Total 7 6 5 4 3 2 1 Item # — Flagstone paving Bike Optimized Bike Optimized Traditional Bike Optimized Traditional Bike Optimized Traditional Bike Optimized Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 1 PITKIN COUNTY CONSTRUCTION CONTRACT THIS CONTRACT, made August 1, 2022 by and between the Board of County Commissioners of Pitkin County, Colorado, 530 E. Main St., Suite #302, Aspen, CO 81611, (hereinafter called the “County”) and Contractor Legal Entity, Contractor Street Address (Include Suite/Unit), City, ST ZIP (hereinafter called the “Contractor”) to perform the following work: Sky Mountain Park Airline Climbing Trail Construction (“Project”). I. Term of Contract: The term of this Contract is from Contract Start Date to Contract End Date. Optional Contract Extension II. Scope of Work and Work Schedule: A. Scope of Work: B. All work performed under this Contract shall be done according to the following work schedule: III. Payment: The County agrees to pay, and the Contractor agrees to accept, in full payment for the performance of this Contract, the total price of spell out number of dollars dollars and spell out number of cents cents ($0.00) in accordance with this Contract, subject to increase or decrease in accordance with the provisions of this Contract; but any payment by the County may be offset by any amount the Contractor owes the County for any reason. A. Payment Procedures 1) Contractor shall submit applications for payment Choose Invoice Frequency for work done to date. 2) Progress payments for Contracts exceeding one hundred fifty thousand dollars ($150,000.00) a. County shall make progress payments, within thirty (30) days of County’s approval of Contractor’s pay request. b. In accordance to amend Section 2 Colorado Revised Statutes (C.R.S.) § 24-91-103, for contracts exceeding one hundred fifty thousand dollars ($150,000.00) and if the Contractor is satisfactorily performing this Contract, progress payments shall be in an amount equal to ninety-five percent (95%) of the calculated value of completed Project work. If, in the opinion of the Project Lead and County, satisfactory progress is not being made on the Project, or if claims are filed under Section C.R.S. § 38-26-107, as amended, Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 2 County may retain such additional amounts as County may deem necessary to assure completion of the Project or to pay such claims and any Project Lead’s and attorney’s fees reasonably incurred or to be incurred by County in defending or handling such claims. The withheld percentage of the Contract Price shall be retained until the Project is completed satisfactorily and finally accepted by County in accordance with the provisions of this Contract. Progress payments shall not constitute final acceptance of the Project. 3) County shall make final payment, including release of retainage, to Contractor in accordance with this Contract and Section C.R.S. § 38-26- 107, as amended. IV. Contractor Obligations: A. Supervision and Superintendence 1) The Contractor shall supervise and direct the Project competently and efficiently devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Project in accordance with this Contract. The Contractor shall be solely responsible for the means, methods, techniques, sequences and procedures of construction. The Contractor shall be responsible to see that the finished Project compiles accurately with this Contract. 2) The Contractor shall appoint and identify to the County and Project Lead, a competent on-site superintendent to be kept on the Project at all times during its progress and who shall not be replaced without written notice to the County and the Project Lead except under extraordinary circumstances. The superintendent will be the Contractor’s representative at the site and shall have authority to act on behalf of the Contractor. All communications given to the superintendent shall be as binding as if given to the Contractor. B. Subcontractors, Suppliers and Others 1) The Contractor shall not employ any subcontractor, supplier or other person or organization (including those acceptable to the County and the Project Lead, whether initially or as a substitute) against whom the County or the Project Lead may have reasonable objection. 2) The identity of subcontractors, suppliers or other persons or organizations including those who are to furnish the principal items of materials and equipment must be submitted to the County in advance of any work performed or materials supplied under this Contract for acceptance by the County and the Project Lead. No acceptance by the County or the Project Lead of any such subcontractor, supplier or other person or organization shall constitute a waiver of any right of the County or the Project Lead to reject defective Project work. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 3 3) The Contractor shall be fully responsible to the County and the Project Lead for all acts and omissions of the subcontractors, suppliers and other persons and organizations performing or furnishing any of the Project work under a direct or indirect contract with Contractor just as Contractor is responsible for Contractor's own acts and omissions. Nothing in this Contract shall create any Contractual relationship between the County or the Project Lead and any such subcontractor, supplier or other person or organization, nor shall it create any obligation on the part of the County or the Project Lead to pay or to see to the payment of any moneys due any such subcontractor, supplier or other person or organization except as may otherwise be required by laws and regulations. 4) All Project work performed for Contractor by a subcontractor will be pursuant to an appropriate contract between the Contractor and the subcontractor which specifically binds the subcontractor to the applicable terms and conditions of this Contract for the benefit of the County and the Project Lead. C. Patent Fees and Royalties. The Contractor shall pay all license fees and royalties and assume all costs incident to their use in the performance of the Project or the incorporation in the Project of any invention, design, process, product or device which is the subject of patent rights or copyrights held by others. Contractor shall indemnify and hold harmless the County and the Project Lead and anyone directly or indirectly employed by either of them from and against all claims, damages, losses and expenses (including attorney's fees and court costs) arising out of any infringement of patent rights or copyrights incidental to the use in the performance of the Project or resulting from the product or device not specified in this Contract, and shall defend all such claims in connection with any alleged infringement of such rights. D. Permits. Unless otherwise provided in this Contract, the Contractor shall obtain and pay for all construction permits and licenses. The County shall assist the Contractor, when necessary, in obtaining such permits and licenses. The Contractor shall pay all governmental charges and inspection fees necessary for the prosecution of the Project. The Contractor shall pay all charges of utilities for connections to the Project, and the County shall pay all charges of such utility owners for capital costs related thereto such as plant investment fees. E. Laws and Regulations. The Contractor shall be familiar with and shall comply with all federal, state, and local laws, ordinances, rules, and regulations applicable to furnishing and performance of the Project including rules, regulations, and ordinances the County promulgates at any time. Except where otherwise expressly required by applicable laws and regulations, neither the County nor the Project Lead shall be responsible for monitoring the Contractor's compliance with any Laws or Regulations. F. Taxes. The Contractor shall pay all existing and future applicable federal, state and local sales, consumer, use and other similar taxes whether direct or indirect. Federal Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 4 excise tax may not apply to materials purchased by the County. The Contract price shall include all other federal, state, and/or local direct or indirect taxes, which do apply. The Contract price shall include the cost of compliance with all other Federal Laws and Regulations at no additional cost to the County (except as provided in this Contract). The Contractor shall not be reimbursed separately for any taxes, which may apply except as provided in this Contract, and the Contractor shall be responsible for all taxes, which may apply. The County is tax exempt from Federal Excise Tax and Colorado State or local sales or use taxes. The Contractor and its subcontractors shall apply to the Colorado Department of Revenue for a Certificate of Exemption indicating that the Contractor or subcontractor's purchase of construction material or building materials is for use in a building, structure, or other public work owned and used by the County. G. Use of Premises. 1) The Contractor shall confine construction equipment, the storage of materials and equipment and the operations of workers to the Project site and land and areas permitted by this Contract, law, ordinances, and permits. The Contractor shall assume full responsibility for any damage to any such land or area, or to the County or occupant thereof or of any land or areas contiguous thereto, resulting from the performance of the Project. Should any claim be made against the County or the Project Lead by any such owner or occupant because of the performance of the Project, Contractor shall promptly settle with such other party. The Contractor shall, to the fullest extent permitted by Laws and Regulations, indemnify and hold the County harmless from and against all claims, damages, losses and expenses (including, but not limited to, fees of engineers, architects, attorneys and other professionals and court costs) arising directly, indirectly or consequentially out of any action, legal or equitable, brought by any such other party against the County or the Project Lead to the extent based on a claim arising out of the Contractor's performance of the Project. 2) During the progress of the Project, the Contractor shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Project. At the completion of the Project, the Contractor shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction equipment and machinery, temporary structures, stumps or portions of trees, and surplus materials, and shall leave the site clean and ready for occupancy by the County. The Contractor shall restore to original condition all property not designated for alteration by this Contract. 3) The Contractor shall not load or permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall the Contractor subject any part of the Project or adjacent property to stresses or pressures that will endanger it. H. Safety and Protection. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 5 1) The Contractor shall be solely responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Project. The Contractor shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: a. All employees in the Project area and other persons and organizations who may be affected thereby; b. All the Project materials and equipment to be incorporated therein, whether in storage on or off the site; and c. Other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, road-ways, structures, utilities and underground facilities not designated for removal, relocation or replacement in the course of construction. 