HomeMy WebLinkAboutbocc.con.146.2003 CIIECK LIST
FOR CONTRACTS SUBMITTED TO CLERK AND RECORDER FOI~
SCANNING/ARCtlIVING
Originating Department/Division:
Contact Person: d ,5~. ~'/too-e,,,{ '
Phone//:
BOCC AGENDA ITEM (BOCC signature required)
· W' STAFF A,,WS~!IORIZED SIGNATURE (a~ per Procurement Code)
Check Contract Type. Dollar Amount.
· ir-' Services
Maintenance STAFF AUTHORIZED
License/Use SIGNATURE
"Le=e Z--""'-
Construction
Purchase
Employment
Interg~Svernmental Agreement (Requires BOCC Action)
Non Profit
Quasi-Public
Grant Agreements (Requires BOCC Action)
Other
Signatures Required:
Under 25K - Department Head
25-$0K -Department }lead (i£appropriate), Section Leader
Over $0 K-Department Head (if appropriate), Section Leader, County Manager
Contractor/Business (Complete Name):
Contract Start Date: ~ I / O .~ Contract End Date: !
Automatic Renewa y~D:~ _ ~.,t 05-
All Contracts should be proofed for the following:
,, No Pages Missing
· Ifa Page is Left Intentionally Blank - Note on Page
· Page numbered consecutively
· All Signatures Affixed
· All Dates Filled In
· All Other Blanks Filled In
· All Exhibits'Attached
· All Legal Descriptions Attached (ifappropfiate) ......
· Notice of AwarddProceed Attached (if appropriate)
Sent to Clerk and Recorder for Scanning/Archiving
Date: ~t') /g?o ~
Authorized Staff Person
Signature of authorized staff person indicate that document has been proofed and ready
for scanning.
Note: Clerk's Office will keep original documents in compliance with Colorado
State Archives retalnage schedule.
M~procurement\training\cler -knarrative.doc
, :)NTRACT #
AGREEMENT FOR PROVISION OF PROFESSIONAL SERVICES
Tills AGREEMENT FOR PROVISION OF PROFESSIONAL SERVICES (the "Agreement") is made
and entered by and bctwecn Pitkin County, Board of County Commissioners ("Pitkin County") and Mead & IIunt
Inc., 28829 Lockheed Drive, Suite 2C, Eugene, Oregon 97402 (hercinafter"Contractor").
1. Pumosc. The purpose of this Agreement is to retain a consultant on-demand services with
assignments that may include periodic air service and/or financial reports, special studies, benchmark exercises, air
service marketing and ad hoc consulting services.
2. Term. Thc term of this Agreement is from November 1, 2003 to Octobcr 3 I, 200.5. At thc
expiration of the initial term, the Agreement may be extended for one additional term by thc express written
consent ofboth parties.
3. _Contractor's Obligations. Contractor shall perform on-dcmand services set forth herein on a
recurring or as-needed basis to bc specified at the direction ofthe Airport's Director of Aviatinn. The specific
scrviees to bc performed by thc contractor for each reqocst by the Directnr of Aviation shall b,,c ,s,p, ccified in a
Release to Contract form. A blank form for Release to Contract is attached hereto as Exhibit A . A fully
completed and executed Release to Contract shall be required for each demand for service by the Airport's
Director of Aviation. Thc Contractor shall perform the work spocified in each Release to Contract in accordance
with thc scope of services set forth in that specific Release to Contract at the direction of the Director of Aviation.
Such work shall be performed in a professional and workmanlike manner. Thc Contractor shall be responsible for
satisfactory completion of all work set forth in each Release to Contract.