2) The Contractor shall be required to assume sole and complete responsibility for job site conditions during the course of construction of the Project, including the safety of all persons who may enter on the job site for any reason and the security of all property located on the job site. This requirement shall apply at all times during the course of the Contract and not only to normal Project work hours. 3) The Contractor shall at all times conduct the Project in such manner as will incur the least practicable interference with traffic and existing utility systems. No section of any road shall be closed to the public, nor any utility system put out of service except after permission, has been granted by the Project Lead. Each item of the Project shall be prosecuted to completion without delay and in no instance will the Contractor be permitted to transfer its forces from an uncompleted Project to a new Project without prior written notification of the Contractor to the Project Lead. a. Unless this Contract specifically provides for the closing to traffic of any local road or highway while construction is in progress, such road or highway shall be kept open to all traffic by the Contractor. The Contractor shall also provide and maintain in a safe condition temporary approaches, crossings, or intersections with roads and highways. The Contractor shall bear all expense of maintaining traffic over the section of road affected by the Project to be done under this Contract, and of constructing and maintaining such approaches, crossing, intersections and any necessary features without direct compensation, except as otherwise provided. b. The Contractor shall provide, erect and maintain all necessary barricades, signs, danger signals and lights to protect the Project and the safety of the public. The Contractor’s responsibility for necessary barricades, signs, and lights shall not cease until the Project has been accepted. I. Shop Drawings and Samples. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 6 1) After checking and verifying all field measurements and after complying with applicable procedures specified in this Contract, the Contractor shall submit to the Project Lead for review and approval in accordance with the approved schedule of shop drawing submissions, three (3) copies (unless otherwise specified) of all shop drawings, which will bear a stamp or specific written indication that the Contractor has satisfied the Contractor's responsibilities under this Contract with respect to the review of the submission. All submissions will be identified as the Project Lead may require. The data shown on the shop drawings will be complete with respect to quantities, dimensions, specified performance and design criteria, materials and similar data to enable the Project Lead to review the information as required. 2) The Contractor shall also submit to the Project Lead for review and approval with such promptness as to cause no delay in Project, all samples required by this Contract. All samples will have been checked by and accompanied by a specific written indication that the Contractor has satisfied the Contractor's responsibilities under this Contract with respect to the review of the submission and will be identified clearly as to material, supplier, pertinent data such as catalog numbers and the use for which intended. 3) Before submission of each shop drawing or sample, the Contractor shall have determined and verified all quantities, dimensions, specified performance criteria, installation requirements, materials, catalog numbers and similar data with respect thereto; and reviewed or coordinated each shop drawing or sample with other shop drawings and samples and with the requirements of the Project and this Contract. 4) At the time of each submission, the Contractor shall give the Project Lead specific written notice of each variation that the shop drawings or samples may have from the requirements of this Contract, and, in addition, shall cause a specific notation to be made on each shop drawing submitted to the Project Lead for review and approval of each such variation. 5) Where a shop drawing or sample is required by the specifications, no related Project work shall be commenced prior to the Project Lead’s review and approval of the shop drawing or samples. 6) The cost of furnishing all shop drawings and samples shall be borne by Contractor. V. Performance and Payment Bond. A. Contractor shall furnish a performance and payment bond in the amount of one half of the total Contract value for all Contracts over fifty thousand dollars ($50,000.00), as required by C.R.S. § 38-26-105, et seq. all Bonds shall be in the form acceptable to the County. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 7 B. If the surety on any Bond furnished by Contractor is declared bankrupt or becomes insolvent or its right to do business is terminated in any state or it ceases to meet the requirements of paragraph A of this Section, Contractor shall within five (5) days thereafter substitute another Bond and Surety, both of which must be acceptable to the County. VI. 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. VII. 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. The insurance requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The policies shall include, or be endorsed to include, the following provision: On insurance policies where the County is named as an additional insured, the County shall be an additional insured to the full limits of liability purchased by the Contractor even if those limits of liability are in excess of those required by 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 Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 8 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. Commercial General Liability Completed Operations coverage must be kept in effect for up to three (3) years after completion of the project. 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 a. Policy shall contain a waiver of subrogation against the County. b. This requirement shall not apply when a contractor or subcontractor is exempt under Colorado Workers’ Compensation Act, AND when such contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers’ Compensation) Statutory Coverage B (Employers Liability) $ 500,000 $ 500,000 $ 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 • Liability assumed under an Insured Contract (including defense costs assumed under contract) • Independent Contractors Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 9 • 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: Statutory Coverage Bodily/Property Damage (Each Accident) $ 1,000,000 4) Contractors Pollution Liability: The County requires this coverage whenever work at issue under this Contract involves potential pollution risk to the environment or losses caused by pollution conditions (including asbestos) that may arise from the operations of the Contractor described in the Contractor’s scope of services. Policy shall cover the Contractor’s completed operations. Contractors Pollution Liability coverage (including Completed Operations) must be kept in effect for up to three (3) years after completion of the project. Coverage shall apply to sudden and gradual pollution conditions resulting from the escape of release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, natural gas, waste materials, or other irritants, contaminants, or pollutants (including asbestos). If the coverage is written on a claims-made basis, the Contractor warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract; and that continuous coverage will be maintained or an extended discovery period will be exercised for a period of three (3) years beginning from the time that work under this Contract is completed. a. The policy shall be endorsed to include the following as Additional Insureds: “Pitkin 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”. Minimum Limits: Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 10 Per Loss $ 1,000,000 Aggregate $ 1,000,000 5) Professional Liability: The Contractor shall maintain Professional Liability covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services provided by the Contractor as part of the Contract. Contractors Professional Liability (Errors and Omissions) policy must be kept in effect during the project and for up to three (3) years after completion of the project. The policy/coverages shall be amended to include the following: a. Coverage shall apply for three (3) years after project is complete. b. Policy is to be on a primary basis; if other professional coverage is carried. Per Loss $ 1,000,000 Aggregate $ 2,000,000 6) Builders Risk Insurance or Installation Floater – Completed Value Basis Unless otherwise provided, the Contractor shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, Builders' Risk Insurance in the amount of the initial Contract Sum, plus value of subsequent modifications, change orders, and cost of material supplied or installed by others, comprising total value of the entire Project at the site on a replacement cost basis without optional deductibles. a. Policy must provide coverage from the time any covered property becomes the responsibility of the Contractor, and continue without interruption during construction, renovation, or installation, including any time during which the covered property is being transported to the construction installation site, or awaiting installation, whether on or off site. b. Such Builders' Risk Insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made or until no person or entity other than the County’s has insurable interest in the property to be covered, whichever is later. c. The Builders' Risk insurance shall include interests of the County and if applicable, affiliated or associate entities, the General Contractor, subcontractors and sub-tier contractors in the Project. d. The Builders' Risk Coverage shall be written on a Special Covered Cause of Loss form and shall include theft, vandalism, malicious Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 11 mischief, collapse, false-work, temporary buildings, transit, debris removal including demolition, increased cost of construction, architect’s fees and expenses, flood (including water damage), earthquake, and if applicable, all below and above ground structures, piping, foundations including underground water and sewer mains, piling including the ground on which the structure rests and excavation, backfilling, filling, and grading. e. The Builders’ Risk shall include a Beneficial Occupancy Clause. The policy shall specifically permit occupancy of the building during construction. Contractor shall take reasonable steps to obtain consent of the insurance company and delete any provisions with regard to restrictions within any Occupancy Clauses within the Builder’s Risk Policy. The Builder’s Risk Policy shall remain in force until acceptance of the project by the County. f. Equipment Breakdown Coverage (a.k.a. Boiler & Machinery) shall be included as required by the Contract Documents or by law, which shall specifically cover insured equipment during installation and testing (including cold and hot testing). g. The deductible shall not exceed $25,000 and shall be the responsibility of the Contractor except for