4. Corapensation and Expenses, Invoicing: and Payment. The County shall pay the Contractor for
performance of services hereunder. Payment of invoices submitted by Contractor hereunder is contingent upon
completion of each task to thc satisfaction of the County. Invoices shall itemize specific work done to complete thc
task, and include receipts for all reimbursable items. Within thirty (30) days of receipt of an invoice and approval
thereof as required hereunder, payment shall bc made by the County. Reimbursable expenses, are contingent upon
each requested project specified in the Relcase to Contract form, may be billed on a monthly basis and will bc paid
within thirty (30) days of receipt of the invoice with a top-set indicated in the specific Release to Contract form for
that project. In no event shall the total charges for services and reimbursements exceed the total amount specified in
the Release to Contract form. In the event the Contractor incurs time and expenses above said amount, no
compensation for said additional time and expenses shall bc required to bc paid by the County without written
authorization by the County.
5. County's Exclusive Ownership of Work Product. All work produced pursuant to this Ag~hnent
becomes the property of Pitkin County.
6. .Pitkin County's Obligations. Pitkin County shall administer this Agreement through a County
Representative. Jim Elwood will manage the project as the County's Representative. In the event that Jim Elwood is
not available, Rex Tippetts shall assume the County Representative's duties. The services provided and products
delivered by the Contractor under this Agreement will be subject to review by the County's Representatives, or a
designee, for compliance herewith.
The review comments ofthe County's Representative may be reported in writing as needed to the Contractor. To
prevent ·
an unreasonable delay Jn the Contractor's work, the County's Representative will endeavor to examine all
deliverable products and other documents and will accept same and authorize payment or will specify necessary
changes within ten (I 0) working days of receipt of such documents.
7. Cancellation. In addition to the right oftermination referenced in Exhibit B hereto (Required
Clauses), Pitkin County reserves the right to cancel this Agreement for unsatisfactory performance of Contractor's
obligations as determined by Pitkin County in its sole discretion, upon written notice to Contractor as provided in
Paragraph 11 herein. '
8. ~. Pltkln County's Requzred Clauses, including pmvls,ons for insurance and
indemnification, are attached hereto as Exhibit B and incorporated by this reference.
9. .Independent Contractor Status.
a. The parties to this Agreement intend that the relationship between them contemplated by
the Agreement 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
Agreement. Contractor may choose to work for other individuals or entities during the term of
this Agreement, provided that the basic services and deliverable products required under this
Agreement are submitted in the manner and on the schedule defined under this Agreement.
e. 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
Agreement.
d. Contractor shall not attempt to oversee or supervise the work or actions of any Pitkin
County employee, servant or agent in the course ofcompleting work under this Agreement.
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.
10. ~. This Agreement is not assignable by either party.
11. _Severability. If any clause, provision, subsection, Section or Article of the Agreement shall be
held to be invalid, illegal or unenforceable for any reason, the invalidity, illegality or unenforeeability of such
clause, ' ' · · · .
prov~smn, subsectmn, Section or Article shall not affect any of the remaining provisions of the Agreement.
12. ]qotiee. Any written notice required by this Agreement shall be deemed delivered on the
happening ofany ofthe following: I. hand delivery to the person at the address below; 2. delivery by facsimile
with confirmation ofreceipt to the fax number below; or 3. within three (3) days of being sent certified first class
mail, postage prepaid, return receipt requested addressed as follows:
a. To Pitkin County
Jim Elwood
AsperdPitkin County Airport
0233 E. Airport Road, Suite A
Aspen, Colorado 81611
Phone: 970-920-5384
Fax: 970-920-5378
with copies to:
Pitkin County Attorney's Office
530 E. Main Street,//302
Aspen, Colorado 81611
Fax: (970) 920-5198
11-4
b. To Contractor:
Mike Boggs
Manager-Airport Business Services
Mead & llunt Inc.
28829 Lockheed Drive, Suite 2C
Eugene, Oregon 97402
Phone: 541-689-9997
Fax: 541-689-9998
12. Modification. This Agreement may only be modified by written agreement ofboth parties hereto.
Any modifications hereof are subject to the requirements of the Pitkin County Procurement Code and the Required
Clauses attached hereto as Exhibit B.
IN WITNESS WIIEREOF, thc parties have executed this Agreement as of the date first set out herein above.