losses that involve all Acts of God such as flood, earthquake, windstorm, tsunami, volcano, etc. 7) Special Coverages (check as appropriate and insert amount): a. ☒ Performance Bond $ 0.00 i. ☐ Labor and Material $ ii. ☐ Payment Bond $ b. ☐ Professional Errors and Omissions c. ☐ Aircraft Liability d. ☐ Owner’s Protective e. ☐ Boiler and Machinery f. ☐ Loss of Use Insurance g. ☐ 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 Pitkin County Procurement 530 E Main Street, Suite #304, Aspen, CO 81611. If the insurance carrier will not provide the required notice, the Consultant/Contractor and or its insurance broker shall Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 12 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. Simultaneously with the Certificates of Insurance, the Contractor shall file with the Project Lead 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 Procurement Department at procurement@pitkincounty.com, 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. VIII. Exemptions and Preferences. A. All purchases of construction or building or any other materials for any 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. B. Pursuant to state statute and to the extent permitted by law, Colorado labor shall be employed to perform the Project to the extent of not less than eighty percent (80%) of each type or class of labor employed on such project; except for highway construction, which is subject to C.R.S. § 43-2-208, which provides that all laborers shall be bona fide residents of Colorado with a preference to residents of the County where the Project is performed. IX. Protection and Restoration of Property and Landscape; Hazardous Materials. A. Protection and Restoration of Property and Landscape. 1) The Contractor shall be responsible for the preservation of all public and private property and shall carefully protect from disturbance or damage all land and property, as well as any monuments and property marks until Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 13 the Project Lead has witnessed or otherwise referenced their location and shall not remove them until directed. 2) The Contractor shall be responsible for all damage or injury to property of any character, during the prosecution of the Project, resulting from any act, omission, neglect, or misconduct in its manner or method of executing the Project, or at any time due to defective Project work or materials, and said responsibility shall not be released until the project shall have been completed and accepted. 3) When or where any direct or indirect damage or injury is done to public or private property by or on account of any act, omission, neglect, or misconduct by the Contractor in the execution of the Project, or in consequence of the non-execution thereof by the Contractor, it shall restore, at its own expense, such property to a condition similar or equal to that existing before such damage or injury was done, by repairing, rebuilding, or otherwise restoring as may be directed, or it shall make good such damage or injury in an acceptable manner. 4) Materials storage, equipment parking, vehicle parking and stockpiling excavated materials shall be allowed only in those areas designated by the Project Lead. 5) If the Contractor disturbs any of the landscape not called for removal, it shall restore those areas as directed by the Project Lead at the Contractor's expense. B. Hazardous Materials 1) The County shall not be responsible for the cost of and the removal or cleanup of Hazardous Materials found in any materials brought to the Project site, after the Project site is turned over to the Contractor. 2) The Contractor shall provide the Project Lead with a written certification each time materials or equipment is brought onto the Project site that such materials or equipment do not contain Hazardous Materials. X. County Work at the Project Site. A. The County may perform other work related to the Project at the site by the County’s own forces, have other work performed by utility owners or let other direct contracts therefor which shall contain terms similar to these. The Contractor shall perform and coordinate its activities with other contractors to avoid conflict and minimize disruptions. B. The Contractor shall afford each utility owner and other contractor who is a party to such a direct contract (or the County if the County is performing the additional work with the County's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such work, and shall properly connect and coordinate the work with theirs. The Contractor shall do all cutting, fitting and patching of the Project that may be required to make its several parts come together properly and integrate Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 14 with such other work. The Contractor shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of Project Lead and the others whose work will be affected. The duties and responsibilities of Contractor under this paragraph are for the benefit of such utility owners and other contractors to the extent that there are comparable provisions for the benefit of the Contractor in said direct contracts between the County and such utility owners and other contractors. C. If any part of the Contractor's Project depends for proper execution or results upon the work of any such other contractor or utility owner (or the County), the Contractor shall inspect and promptly report to the Project Lead in writing any delays, defects or deficiencies in such work that render it unavailable or unsuitable for such proper execution and results. The Contractor's failure to report such conditions will constitute an acceptance of the other work as fit and proper for integration with the Contractor's Project except for latent or non-apparent defects and deficiencies in the other work. XI. Changes in the Project and Use of Change Orders. A. The County may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder. 1) The Project Lead shall issue a notice informing the Contractor of a planned change in the Project and requesting the Contractor's detailed price proposal and adjusted schedule of work. The Contractor shall submit a priced proposal for performing the proposed change in the Project within five (5) days of notice or such other time acceptable to both parties. When the Contractor and the County reach agreement on the adjustments to the Contract price and/or Contract time, and changes in the Project, such adjustments shall be promptly recorded in an executed Change Order. B. All Contractor initiated change requests shall be submitted to the County and the Project Lead in a letter or written notice with the reference notation “Contractor Change Request”. If the Contractor: (i) receives any oral or written instructions, directives or interpretations of Contract Documents, or determinations from the Project Lead or, (ii) identifies what it believes are design errors or omissions in the Contract Drawings or Specifications, or (iii) encounters a differing site condition; or, (iv) is delayed in the progress of the Project; or, (v) becomes aware of any other matter or circumstance which it believes would require a change in the Contract Price or Contract Time, the Contractor shall give the Project Lead prompt written notice of such matters. 1) All Contractor change requests shall be dated, numbered sequentially, and shall describe the action or event which the Contractor believes may require an extension in time, price or other modification. The Contractor shall also provide descriptions of possible Contractor actions or solutions to minimize the cost of the Contractor change request and, provide Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 15 an estimate of the adjustment in the Contract Price and/or Contract Time, which it believes is appropriate. 2) Contractor Time Requirements a. With respect to orders, instructions, directives, interpretations, determinations, or the discovery of any errors or omissions in this Contract, a Contractor change request shall be submitted before the Contractor acts on them, but in no event more than ten (10) consecutive calendar days after they were received or discovered. b. With respect to any differing site conditions, a Contractor change request shall be submitted before the conditions are disturbed, but in no event more than ten (10) consecutive calendar days after the conditions are first discovered. c. With respect to delays, a Contractor change request shall be submitted as soon as the Contractor has knowledge of the delay, but in no event more than ten (10) consecutive calendar days therefrom. d. With respect to any matters or circumstance which the Contractor believes would require a change, including delays, a Contractor change request shall be submitted as soon as the Contractor has knowledge of the matter or circumstance, but in no event more than ten (10) consecutive calendar days after the Contractor becomes aware of such circumstance or matter. 3) Submittal Requirements and Waiver of Claims a. If the Contractor does not submit a Contractor change request within the time required above, any action by the Contractor related to such order, direction, instruction, interpretation, determination, design error or omission, or other matter, including delays or differing site conditions, will not be considered by the County as a change to the Project and the Contractor waives any claim for an adjustment on the Contract Price or the Contract Time. b. The Contractor shall, at the time a Contractor change request is submitted provide the Project Lead with a complete and itemized proposal of Contract price and time adjustments. The proposal shall also contain a detailed explanation, citing all applicable provisions in this Contract, which supports the Contractor change request. If the Contractor does not submit its itemized proposal within the time described above or within such extension, which the Project Lead, in his/her discretion may have granted in writing, it waives any claim for an adjustment in the Contract price or Contract time arising out of the act or event described in the Contract change request. c. If a Contractor change request is denied by the Project Lead, in whole or in part, any claim for an increase in the Contract price or Contract time arising out of the act or event described in the Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 16 Contractor change request is waived unless the Contractor timely complied with the provisions of paragraphs 2(a-d) of this Section. XII. Warranty and Guarantee; Tests and Inspections; Correction, Removal or Acceptance of Defective Project Work A. Warranty. 1) The Contractor warrants and guarantees to the County that all Project work, whether supplied, furnished, installed, provided, or performed by Contractor, a subcontractor, or supplier, will be in accordance with this Contract and will not be defective and that all Project work shall be performed in a skillful and workmanlike manner. Additionally, the Contractor shall warrant that all equipment which is incorporated into the Project or any subsystem shall be new, free from liens and defects in design, have clear title, be free from faulty materials and workmanship, and shall conform in all aspects to the terms of this Contract, to the drawings issued for manufacture by the Contractor, and shall be in conformance with the those technical specifications provided in Section II (Scope of Work) of this Contract and Contractor's Proposal. Except where longer periods of warranty are indicated for certain items, Contractor warrants Project work, whether furnished, installed, provided, performed or supplied by Contractor, a subcontractor or supplier, to be free from faulty materials and workmanship and that each piece of equipment or any part thereof incorporated into the Project or any subsystem shall conform to the aforementioned warranty and guarantee provisions and be free from failure for a period of not less than Enter Length of Time (Open to Negotiations) from date of Final Payment. Landscaping replacement shall be warranted for two (2) growing seasons. 2) With respect to all warranties, express or implied, from subcontractors, manufacturers, or suppliers for Project work performed and materials furnished under the Contract, the Contractor shall: a. Obtain all warranties that would be given in normal commercial practice. To the extent that the subcontractor's, manufacturer's, or supplier's, standard warranty exceeds the minimum County requirements as set forth in this Section or elsewhere in this Contract, the subcontractor's, manufacturer's, or supplier's standard warranty shall apply. b. Require all warranties to be executed, in writing, for the benefit of the County, if directed by the Project Lead; or c. Enforce all warranties for the benefit of the County, if directed by the Project Lead. d. Assign all warranties and guarantees in writing to the County upon the request of the County. B. Access to Project. The Project Lead and the Project Lead’s representatives, other representatives of the County, testing agencies and governmental agencies with jurisdictional interests shall have access to the Project, at any time for their Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 17 observation, inspecting and testing. Contractor shall provide proper and safe conditions for such access. C. Tests and Inspections. 1) The Contractor shall cooperate with material testing persons and firms, and for required inspections, and compliance and approval tests for the work performed by the Contractor or its subcontractor. 2) If any laws, ordinances, rules, regulations, code or order of any public body having jurisdiction requires any Project work (or part thereof) to specifically be inspected, tested or approved, the Contractor shall assume full responsibility therefore, pay all costs in connection therewith and furnish the Project Lead the required certificates of inspection, testing or approval. The Contractor shall also be responsible for and shall pay all costs in connection with any inspection or re-testing required in connection with the County’s or the Project Lead’s acceptance of a supplier of materials or equipment proposed to be incorporated in the Project, or of materials or equipment submitted for approval prior to the Contractor's purchase thereof for incorporation in the Project. The cost of all inspections, testing, re-testing and approvals in addition to the above which are required by this Contract shall be paid by the Contractor (unless otherwise specified). The County will conduct and pay for the conformance tests on materials installed in-place, and the Contractor shall pay for re-testing of all failing and non-conforming materials thereafter. 3) All inspections, tests or approvals other than those required by laws, ordinances, rule, regulations, code, or order of any public body having jurisdiction shall be performed by organizations acceptable to the Project Lead. 4) If any Project work (including the work of others) that is to be inspected, tested or approved is covered without written concurrence of the Project Lead, it must be uncovered for observation. Such uncovering and testing when required by the Project Lead shall be at the Contractor's expense. 5) Neither observations by the Project Lead nor inspections, tests or approvals by others shall relieve the Contractor from the Contractor's obligations to perform the Project in accordance with this Contract. D. Correction or Removal of Defective Work. If required by the Project Lead or the County, the Contractor shall promptly, as directed, either correct all defective Project work, whether or not fabricated, installed or completed, or, if the Project work has been rejected by the Project Lead or the County, remove it from the site and replace it with non-defective Project work. The Contractor shall bear all direct, indirect and consequential costs of such correction or removal (including but not limited to fees and charges of engineers, architects, attorneys and other professionals) made necessary thereby. E. Correction Period. If within two (2) years after the date of Final Payment or such longer period of time as may be prescribed by laws or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Project work is found to be defective, the Contractor shall promptly without cost to County and in accordance with County's written instructions, either correct such defective Project work, or, if it has been rejected by Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 18 County, remove it from the site and replace it with non-defective Project work. If the Contractor does not promptly (within seven (7) days from receipt) comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the County may have the defective Project work corrected or the rejected Project work removed and replaced, and all direct, indirect and consequential costs of such removal and replacement (including but not limited to fees and charges of engineers, architects, attorneys and other professionals) will be paid by the Contractor. Contractor shall also pay for any damage to other Project work, other property, or person, which occurred as a result of the defective Project work. F. County May Correct Defective Work. If the Contractor fails within ten (10) consecutive calendar days after written notice of the Project Lead or the County to proceed to correct and to correct defective Project work or to remove and replace rejected Project work as required by the Project Lead or the County in accordance with paragraph D of this Section, or if the Contractor fails to perform the Project work in accordance with the Contract Documents, or if the Contractor fails to comply with any other provision of the Contract Documents, the County may, after seven (7) days' written notice to the Contractor, correct and remedy any such deficiency. In exercising the rights and remedies under this paragraph the County shall proceed expeditiously to the extent necessary to complete corrective and remedial action. The County may exclude the Contractor from all or part of the site, take possession of all or part of the Project, and suspend the Contractor's services related thereto, take possession of the Contractor's tools, appliances, construction equipment and machinery at the site and incorporate in the Project all materials and equipment stored at the site or for which the County has paid the Contractor but which are stored elsewhere. The Contractor shall allow the County, the County's representatives, agents and employees such access to the site as may be necessary to enable the County to exercise the rights and remedies under this paragraph. All direct, indirect and consequential costs of the County in exercising such rights and remedies will be charged against the Contractor, and a Change Order will be issued by the County incorporating the necessary revisions in the Contract price. Such direct, indirect and consequential costs will include but not be limited to fees and charges of engineers, architects, attorneys and other professionals, all court costs and all costs of repair and replacement of work of others destroyed or damaged by correction, removal or replacement of the Contractor's defective Project work. The Contractor shall not be allowed an extension of the Contract time because of any delay in performance of the Project work attributable to the exercise by the County of the County's rights and remedies hereunder. XIII. Liquidated Damages. It is the County’s intent to complete this project no later than Enter Substantial Completion Date. Liquidated damages of spell out number of dollars dollars and spell out number of cents cents ($0.00) per calendar day shall be paid if project is not completed by that deadline. A. Time for Completion. It is hereby understood and mutually agreed, by and between the Contractor and the County, that the date of beginning Project work and the time of completion as specified herein are essential conditions of the Contract. The Contractor agrees that said Project shall be prosecuted regularly, diligently, and at Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 19 such rate of progress as will ensure completion within the time(s) specified. It is expressly understood and agreed, by and between the Contractor and the County, that the time(s) for completion of the Project described herein are reasonable time(s) for the completion of the Project, taking into consideration the average climatic conditions prevailing in the locality of the Project. B. Time is of the Essence to the Contract. It is further agreed that time is of the essence in completing the Project, and that the Project Work Schedule and all dates set forth therein and where in this Contract, an additional time is allowed for the completion of the Project, the new time limit fixed by such extension shall be of the essence of the Contract. C. Liquidated Damages. Completion of the Project is of paramount importance to the County. If any portion of the Project is not completed in accordance with any time extensions granted by the County, the County will suffer damage, the extent of which will be impractical and extremely difficult to estimate accurately. Therefore, as part of the consideration for executing the Contract, it is hereby agreed that the Contractor shall pay to the County the liquidated damage amounts specified in the Contract. This particular provision shall not be construed as a penalty upon said Contractor for failing fully to complete said Project as agreed in the Proposal and this Contract nor is it intended, but as Liquidated Damages to compensate the County for all costs incurred as a result of such breach of Contract. D. Delays in Project Completion of Construction Phase. Subject to the terms of "Excusable Delays", as contained in paragraph E of this Section, the Contractor expressly agrees to pay the County as a reasonable estimate of just compensation for damages contemplated with the clause, the amount set forth as liquidated damages for each consecutive calendar day that completion is delayed in the construction of the Project. E. Excusable Delays - Force Majeure. If, by reason of Force Majeure, any party hereto shall be rendered unable wholly or in part to carry out its obligations under this Contract then such party shall give notice and full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the liability then claimed, but for no longer period, and any such party shall remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemy, orders of any kind of the Government of the United States or the State of Colorado or any political subdivision, except the County, or any civil or military authority, insurrection, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines, or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 20 acceding to the demands of the opposing