CONTRACTOR:
MEAD & tIUNT, INC. APPROVED AS TO FORM:
titlc' D'/ - f Risk Management Date
PITKIN COUNTY:'
ASPEN/PITKIN COUNTY AIRPORT
)in:LiEf'wood, ~.~'.. l~te
Director of Aviation
11-5
EXIlIBIT B
REQUIRED CLAUSES
For purposes of these Required Clauses, "Contractor" means Mead & Hunt, Inc.
Contractor shall be subject to the following provisions:
1. COMPLIANCE WITH PROCUREMENT CODE AND APPLICABLE STATE CONTRAC~i lNG LAW
A. The Contractor acknow'ledges that this Agreement is entered into subject to the requirements of the
P~tkm County Procurement Code, (Secti°n 8-5 of the Pitkin County Home Rule Charter, Ordinance #
00-18, approved April 26, 2000). As such, the Contractor agrees to comply with all requirements of said
Procurement Code, and such requirements are incorporated herein by this reference.
B. The Contractor shall immediately notify the County Manager in writing of any violation ofsaid Code
or statutes by the County's employees or agents, which violation(s) is known or should have been known by
him, and failure to so notify the County of any violation(s) within five (5) days of knowledge ofsoch
violations shall be considered a breach ofthis Agreement. Further, such failure to notify the County of
violation of the Procurement Code or statutes within five (5) days of knowledge shall be deemed as a
waiver of any action or defense that the Contractor may have against the County by reason of such violation
of the Procurement Code or statutes.
2. WARRANTIES AGAINST CONTINGENT FEES, GRATUITIES, KICKBACKS AND CONFLICT OF
IN't EREST
A. Covenant Against Contingent Fees. The Contractor warrants that no person or selling agency has
been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a
enmmission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona
established commercial or selling agencies maintained by thc Contractor for thc purpose of securing
business.
B. Gratuities Prohibited. The Contractor agrees not to give any employee or former employee of Pitkin
County a gratuity or any offer of employment in connection with any decision, approval, disapproval,
recommendation, preparation of any part ora program requirement or a purchase request, influencing the
content.of any specification or procurement standard, rendering of advice, investigation, auditing, or in any
· °ther advisory capacity in any procecding or application, request for ruling, determination, claim or
controversy, or other particular matter, pertaining to this Agreement, or to any solicitation or proposal
therefor.
C. Gratuity means a payment, loan, subscription, advance deposit of money, services, or anything of
more than nominal value, present or promised, unless consideration of substantially equal or greater value is
received.
D. Kickhacks Prohibited. It shall be a breach of Agreement for any payment, gratuity, or offer of
employment to be made by or on behalf ora subcontractor under a contract to thc prime contractor or
higher tier subcontractor or any person associated therewith, as an inducement for the award ora subcon-
tract or order. The Contractor is prohibited from inducing, by any means, any person employed under this
Agreement to give up any part of the compensation lo which he/she is otherwise entitled. The Contractor
shall comply with all applicable local, state and federal "anti-kickback" statutes or regulations.
E. Conflict of Interest Prohibited. No official, officer, employee or representative of thc County during
the term ofthis Agreement or one (I) year thereafter shall have any interest, direct or indirect, in this
{{-.6
Contract or the proceeds thereof. (Additional restrictions on present and former employees of County are
found in Article 7 of the Procurement Code).
F. Sub-Contract Clause. The prohibitions against contingent fees, gratuities, kickbacks and conflict of
interest prescribed in this Agreement shall be made a condition ofand conspicuously set forth in every sub-
contract and solicitation therefor.
G. Conspicuously means written in such special or distinctive format, print, or manner that a reasonable
person against whom it is to operate ought to have noticed it.
H. Remedies. In addition to other remedies it may have for breach of the prohibitions against contingent
fees, gratuities, kickbacks and conflict of interest, the County shall have the right to:
(!) Terminate this Agreement without liability by the County;
(2) Debar or suspend the offending parties from being a contractor or sub-contractor under County
contracts;
(3) Deduct from the contract price or consideration, or otherwise recover, the value ofanything
transferred or received by the Contractor;, and
(4) Recover such value from the other offending panics.
3. EQUAL EMPLOYMENT OPPORTUNITY AND DISADVANTAGED/MINORITY/WOMEN
BUSINESS ENTERPRISES (DBE/MBE/WBE)
A.
shall Puranant t° l°cal, state and/or federal anti-discrimination and affirmative action programs, contractor
meet all applicable requirements with respect to employment and subcontracting in connection with
D~sadvantages/Mmonty/Women ~ndtv]dnals and enterprises (DME/MBFdWBE).
B. In connection with the execution and administration of this Agreement, and any subcontracts, the '
Contractor shall not discriminate against any employee or applicant for employment because of race,
religion, color, sex, national origin, age, handicap or status as a veteran.
C. In connection with the performance of this Agreement, the Contractor will cooperate with the County
in meeting the County's commitments and goals with regard to the m,xximum utilization of disadvantaged,
minority and women business enterprises and will use its best efforts to ensure that such business
enterprises shall have the maximum practicable opportunity to compete for employment and/or subcontract
work, if any, under this Agreement.
D. The Contractor will furnish all necessary information and reports and will permit access to its books,
records, and accounts by Pitkin County for purpose of investigation to ascertain compliance with the
nondiscrimination/affirmative action provisions of any ~x'sultant contract.
E. Employment Data and Affirmative Action Plan. Ifrequ'ested, the Contractor agrees to submit on an
Employment Data Form to be provided by the County, the data showing the utilization of disadvantaged
persons, minorities and women by job category within its organization. Where the Contractor has fifty (50)
or more employees or it is participating in contracts with the County, which exceed Fifty-Thousand
($50,000.00) Dollars, an Affirmative Action Plan must be submitted to the County when requested by the
County Attorney's Office within ten (10) days after selection.
F. Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination/
affirmative action previsions of any resultant contract, Pitkin County shall impose such contract sanctions
as it may determine to be appropriate, including, but not limited to:
( ! ) Withholding of payments under the Agreement until the Contractor complies, and/or
(2) Cancellation, termination, or suspension of the Agreement, in whole or in pan.
11-7
4. TERMINATION FOR. DEFAULT OR. FOR CONVENIENCE OF COUNTY
A. In addition to the right of cancellation referenced in Paragraph 7 of the Agreement, the performance
of work under the Agreement may be terminated by Pitkin County:
(I) Whenever the Contractor shall default in performance of this Agreement in accordance with its
terms, and fails to cure or show cause why such failure to perform should be excused within ten (10)
days (or longer as the County may allow or shorter, but not less than three (3) days, for failure to
provide proof of insurance or maintenance of any dangerous condition) after hand-delivery, facsimile
or mailing to the Contractor of a notice specifying the default as provided in Paragraph 11 of the
Agreement·
The Contractor shall not be in default by reasons of any failure in performance of this Agreement in
accordance with its terms if such failure arises out of causes beyond the control and without the fault
or negligence of the Contractor. Such causes may include, but are not restricted to, acts of God,
natural disasters, strikes, or freight embargoes, but in every case the failure to perform must be
beyond the control and without the fault or negligence ofthe Contractor. Upon request oftbe
Contractor, the County shall ascertain the facts and failure, and, ifthe County shall determine that
any failure to perform constituted a valid commercial excuse, the performance shall be revised
accordingly and notice of default withdrawn; or
(2) Whenever for any reason and in its sole discretion the County shall determine that such termination is
in its best interest and convenience.
B. Notice of Termination. In the event of termination, the County shall deliver to the Contractor a
written notice of termination, specifying the reasons therefore, and the effective date of such termination.
The effective date shall not be earlier than the date of hand-delivery, facsimile or the date of mailing of the
notice, as provided in Paragraph i i oftbe Agreement.
C. Termination Procedure. After the effective date of the notice of cancellation, termination for default
or for the convenience of the County, unless otherwise directed by the County, the Contractor shall:
(1) Stop work under the Agreement on the date specified in the notice oftermination.