party or parties when such settlement is unfavorable to it in the judgment of the party having the difficulty. F. Cumulative Remedy. The liquidated damages referred to herein are intended to be and are cumulative and shall be in addition to every other remedy now or hereafter enforceable at law, in equity, by statute, or under Contract. XIV. Termination of Contract A. The County may terminate this Contract upon the occurrence of any one or more of the following events: 1) If the Contractor commences a voluntary case under any chapter of the Bankruptcy Code (Title II, United States Code), as now or hereafter in effect, or if Contractor takes any equivalent or similar action by filing a petition or otherwise under any other federal or state law in effect at such time relating to the bankruptcy or insolvency; 2) If a petition is filed against Contractor under any chapter of the Bankruptcy Code as now or hereafter in effect at the time of filing, or if a petition is filed seeking any such equivalent or similar relief against Contractor under any other federal or state law in effect at the time relating to bankruptcy or insolvency; 3) If the Contractor makes a general assignment for the benefit of creditors; 4) If a trustee, receiver, custodian or agent of Contractor is appointed under applicable law or under Contract, whose appointment or authority to take charge of property of Contractor is for the purpose of enforcing a Lien against such property or for the purpose of general administration of such property for the benefit of Contractor's creditors; 5) If the Contractor persistently fails to perform the Project in accordance with this Contract including but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the work schedule established in this Contract; 6) If the Contractor disregards laws, ordinances, rules, regulations, or orders of any public body having jurisdiction. B. 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 Project 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. XV. Independent Contract Status. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 21 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. F. The Contractor shall be required to complete and submit to the County, a Form W-9 Taxpayer Identification Number Request. XVI. Computation of Time. A. When any period of time is referred to in this Contract by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a legal holiday, such day will be omitted from the computation. B. All times stated in this Contract are of the essence. XVII. Records and Cost Pricing Data. A. The Contractor shall maintain in a safe place at the site one record copy of all Drawings, Specifications, Addenda, Written Amendments, Change Orders, Project Directive Changes, Field Orders and written interpretations and clarifications in good order and annotated and updated weekly to show all changes made during construction. These record documents together with all approved samples will be available to the Project Lead for reference. Upon completion of the Project, these record documents and samples will be delivered to the Project Lead for the County. B. The Contractor shall maintain all data and records pertinent to the Project performed under this Contract, in accordance with generally accepted accounting principles, and shall preserve and make available all data and records until the expiration of three (3) years from the date of final payment under this Contract, or for such longer period, if any, as is required by applicable statute or by other articles of this Contract. The County shall have access to all such data and records for such time period to inspect, audit and make copies thereof during normal business hours. The Contractor covenants and agrees that it shall require that any subcontractor utilized in the performance of this Contract permit the authorized representatives of the County to Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 22 similarly inspect and audit all data and records of said subcontractors relating to the performance of said subcontractors under this Contract for the same time period. C. If this Contract is completely or partially terminated, the records relating to the Project terminated shall be made available for three (3) years after any resulting final termination payment. D. Records pertaining to appeals or to litigation or the settlement of claims arising under or relating to the performance of this Contract shall be made available until disposition of such appeals, litigation, or claims. XVIII. Miscellaneous. A. Any use of subcontractors by the Contractor for performance of this Contract must be accepted in writing by the County. B. Severability. If any term, section, or other provision of this Contract shall, for any reason, be held to be invalid or unenforceable, the invalidity or unenforceability of such term, section, or other provision shall not affect any of the remaining provisions of this Contract, and to this end, each term, section and provision of this Contract shall be severable. C. Integration and Modification. 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. D. 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. E. Attorney’s Fees. In the event that legal action is necessary to enforce any of the provisions of this Contract, the substantially prevailing party shall be entitled to its costs and reasonable attorney’s fees. F. Governmental Immunity. Contractor agrees and understands that Pitkin County is relying on and does not waive the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S., § 24-10-101, et seq., 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. G. 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. H. Notice. Any notice required or permitted under this Contract shall be in writing and shall be provided by electronic delivery to the e-mail addresses set forth below and by one of the following methods 1) hand-delivery or 2) registered or certified Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 23 mail, postage pre-paid to the mailing addresses set forth below. Each party by notice sent under this paragraph may change the address to which future notices should be sent. Electronic delivery of notices shall be considered delivered upon receipt of confirmation of delivery on the part of the sender. Nothing contained herein shall be construed to preclude personal service of any notice in the manner prescribed for personal service of a summons or other legal process. To Pitkin County: Project Lead Name Street Address City, ST ZIP Email: first.last@pitkincounty.com with copies to: Pitkin County Attorney’s Office 530 E. Main St., Suite #301 Aspen, Colorado 81611 Email: Attorney@pitkincounty.com To Contractor: Contractor Legal Entity Contractor Street Address (Include Suite/Unit) City, ST ZIP Phone: ( ) - Email: first.last@emailserver.com I. Waiver. No waiver by either party of any right, term or condition of this Contract shall be deemed or construed as a waiver of any other right, term or condition, nor shall a waiver of any breach hereof be deemed to constitute a waiver of any subsequent breach, whether of the same or of a different provision of this Contract. XIX. Contractor’s Representations. A. In order to induce County to enter into this Contract, Contractor makes the following representations: 1) Contractor has familiarized himself with the nature and extent of this Contract, Project, locality, and with all local conditions and federal, state, and local laws, ordinances, rules and regulations that in any manner may affect cost, progress, or performance of Project. 2) Contractor has carefully studied the site and has performed all necessary investigations, tests, and subsurface investigations to define the latent physical conditions of the construction site affecting cost, progress, or performance of Project. 3) Contractor has made or caused to be made examinations, investigations, and tests and studies of such reports and related data as it deems necessary for the performance of Project at the Contract price, within the Contract time, and in accordance with the other terms and conditions of this Contract; and no additional examinations, investigations, tests, reports, or similar data are or will be required by Contractor for such purposes. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 24 4) Contractor has correlated the results of all such observations, examinations, investigations, tests, reports and data with the terms and conditions of this Contract. 5) Contractor has given Project Lead written notice of all conflicts, errors, or discrepancies that it has discovered in this Contract, and the written resolution thereof by Project Lead is acceptable to Contractor. 6) By executing this Contract, the Contractor represents that it has visited the site, familiarized itself with the local conditions under which the Project work is to be performed (including weather conditions which can be expected), and correlated its observations with the requirements of this Contract. 7) The undersigned representative of Contractor represents that it is an authorized representative of Contractor for the purposes of executing this Contract and that it has full and complete authority to enter into this Contract on behalf of Contractor. XX. Counterparts. This Contract may be executed in multiple counterparts, each of which shall constitute an original, but all of which shall constitute one and the same document. XXI. Public Contracts for Services and Public Contracts with Natural Persons. In conformance with the provisions of C.R.S. §§ 8-17.5-101, et seq., as amended and C.R.S. §§ 24-76.5-101, et seq., as amended: A. PUBLIC CONTRACTS FOR SERVICES. §§8-17.5-101, et seq. C.R.S. [Not applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental agreements, or information technology services or products and services] 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 established under Pub. L. 104-208 or the State verification program established pursuant to §8-17.5-102(5)(c), C.R.S., 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 (i) shall not use E-Verify Program or State program procedures to undertake pre-employment screening of job applicants while this Contract is being performed, (ii) shall notify the Subcontractor and the contracting State agency within 3 days if Contractor has actual knowledge that a Subcontractor is employing or contracting with an illegal alien for work under this Contract, (iii) shall terminate the subcontract if a Subcontractor does not stop employing or contracting with the illegal alien within 3 days of receiving the notice, and (iv) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 25 Employment. If Contractor participates in the State 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 State program. If Contractor fails to comply with any requirement of this provision or §§8-17.5-101 et seq., C.R.S., 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. §§24-76.5-101, et seq., C.R.S. Contractor, if a natural person 18 years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) shall comply with the provisions of §§24-76.5-101 et seq., C.R.S., and (iii) has produced one form of identification required by §24-76.5-103, C.R.S. prior to the Effective Date of this Contract. Contract # 178.22 Rev. 2018-10-10 btf Budget Line Item # 11836361.572000.10057 26 IN WITNESS WHEREOF, the parties have executed this Contract as of the date first set out herein above. CONTRACTOR LEGAL ENTITY ________________________________________________ !