(2) Place no further orders for materials, services or'facilities.
(3) Terminate all orders and subcontractors to the extent that they relate to the performance ofwork
terminated by the notice of termination.
(4) With the approval or ratification ofthe County, settle all outstanding liabilities and all claims arising
out of such termination on orders or subcontracts, the cost of which would be compensable or
reimbursable in whole or in part in accordance with this Agreement.
D. Termination Payment. After the effective date of a notice oftermination for the convenience of the
County, the Contractor shall submit to the County his termination claim in the form ora final invoice in
accordance with the provisions in "Method of Payment," Including costs incurred to the date of termination,
and costs incurred because of termination, which termination costs shall not exceed 10% ofthe total amount
of proposal; provided, however, '
that m the event of default by the Contractor, no extra costs incurred
because of termination shall be paid to the Contractor and any costs paid shall not be a waiver of any claim,
counterclaim or set-offby the County against the Contractor on account ofany default· Such claim must be
submitted promptly, but in no event later than thirty (30) days from the effective date of termination, unless
one or more extensions are granted in writing by the County. Upon the Contractor's failure to submit a
claim in the time allowed, the County may review the information available to it and determine the amount
due the Contractor, if any, and pay the Contractor the amount as determined.
E. Termination Settlement. Subject to Paragraph 4.D., the Contractor and County may negotiate the
whole or any part of the amount or amounts to be paid, if any, upon cancellation, termination for defanlt or
for the conven/ence of the County·
F. Remedies. The Contractor shall have the right ofappeal from any determination made by the County
er Termtnat'°n f°r Defanlt °r for Convenience of County;" except that if the Contractor has failed to
submit his claim within the time provided in Paragraph 4.D., above, and has failed to properly request .
extension, he shall have no such right ofappeal. In any ease where the County has made a determination of
the amount due under Paragraphs 4.D. or 4.E., above, the County shall pay the Contractor:. (1) the amount
the County has determined ifthere is no right to appeal or if no timely appeal has been taken, or (2) the
amount finally determined on such appeal if an appeal has been taken.
G. Method of Appeal. If'the Contractor disagrees with the County's determination under Paragraphs
4.D. or 4.E., he can appeal this decision in writing to the County. Such appeal must be made within twenty
(20) days of receipt in writing of the County's determination. The County shall have twenty (20) days in
which to respond in writing to the appeal. The County's response shall be final and conclusive unless within
thirty (30) days from the date of receipt of such response the Contractor submits the dispute to a court of
competent jurisdiction or submits a demand for arbitration if required by the Contract Documents.
5. INTEGRATION AND MODIFICATION
A. The Agreement constitutes the full and complete agreement of the parties and supersedes or
incorporates any prior written and oral agreements of the parties. In addition, the Contractor understands
t .1~, t u.n~l ~ess.,the~cont .ract~ for g? or services ora value less than $50,000, no County official or emplo ee,
omer man me t~oara otuounty ~ommissioners actin,, as a ~'~" ~' ~ r,~_., ...... Y
· ,, ,~,,,,? at a ~aoaru mecamg, nas authority to enter
into a contract or to modify the terms ofthe Agreement on behalf of the County. Any such contract or
modification to this Agreement must be in writing and be executed by the parties hereto.
B. With respect to change orders under the Agreement, the County and the Contractor shall process and
approve/disapprove requests for change orders as otherwise provided in this Agreement, subject to the
requirements of the Procurement Code and the Finance Office.
INDF_MNFrY
A. The Contractor (including, by definition here and hereinafter, its officials, employees, agents and
representatives, subcontractors and suppliers), shall and hereby does release, discharge, indemnify and hold
harmless the County of Pitkin and its officials, employees, agents and representatives from and against lia-
bility for any claim, demand, loss, damages, penalty, judgment, expenses, costs (including costs of inves-
tigation and defense), fees (including reasonable attorney and expert witness fees) or compensation in any
form or kind whatsoever for any bodily injury, death, personal injury or property damage arising out ofor in
connection with any negligent act, intentional act, error or omission by the Contractor, and for any
co~eg, uential liability alleged to accrue against the County on account of the Contractor's acts, errors or
omlssmns; provided, however, that such indemnity shall not be construed as an indemnity for bodily injury
or property damage arising from the sole negligence of the County or its employees.
B. The Contractor further shall investigate, process, respond to, adjust, provide defense for and defend,
pay or settle all ' · ·
cia:ms, denmnds, or lawsmts 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.
7. INSURANCE
A. In whole or in part, the Contractor shall secure and maintain for thc term of its contractnal rolation-
sMp with the County such insurance policies, from companies licensed in thc State of Colorado, as will
protect itself, the County and others as specified, from claims for bodily injuries, death, personal injury or
~1-9
property damage, which may arise out of or Jesuit from the Contractor's acts, errors or omissions. The
following insumnce coverage, at or above the limits indicated and including such endorsements as are
indicated by an "X", are required:
(1) Statutory Workers' Compensation: Colorado statutory minimums
(2) Commercial General Liability - ISO 1998 Form or equivalent
(With County named additional insured)
Each Occurrence Limit $1,000,000.00
General Aggregate Limit $2,000,000.00
Products/Completed Operations Aggregate Limit ~;2,000,000.00
Comprehensive Form (All risks) to include (place X by applicable previsions):
Prcmises/Operations
Underground, Explosion 8: Collapse ! lazard
Products/Completed Operations
Contractual Liability
Independent Contractors and Subcontractors
Broad Form Property Damage
Personal Injury
(3) Business Auto Coverage:
Combined Single Limit Liability (each accident) $I .000.000.00
Coverage to include (place X by applicable provisions):
Any Auto
__ All Owned Autos
! lired Autos
Non-Owned Autos
Garage Liability
(4) Special Coverages (check a? appropriate and insert amount):
(I)Performance Bond
Labor and Material
_x_ (2) Professional Errors and Omissions $1,000,000.00
(3) Aircraft Liability
__ (4) Owner's Protection
(5) Builder's Risk amotmt ofproject
(6) Boiler and Machinery
(7) Loss of Use Insurance
__ (8) Pollution Liability
__ {9) Crime, including Employee Dishonesty Coverage, or
Fidelity Bond
PROOF OF INSURANCE SIIOULD BE SENT TO:
Pitkin County
C/O Jim Elwood
AsperffPitkin County Airport
0233 E. Airport Road, Suite A
Aspen, CO 81611
Fax: 970-920-5378
PROJECT NAME SIlOULD BE IDENTIFIED
I1-10
To provide evidence of the required insurance coverage's, cop~es of Cerhficates of Insurance in a
form acceptable to the County shall be filed with thc County (through the County Representative) no later
tha.n ten (10) calendar days prior to commencement of operations affecting the County. Failure to file or
maintain acceptable Certificates of Insurance with the County is agreed to be a material breach of any
contract and grounds for rescission or termination. These Certificates of Insurance shall contain a provision
that coverage afforded under the policies will not be canceled or materially altered unless at least thirty (30)
calendar days prior written notice by certified mail, return receipt requested (effective upon proper mailing),
has been sent to the County (through the County's Risk Department). (For purposes of this provision,
"materially a feted shall mean a change affecting the coverage's requ~ beretn, ~ncludmg a change to
· policy limits as set out in the then-current policy declarations page).
Simultaneously with the Certificates of Insurance, the Contractor shall file with the County's Risk
Department (and promptly update, as necessary) a certified statement as to claims pending against the
required coverages, reserves established on account of such claims, defense costs expended and
remaining on policy limits, amounts
C. In addition, these Certificates of Insurance shall contain the following clauses:
(i) The clause "other insurance provisions," in a policy in which the County of Pitldn holds a C~'rtificate,
shall not apply to the County of Pitkin.
(2) 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 police.