#VENDOR SIGNATURE#! Date PITKIN COUNTY, COLORADO RECOMMENDED FOR APPROVAL: _________________________________________________ !#DEPARTMENT REPRESENTATIVE#! Date SECTION APPROVAL: ________________________________________________ !#SECTION LEADER#! Date MANAGER APPROVAL: ________________________________________________ !#COUNTY MANAGER#! Date Addendum Description Amendment to the initial RFP documents and notice to remove the mandatory attendance requirement at the Pre-Bid Site Visit. The Site Visit will still be held on June 27, 2022 at 12:00pm, but attendance is no longer mandatory. Notice Modifications Category Modifications Please note that solicitations issued prior to September 07, 2016 can be found here: http://legacy.rockymountainbidsystem.com Notice Information From Value To Value Pre-Bidding Events Job-Walk Visit Job-Walk Visit Mandatory Recommended 6/27/22 12:00 PM MST/MDT 6/27/22 12:00 PM MST/MDT Sky Mountain Park, Aspen, CO Sky Mountain Park, Aspen, CO Mandatory pre-proposal meeting will be held at 12:00 PM MST at the Project Site. Please submit your RSVP with planned attendee list via email to procurement@pitkincounty.com by no later than 24-hours prior to the scheduled meeting. A pre-proposal meeting will be held at 12:00 PM MST at the Project Site. Attendance is recommended, but is not required. Please submit your RSVP with planned attendee list via email to procurement@pitkincounty.com by no later than 24-hours prior to the scheduled meeting. Added Categories No Categories Added Removed Categories No Categories Removed 178.22 - Sky Mountain Park Airline Climbing Trail Constr...Addendum No: 1 (Published) 07/07/2022 12:12 PM MDT Page 1 of 1 Rev. 2022.6.21 CDD RFP # 178.22 ADDENDUM # 2 Date: July 5, 2022 TO: All Parties of Interest for the Sky Mountain Park Airline Climbing Trail Construction Services. This addendum is issued in response to inquiries received and/or to clarify details regarding the Sky Mountain Park Airline Climbing Trail Construction Services Request for Proposals. The following responses and/or clarifications are hereby adopted as Project Documents and, where applicable, supersede or are in addition to any previously issued documentation or communication. Question: On Page 14 of the RFP it states: "Each Proposal, if required by the Proposal Documents, shall be accompanied by a certified check or bid bond in a form acceptable to the County Attorney, in an amount specified, payable without condition to the County as a guarantee that the Proposer, if awarded the Contract, will promptly execute the Agreement in accordance with the Proposal, and will furnish, if required by the Proposal, good and sufficient bonds for the faithful performance of the Contract and for the payment to all persons supplying labor and material for the work (see 10.a., below)." Is there bonding on this project? If so, what is the amount needed? •Response: There is no bid bond required for this Project. However, as required by State law, a performance and payment bond may be required in the event that the total value of the awarded Contract is over Fifty Thousanddollars ($50,000.00). In that case, the amount of the bond will be in theamount of one half of the total Contract value. Thank you for reviewing this Request for Proposals and for your willingness to pursue business opportunities with Pitkin County. Should you require any additional clarification regarding the Project or this Addendum, please contact Procurement@PitkinCounty.com . Skyline Climbing Trail 07/06/2022 (Image : Vasten connection cut by GTW in partnership with RFMBA, 2015) ─ Gumption Trail Works Aaron Mattix, owner 491 Harmony Dr Rifle, CO 81650 1 Overview Gumption Trails Works is excited to partner with James Flatten to offer a proposal for the Skyline Climbing Trail. Both Aaron Mattix of Gumption Trail Works, and James Flatten (The Flow Farmer) have a track record of successful projects in partnership with RFMBA, and RFOV, and extensive project management, and trail construction experience. Our combined track record of efficient management, and experience in creating minimal disturbance trail offer a compelling option Project Approach ●Project Project Understanding : The Skyline climbing trail provides a directional approach for accessing the Sky Mountain trail system. A successful completion of the trail with take care to construct all features with uphill traffic in mind, and to discourage downhill travel. This can be achieved through tighter radius turns with minimal slope, and through tread alignment & orientation to backslope & natural features. ●Construction Approach : To meet the project goals of minimal disturbance, GTW will utilize mini excavators to closely manage excavated soils, keeping as much material in the bench cut zone as possible, and staging organic materials for future reclamation work. ●Partnership Coordination : GTW, and James Flatten have coordinated with OST, RFOV, and RFMBA on similar projects, and understand the communication & coordination necessary to optimize multi-faceted projects. Initial coordination will be with RFMBA to ensure corridor is cleared. Staging of materials for finish work, and rock armoring will be coordinated through Ben Mays of OST in anticipation of final hand finish work by RFOV. a.Project Schedule : i.Aug. 4th - Site review, verify corridor progress. ii.Aug. 8th - (Seg. 101) Anticipated initial mobilization iii.Aug. 22nd - (Seg. 201) Anticipated secondary mobilization iv.Sept. 5th - (Seg. 301) Evaluate project progress, need for additional equipment v.Sept. 19th - Final punch list items vi.Sept. 30th - Bench cut completion 2 b.Significant Factors : i.Corridor - Heavy oak brush corridor clearing. Per the RFP, corridor clearing is to be accomplished by RFMBA. Any portions of corridor not cleared prior to construction, and undertaken by GTW will be charged at a rate of $5 /lf. ii.Rock availability - Sourcing adequate rock for armoring drainages could be a significant logistical challenge. Per verbal communication in the pre-bid, it is anticipated that Pitkin Co. will purchase & deliver rock to staging points on access rd. Sourcing rock on site could significantly delay completion. iii.Level of finish - These costs are based on providing basic bench cut trail, initial shaping of turns, and grade reversals as necessary. Any steps of final shaping, finishing, and reclaim/reveg efforts are the responsibility of Pitkin County. iv.Exceptions - This bid does not provide for costs associated with any degree of finish work beyond providing machine-built bench cut trail, and rock armoring. Personnel Gumption Trail Works & James Flatten have chosen to partner on this project to provide a shared ethic of quality in trail construction, professional relationships, and community value. ●James Flatten : Machine operation, on-site coordination. Anticipated time allotment = 80%. James has worked for over a decade in the trailbuilding industry, both as operator, and project manager. Recently established as an independent trail building entity, James is currently negotiating purchase of his own excavator. ●Aaron Mattix : Project Management. Anticipated time allotment = 20%. Owner of Gumption Trail Works, Aaron has helped developed local mountain biking advocacy group RAMBO, and provided construction services for the Grand Hogback Trails system near Rifle, CO. He has also assisted RFMBA with construction assistance on the Vasten trail, and RFTA with Railway, and Holy Cross Energy with the Satank singletrack extension. Gumption Trail Works owns 3 mini excavators, a tracked hauler, and full complement of hand tools. 3 Availability Gumption Trail Works is currently engaged in trail projects in Sheridan, Wy, and Rifle, CO. Projected timeline for seasonal completion in Sheridan is mid-August / early September. Aaron Mattix regularly travels between Sheridan, and Rifle, and will be available for initial coordination & project launch, and supplying additional equipment & labor as needed to ensure completion in a timely manner. James Flatten is completing projects in Colorado, and making time for family life through mid-August. From August 22nd & on, he will be focusing all efforts on an early September completion to honor pre-existing project commitments. Communication : GTW will keep Pitkin Co. advised of any impacts to scheduling, project scope, and availability. Daily communication with OST Trail Specialist Ben Mays is anticipated in order to assure project goals are being met, and a weekly email summary will be delivered by Aaron Mattix to appropriate parties. References : ●Patrick Waller, City of Rifle : 970-665-6499 / pwaller@rifleco.org ●Mike Pritchard, RFMBA : 970-948-3486 / mike.pritchar@imba.com ●Erik Villasenor, RAMBO : 719-323-0303 / villasenorerik@gmail.com ●Matt Schuler, Rifle Gap State Park : 970-625-1607 / matt.schuler@state.co.us GUMPTION TRAIL WORKS / SKYLINE CLIMBING TRAIL Attention : Pitkin County Board of Commissioners c/o Procurement 530 E. Main St., Suite #304 Aspen, CO 81611 Date : 07/07/2022 RFP 178.22: Sky Mountain Park Airline Climbing Trail Construction Services Proposal Scope : Proposal costs are based on providing rough cut bench trail with integrated spoils management, and basic shaping; placement of rock armoring (rock to be delivered by Pitkin Co.); construction of turns, and mobilization. Corridor clearing is anticipated to be completed by RFMBA. Costs to clear corridor are included as a reference. * Turns to be billed in addition to trail footage. Description Quantity Unit Price Cost (Seg. 101) 48” tread Easy 3725 $3.75 $13,968.75 (Seg. 101 corridor 3725 $5.00 $18,625.00 (Seg. 201) 36” tread Blue 3329 $4.75 $15,812.75 (Seg. 201) corridor 3329 $5.00 $16,645.00 (Seg. 301) 36” tread Blue 4455 $3.75 $16,706.25 (Seg. 301) corridor 4455 $5.00 $22,275.00 Non-elevated turns 12’ radius* 3 $300.00 $900.00 Elevated turns 7’ radius* 23 $500.00 $11,500.00 Rock armored drainage crossing (per square foot) 291 $25.00 $7,275.00 Mobilization 1 $2,000.00 $2,000.00 Subtotal $125,707.75 Corridor allowance 11,509 (5.00)($57,545.00) Total $68,162.75 1 PROPOSAL Aaron Mattix 970-355-4280 akmattix@gmail.com 491 Harmony Dr Riﬂe, CO 81650 Gumpti on Trail Works Quality Trails Aaron Mattix, Proprietor 491 Harmony Dr Rifle, CO 81650 970.355.4280 akmattix@gmail.com ㅡ Overview Gumption Trail Works was established in 2015, and focuses on providing Quality solutions in trail design, construction, and maintenance for small communities in the Mountain West . We take pride in emphasizing a unique sense of place, with engaging & sustainable features matched to the context of users & terrain. ㅡ Values Sense of Place Beyond the basics of sustainable trail, GTW strives to create trails that highlight the landscape distinct to a particular area, offering a source of pride for local residents, and a distinct attraction for visitors. Community Trails are means of connecting people to the land, and to each other. Successful trail projects require broad cooperation, and build relationships within communities, improving quality of life beyond the recreational context. Fair Dealing Both for sound business practice, and simple peace of mind, GTW strives to reach agreements that are viable for both contractor, and client; and to deliver professionally executed services, and products. ㅡ Project Portfolio Grand Hogback Trails /Rifle, CO August 2020 - Dec 2020, April 2021 - May 2021, April 2022 - May 2022 GTW assisted IMBA / RFMBA in initial design & planning of the GHT trail system, and has helped construct the initial phase of approximately 8 miles of trail. Coordinating volunteer efforts has proved particularly successful on this project, and is anticipated to be incorporated in future phases. Red Grade Trails / Sheridan, WY June 2021 - September 2021 - Present GTW was selected by the Sheridan Community Land Trust to construct approximately 5 miles of trail expanding the Red Grade trail system in the Big Horn Mountains. Sky Summit Ranch / Silverthorne, CO 2018-2019 GTW was contracted by Maryland Creek Ranch Builders to construct a public-access, multi-use 3 mile singletrack loop through open space, and adjacent Forest Service lands. Extensive wetlands and other building constraints required multiple building methods, and substantial revisions with the client. GTW maintained a positive relationship with the client throughout the project, and delivered mutually agreeable solutions. ㅡ Resources Equipment /Job Title MONTH 20XX - PRESENT, LOCATION Gumption Trail Works is equipped with a fleet of 3 mini excavators, a full compliment of hand building tools, and has strong relationships with other trail building contractors Sub - Contractors /Job ●Contour Logic 720.304.3680 / scott@contourlogic.com ●DML Stone & Trail 719.358. 3430 / dmlewisservices@yahoo.com ●Dante Harmony 520.906.5363 / danteharmony@gmail.com GUMPTION TRAIL WORKS / 2022 RATE SCHEDULE Project Title: Skyline Climbing Trail Project Description: Initial cut & shaping of bench cut trail using mini excavator, including turns, and rock armoring sections. Finish work & reclamation are the responsibility of Pitkin OST. Progress invoices will be submitted every 14 days. All material purchasing costs, equipment rental rates, and sub-contractors underwritten by Gumption Trail Works will be subject to a 15% handling fee, unless agreed to otherwise. Billing : 14 days Terms: 14 days Description Hourly Rate Project Leader $95.00 Crew Leader $80.00 Labor $65.00 Mini ex $145.00 Mini Hauler $45.00 Mobilization Fee $2,000.00 Highway mileage $0.65 Off-road mileage $2.50 Other Reimbursable Expenses : Cost + 15% 1 RATES & FEES Aaron Mattix, Owner 970-355-4280 akmattix@gmail.com 491 Harmony Dr, Riﬂe, CO 81650 Safety Plan - Gumption Trail Works ─ Safety Policy Gumption Trail Works emphasizes safety as being the most important component of providing reliable quality to clients. All decisions of workflow & staging will emphasize reducing and/or mitigating any risks to personnel, and building a culture of situational awareness. All personnel working on Gumption Trail Works projects will be informed of pertinent task-specific safety policies in daily Toolbox Talks / JSA, and be made aware of evacuation routes, and emergency contact info. Resources Valley View Hospital ●1906 Blake Ave, Glenwood Springs, CO 970-945-6535 Pitkin County Sheriff ●503 E. Main St. #103, Aspen, CO 970-920-5300 2 Daily Practices ●Toolbox Talks / JSA :Daily pre-work team meetings to review tasks, identify hazards, and determine work flow. ●PPE Requirements :All personnel working on Gumption Trail Works projects will utilize appropriate Personal Protective Equipment to include a minimum of safety glasses, gloves, and closed-toed shoes. Additional necessary PPE will be supplied by Gumption Trail Works. ●First Aid :All crews will be supplied with first aid kits. ●Machine Preparedness :All machinery operating in the field will be equipped with fire extinguisher, and spill kit. P.O. BOX 1609 | 148 YOUNGS PRESERVE | SILVERTHORNE, CO 80498 | [P] (970) 471-0963 February 1, 2021 To Whom it May Concern: It is with great pleasure that I am recommending Aaron Mattix and Gumption Trail Works to you. I am the Development Project Manager at Summit Sky Ranch, a 240 home amenity based community in Silverthorne, Colorado. Aaron and his team built several miles of mixed-use trail within the development. Aaron was a pleasure to work with. The trail he built was much more complicated than your standard trail as he had to deal with many property setback restraints, wetland and topo conditions. He has a positive attitude, willingness to get the job done and great team work mentality. All of these attributes helped him to complete a beautiful and sustainable trail for our community that we couldn't be more proud of. If you have any further questions, feel free to contact me and I'll be happy to answer any questions you have. Cate Siegel HamlinDevelopment Project Manager Summit Sky Ranch csiegel@marylandcreekranch.com970-471-0963 Grand Hogback Trails Gumption Trail Works ─ Nathan Lindquist City of Rifle, CO / RAMBO 202 Railroad Ave Rifle, CO 81650 970-665-6499 1 Overview The Grand Hogback Trails meet a long-standing need for quality, non-motorized recreation opportunities in the Rifle, CO area; both improving quality of life for residents, and making Rifle a more viable destination along the I-70 recreation corridor. Gumption Trail Works has been involved from the very beginning phases of building Rifle’s outdoor recreation community to design & construction of the Grand Hogback Trails. Goals 1.Maintain continuity with the established characteristics of favored social trails 2.Honor the presence of cultural resources in an area of spiritual significance to the Ute Tribe. 3.Minimize impact to wildlife in the area. Topography The Grand Hogback is a serrated uplift of sandstone plates following a gently curving L shape from its northern terminus in Meeker, CO to New Castle, CO. The most distinctly vertical, and exposed plates are just a few miles north of Rifle, CO, rising from a series of gently stepped alluvial mesas. Attempts at wildlife habitat improvement by clearing native pinyon and juniper, and re-seeding with hardy native grasses failed to materialize the anticipated results, but resulted in a blank canvas for trail design. The graduated transition from relatively flat & mellow terrain near the trailhead access, to steeper and more rugged topography approaching the sandstone walls provides an optimum an ideal progression from beginner-friendly trails near the parking lot, with challenge levels advancing as the trails approach the sandstone walls. Construction Methods In response to varied elements of terrain, multiple methods of construction were employed. To minimize impact on low-angle terrain at the tops, and edges of the mesas, trails were constructed by hand, through a cooperative effort of volunteers, and staff of GTW. On the steep side slopes transitioning from one mesa to another, construction with mini excavators was employed to create sustainable, engaging trail in the available time frame between winter wildlife closures. 2 Timeline I.Concept & Design 2017 - 2019 Opportunity for this trail system came to light 2017, following discussions with BLM in regards to user conflict issues in the Hubbard Mesa Open OHV area. Rifle Area Mountain Biking Organization (RAMBO) partnered with IMBA to develop a concept plan, and begin design. Aaron Mattix of Gumption Trail Works worked with Joey Klien of IMBA in designing a progressive trail system of nearly 20 miles to serve beginner to advanced riders, and highlight the unique topographical features, and views of the area. 3 II.Construction : Phase 1 - Aug. - Dec. 2020 Clearance for construction was finalized in June 2020. RMYC crews under the supervision of GTW began the first half mile of trail in June. Volunteer weekends continued throughout the summer, and full machine construction commenced in September. 4 III.Contracted Amount : $116,434.00 Red Grade Trails Gumption Trail Works ─ Brad Bauer Sheridan Community Land Trust 52 S. Main St. Suite 1 Sheridan, WY 82801 307-673-4702 1 Overview Gumption Trail Works was selected by the Sheridan Community Land Trust through a competitive bid process to build 3 trails of distinctly different character totalling approximately 6 miles as part of building out the Red Grade Trail System. GTW provided additional consulting & suggested alignment revisions to keep the project on time, and on budget, as well as improve user connectivity & experience. Contour Logic was subcontracted to provide additional construction, and consulting / design services. Goals 1.Construct a multi-user trail accessible to hikers, bikers, and equestrians. 2.Meet Forest Service specs for sustainability of constructed features . 3.Highlight diverse environments of the area. 2 Topography Located at the base of the Big Horn Mountains near Sheridan, WY, the Red Grade Trail System is the most immediate access to non-motorized trails for Sheridan, and surrounding communities. Consisting of rocky uplifts, wildflower meadows, and mature conifer forests, the Red Grade area features challenging terrain, and distinct vistas. Construction Methods : According to terrain, and intended purpose, a range of machine, and hand build methods were employed : ●Centerfire East : Bike-optimized, descending preference trail with steeper cross slopes, rock bands, and wildflower meadows. Intensive machine work with a team of 3 excavators, and one hand crew to create berms, grade reversals, and optional lines. ●Centerfire West : Varying cross slopes with duff over rock, intermittent periods of steeper slopes, climbing preferred multi user trail . Light touch machine work, low-angle climbing turn platforms, ●The Brink : Multi-user traversing cross-country trail intended to provide equine connectivity, and increase loop options. Machine build to mimic natural terrain undulations, with minimal use of bike-optimized features. 3 I.Phase 2 : June - Sept. 2019 Completed causeway & raised crown tread sections remaining from previous season, added additional tread capping at request of client, bench cut trail, and installation of gabions for bridge under Contour Logic supervision. 4 II.Contracted Amount : $143,217.28 Summit Sky Ranch Gumption Trail Works ─ Cate Siegel Maryland Creek Ranch Builders 148 Young’s Preserve Silverthorne, CO 80498 1 970-471-0963 Overview As part of one of the largest new developments to take place in Silverthorne, CO, Maryland Creek Ranch Builders committed to building approximately 4 miles of trail for public access, as well as improving quality of life for residents of the development. GTW was referenced by trail design & construction management firm Contour Logic on basis of availability, and commitment to quality. Goals 1.Construct a multi-user trail accessible to hikers, bikers, and equestrians. 2.Meet Forest Service specs for sustainability of constructed features . 3.Highlight diverse environments of the property. Topography Located at the base of Red Mountain, and adjacent to the Blue River, the Sky Summit Ranch location encompasses several drainages, and is host to classic elements of high elevation forests such as aspen and spruce glades, as well open meadows. Much of the open space allocated for trail development followed drainages with significant seasonal fluctuations. Construction Methods Due to trail alignments frequently being located in areas of substantial drainage, many advanced trail building techniques were required to build sustainable trail that could be accessed in nearly all weather conditions. Extensive use of raised crown tread, causeways, and rock armoring was employed, as well as bridges, and boardwalk, and puncheon. 