(3) Any and all deductibles in the above-described insurance policies shall be assumed by and be for the
amount of, and at the sole expense of the Contractor.
(4) Location ofopemt ons shall be' "al/nr,~,~t;~,,~ ,,,,4 ~. - .......
is being done." - -,- .............. anons at wmcn work t.or the referenced Project
D. Certificates of Insurance for all renewal policies shall be delivered to the County's Representative at
least fifteen (I 5) days prior to a policy's expiration date except for any police expiring on the expiration date
of this Agreement or thereafter.
E. The County reserves the right to request and receive a copy ofany police and any policy
endorsement.
8. EXEMPTIONS AND PREFERENCES
A. All purchases ofconstmction or building or any other materials for this Agreement 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 work 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 res/dents of Colorado with a preference to residents of the County where the
work is performed. .
C. Preference is given, to the extent permitted by law, to: materials, supplies and provisions produced,
manufactured or grown in Colorado, quality being at least equal to materials, supplies and provisions from
outside the state; and to local (Roaring Fork Valley) services and labor of quality at least equal to non-local
services and labor.
I1-11
9. RECORDS
The Con. tractor shall maintain comprehensive, complete and accurate books, records, and documents
concerning its performance relating to this Agreement for a period of three (3) years after final payment ~
under the Agreement and the County shall have the right within the three (3) year period to inspect and
audit these books, records and documents, upon demand, in a reasonable manner and at reasonable times,
for th.e. purpose of determining, by accepted accounting and auditing standards, compliance with all
prows~ous of the Agreement and applicable law.
10. TIIIRD PARTIES
This Agreement does not and shall not be deemed or construed to confer upon or grant to any third party or
parties, except to parties to whom Contractor or County may assign this Agreement in accordance with the
specific written permission, any rights to claim damages or to bring any suit, action or other proceeding
against either the County or Contractor because of any breach hereof or because of any of the terms,
covenants, agreements or conditions herein contained.
I 1. AGREEMENT MADE IN COLORADO
The parties agree that this Agreement was made in accordance with the laws of ibc State of Colorado and
shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado.
12. ATTORNEY'S FEES
In the event that legal action is necessary to enforce any of the provisions of this Agreement, the prevailing
party shall be entitled to its costs and reasonable attorney's fees.
13. GOVERNMENTAL IMMUNITY
Contractor agrees and understands that Pitkin County is relying on and does not waive, by any provision
of this Agreement, the monetary limitations or terms (presently $150,000.00 per person and $600,000 per
occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental
Immunity Act, 24-10-101, et. seq., C.R.S., as from time to time amended, or otherwise available to Pitkin
County or any of its officers, agents or employees. Further, nothing in these Required Clause or the
Agreement 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.
14. 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 Agreement 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 Agreement shall constitute a
mandatory charge or requirement in any ensuing fiscal year beyond the then current fiscal year of Pitkin
County. No provision ofthe Agreement shall be construed or interpreted as creating a multiple-fiscal year
direct or indirect debt or other financial obligation of Pitkin County within the meaning ofany
constitutional or statutory debt limitation. This Agreement shall not directly or indirectly obligate Pitkin
County to make any payments beyond those appropriated for Pitkin County's then current fiscal year. No
provisions of this Agreement shall be construed to pledge or create a lien on any class or source of Pitkin
County's moneys, nor shall any provision of this agreement restrict the future issuance of Pitkin County's
bonds or any obligations payable from any class or source of Pitkin County's money.
· EXIllBIT "A'
RELEASE TO CONTRACT
Original date of Contract: November 1, 2003 to October 31, 2005
Consultant: Mead & llunt, Inc.
Client: Aspen/Pitkln County Airport
0233 E. Airport Road, Suite A
Aspen, CO 81611
County Representative: Jim EIwood
Scope of Services:
Compensation For Designated Services:
Aspcn/Pitkln County Airport Mead & llunt, Inc.
By: By:
Jim EIwood
Director of Aviation
Title:
Date: Date:
11-14