2 Timeline I.Phase 1 : June - November 2018 Construction of segments nearest to existing homes in active seasonal drainage. Construction methods included raised crown tread, causeway, bridges, boardwalk, rock armoring, bench cut trail . 3 II.Phase 2 : June - Sept. 2019 Completed causeway & raised crown tread sections remaining from previous season, added additional tread capping at request of client, bench cut trail, and installation of gabions for bridge under Contour Logic supervision. 4 III.Contracted Amount : $143,217.28 James Flatten The Flow Farmer LLC Bio James started his professional trail building career in 2007 with Singletrack Trails building the iconic trail “Freelunch”. In his 15 years in the field he has found a niche for creating a trail experience that feels like it was meant to be there. Be it narrow, intimate singletrack, competition level dirt jumps or race tracks. He truly shapes the trail for the user in an aesthetically pleasing manner and in a way that connects the trail to the specific environment it is placed in. James founded “The Flow Farmer LLC” in the fall of 2021 after a 14 year stay with Singletrack Trails. Project Highlights 2007 Freelunch design and build of the first downhill directional trail on BLM property in the U.S. 2008-2013 Lead builder for Ranchstyle MTB festival in Grand Junction, CO. Slopestyle was a silver level event on the FMB world tour. Dual Slalom was said to be one of the best courses in America. 2012 Re designed and built the Moab Bike park. 2015-2016 Built the inaugural trails, “Blue Ribbon and Pinball Alley” at Powderhorn bike park which he also designed. 2019-2021 Project manager for the “Palisade Plunge” 2021 Lead builder at Purgatory Resort for the rebuild and new segments on the “World Cup” trail raced BME tour. Also built the Dual Slalom course for the Collegiate national championships. Board of Directors Susan Holmes, President Sarah Jo Sinclair, Vice President Craig Achord, Treasurer Scott Newbold, Secretary Cole Arney Don Crecelius Mike Evers Edith Harper Chris Hayden Steve Maier Caryn Moxey Jim Sorenson Sarah Wallick Julie Greer, Emeritus Matt Johnston, Emeritus Mark Kinner, Emeritus Susanna Meyer, Emeritus Sally Morton, Emeritus Julie Stine, Emeritus Margie Taylor, Emeritus 52. S Main St., Suite 1 PO Box 7185 (mailing) Sheridan, WY 82801 307.673.4702 www.sheridanclt.org December 21, 2021 Town of Parachute 222 Grand Valley Way Parachute, CO 81635 Re: Letter of Support for Gumption Trail Works To Whom It May Concern: Sheridan Community Land Trust (SCLT) is excited to support Gumption Trail Works’ bid for a trail planning RFP with the Town of Parachute. Gumption Trails Works (GTW) is working with the SCLT to develop over 6 miles of hiking, biking, and equestrian trail as part of our Red Grade Trails System. GTW was able to complete most of the contracted trail construction during the summer of 2021 and will complete the contract in the summer of 2022. SCLT has deeply enjoyed getting to work with GTW. Not only has the trail constructed by GTW been outstanding but equally important the planning and revisions the GTW lead has kept the project on schedule, effective, and efficient. GTW has proven to be fantastic at understanding the complexities of trail planning within a larger project. They have offered very wise revisions to route selection, construction efficiencies, trail usage, conflict management, and timing of construction. All along the way they communicated regularly and effectively to the various SCLT and local government contacts involved in the project. They have my complete confidence when it comes to communication, planning, and ultimate construction of a high-quality trail system. I would highly recommend GTW for future trail planning initiatives and hope we will be lucky enough to continue to get to work with GTW. Thank you for the opportunity to provide feedback and feel free to reach out if you like additional information from SCLT. Respectfully, Executive Director Sheridan Community Land Trust Certificate Of Completion Envelope Id: E8A663380F4F4A958031971C9CFCD30A Status: Completed Subject: Gumption Trail Works | Pitkin County Contract 178.22 for Review and Signature Source Envelope: Document Pages: 110 Signatures: 6 Envelope Originator: Certificate Pages: 6 Initials: 0 Pitkin County Procurement AutoNav: Enabled EnvelopeId Stamping: Disabled Time Zone: (UTC-07:00) Mountain Time (US & Canada) 530 East Main Street Suite 203 Aspen, CO 81611 Procurement@PitkinCounty.com IP Address: 216.237.91.144 Record Tracking Status: Original 7/8/2022 4:38:51 PM Holder: Pitkin County Procurement Procurement@PitkinCounty.com Location: DocuSign Signer Events Signature Timestamp Nora Waivers nora.waivers@pitkincounty.com Procurement Specialist Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 216.237.91.144 Sent: 7/8/2022 4:50:47 PM Viewed: 7/8/2022 4:51:02 PM Signed: 7/8/2022 4:51:11 PM Electronic Record and Signature Disclosure: Accepted: 7/8/2022 4:51:02 PM ID: 7b22627b-92a4-4059-8bb4-cbeca1e8d559 Company Name: Pitkin County, Colorado Gary Tennenbaum gary.tennenbaum@pitkincounty.com Pitkin County Open Space and Trails Director Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 73.203.105.128 Sent: 7/8/2022 4:51:15 PM Viewed: 7/11/2022 7:56:44 AM Signed: 7/11/2022 7:56:59 AM Electronic Record and Signature Disclosure: Accepted: 7/11/2022 7:56:44 AM ID: 689d5794-b4c1-4807-8ccb-7d99bbed37df Company Name: Pitkin County, Colorado Aaron Mattix akmattix@gmail.com Owner Security Level: Email, Account Authentication (None)Signature Adoption: Drawn on Device Using IP Address: 174.247.150.71 Signed using mobile Sent: 7/11/2022 10:15:50 AM Viewed: 7/14/2022 9:50:10 AM Signed: 7/20/2022 8:49:52 AM Electronic Record and Signature Disclosure: Accepted: 7/14/2022 9:50:10 AM ID: 4b48baa6-ace4-4859-9cd6-c4b4e2c2e103 Company Name: Pitkin County, Colorado Phylis Mattice Phylis.Mattice@PitkinCounty.com Deputy County Manager Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 73.3.201.158 Sent: 7/20/2022 8:49:57 AM Viewed: 7/20/2022 2:43:54 PM Signed: 7/20/2022 2:44:21 PM Signer Events Signature Timestamp Electronic Record and Signature Disclosure: Accepted: 7/20/2022 8:03:12 PM ID: 14aba2c5-b1a4-4921-bcbb-f033d71a21c3 Company Name: Pitkin County, Colorado Rich Englehart rich.englehart@pitkincounty.com Deputy County Manager Pitkin County Signing Group: County Manager Group Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 73.34.180.169 Sent: 7/20/2022 2:44:27 PM Viewed: 7/20/2022 3:02:25 PM Signed: 7/20/2022 3:02:51 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Connie Baker connie.baker@pitkincounty.com Budget Director Pitkin County Security Level: Email, Account Authentication (None) Using IP Address: 65.38.144.66 Sent: 7/11/2022 7:57:03 AM Viewed: 7/11/2022 10:15:49 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Pitkin County Procurement procurement@pitkincounty.com Procurement Manager Pitkin County Security Level: Email, Account Authentication (None) Sent: 7/20/2022 3:02:56 PM Resent: 7/20/2022 3:03:05 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Accounts Payable AP@pitkincounty.com Accounts Payable Pitkin County Security Level: Email, Account Authentication (None) Sent: 7/20/2022 3:02:57 PM Viewed: 7/21/2022 7:44:54 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Ted O'Brien ted.obrien@pitkincounty.com Resource and Trails Manager Security Level: Email, Account Authentication (None) Sent: 7/20/2022 3:02:58 PM Electronic Record and Signature Disclosure: Carbon Copy Events Status Timestamp Accepted: 6/3/2022 5:41:08 PM ID: 7670145e-0a91-4cb3-862a-563433bed795 Company Name: Pitkin County, Colorado Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/8/2022 4:50:47 PM Certified Delivered Security Checked 7/20/2022 3:02:25 PM Signing Complete Security Checked 7/20/2022 3:02:51 PM Completed Security Checked 7/20/2022 3:02:58 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Pitkin County (we, us or Pitkin County) may be required by law to provide you with certain written notices or disclosures. 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By checking the 'I Agree' box, I confirm that:  I am establishing my intent to be bound to the transaction, and indicating that I am fully aware of the purpose for which the signature is being provided.  I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and  I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and  Until or unless I notify Pitkin County as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgments, and other documents that are required to be provided or made available to me by Pitkin County during the course of my relationship with you. Signing Documents without a Pitkin County DocuSign Account: Pitkin County may not require all document signers to be authorized users of the Pitkin County DocuSign Account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. When you don't have a DocuSign account, you will be provided the opportunity to agree to the Legal Disclosure each time you open an "envelope" for signing, at this time, you can download and retain this disclosure. Pitkin County will forward completed documents that you've reviewed, processed or signed via email. Should you require copies of these signed documents (e.g., if they get deleted from your email account) you should request those documents from Pitkin County under the Colorado Open Records Act by contacting the Pitkin County custodian who sent you the document for signature. Signing Documents with a Pitkin County DocuSign Account: Electronic Record and Signature Disclosure created on: 3/20/2020 3:28:13 PM Parties agreed to: Nora Waivers, Gary Tennenbaum, Aaron Mattix, Phylis Mattice, Ted O'Brien Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper or electronic copies At any time, you may request from us a paper or electronic copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper or electronic copies of any such documents from our office to you, you may be charged a per-page fee. You may request delivery of such paper or electronic copies from us by following the procedure described below. Withdrawing your consent If you are an authorized DocuSign Account holder, you can decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. Described below is the process for informing us of your decision to receive future notices and disclosure in paper format and also how to withdraw your consent to receive notices and disclosures electronically. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgments, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Pitkin County: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to Helpdesk@provelocity.com To advise Pitkin County of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at Helpdesk@provelocity.com and in the body of such request you must state: your previous e-mail address, your new e-mail address . In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper or electronic copies from Pitkin County To request delivery from us of paper or electronic copies of the notices and disclosures previously provided by us to you electronically, you should request those documents from Pitkin County under the Colorado Open Records Act by contacting the Pitkin County custodian who sent you the document for signature. To withdraw your consent with Pitkin County To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to Helpdesk@provelocity.com and in the body of such a request, you must state your e-mail, full name, Postal Address, telephone number, and account number.