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CHECK LIST
FOR CONTRACTS SUBMITTED TO CLERK AND RECORDER FOR
SCANNING/ARCHIVING
Originating Depargpent/Division: 'Zu.IJ''''J ~ hYl/v,,;J, 111.. "';'" 1("',,/</0-
Contact Person: L~ -f:fj.;tz;f;! Phone #: _ 9 20 -5 7& J
Project Name#o",.y " I/. C ,,,k.</u G..vh-A,/Contract #:~~J:;J.....;?OtJ-S__
BOCC AGENDA ITEM
(BOCe signature required)
Y STAFF AUTHORIZED SIGNATURE
(per Revised Procurement Code 7/2005)
Check procurement type:
_None ~Informal_Formal ~Sole Source _Emergency _State Bid_
Check Contract TVDe:
Dollar Amount: $ 2 C, , '10 f(
Ledger Number 00/. ZE'. 0/7006.fi'ZOOo
)( Services/Maintenance
LicenselUse
Lease
_Construction
_Goods, Equipment, Supplies
_Grant Agreements (Requires BOCC Action)
_ Change Order/Contract Amendment
_Other
_Employment (for county employees)
_Intergovernmental Agreement (Requires BOCC Action)
Non Profit
_Quasi-Public
Contractor/Business (Complete Name):
Contract Execution Date: 8/2-";/0 ,-
Automatic Renewal (Y/N): ',A/
ONe ell 6/1,' ;,.{
ontract End Dat :
Term of Contract
year(s)
All Contracts should be proofed for the following:
· No Pages Missing . All Other Blanks Filled In
. If a Page is Left Intentionally . All Exhibits Attached
Blank - Note on Page . All Legal Descriptions Attached (if appropriate)
· Page numbered consecutively . Notice of Award/Proceed Attached (if appropriate)
. All Signatures Affixed
. All Dates Filled In
Sent to Clerk and Recorder for Scanning! Archiving
Date:
Authorized Staff Person
Signature of authorized staff person indicates that document has been proofed and ready
for scanning.
Note: Clerk's Office will keep original documents in compliance with Colorado State Archives retainage
schedule.
Ht'Vls!:.,} 1" ),Idl .1\ 1'\ 05
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-
STAFF AUTHORIZED
SIGN7E
NOTICE OF AWARD
Date: August 25, 2005
TO: Honeywell Building Solutions (HBS)
345 Inverness Drive South Bldg. B
Englewood, Colorado 80112
The Owner, having duly considered the Proposal submitted for the work covered by the
Contract Document titled Honevwell HV AC Control Maintenance Contract. Honevwell
Maintenance Contract DroDosal #941-250125 in the amount of $26,408 annually, and it appearing
that the Price and other information in your Proposal Form is fair, equitable and to the best interest of
the Owner, 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 (I) copy within ten (10) consecutive days from and including the date of 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 Cody Neuhold, County
Facilities Manager.
:KU;~.;/ d
ody N hold, County FaClhl1es Manager.
==========================ACCEPT ANCE OF NOTICE==========================
ove Notice of Award is hereby acknowledged
this~ day Of~, 2005.
s..e..( ~G.,. L.e.c...V~
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Title
1
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CONTRACT FOR PROVISION OF SERVICES
Contract # 089-2005
Line Item Account # 001.28.00000.82000
THIS CONTRACT is made and entered by and between the Pitkin County Board of
County Commissioners ("County") and Hone,ywell Building Solutions (HBS) 345 Inverness
Drive South Bldg. BT Englewood~ Colorado 80112 (hereinafter "Contractor").
1. Term. The term of this contract is from August 25, 2005 to August 25, 2006. At
the expiration of the initial term, the contract may be extended for an additional term of one (1)
years by the express written consent of both parties.
2. Contractor's Obligations. Contractor shall provide Pitkin County with a Honeywell
HVAC Control Maintenance Contract.
Maintenance Contract proposal g941-250125
This is a Honeywell Maintenance Contract. The price quoted is an annual price billed quarterly.
The contract provides 16 man-hours per month for 12-months, which includes all travel and
expenses required, in addition to phone assistance and help via the intemet through the county
network system. Participation by the Pitkin County IT department is required for the Honeywell
controls to be placed on the county network system for remote access by the Facilities Manager
or their designee.
Overview:
The labor associated with the service contract will be used as needed to provide training,
reprogramming, calibrating, and verification of proper operation and to assist the County with
system operations. It should be noted that the control system is only part of the answer to the
Counties energy and environmental control. In order to provide the optimum operating HVAC
system the mechanical system also needs to be evaluated and any repairs or modifications made.
The scope of service includes 16-hours per month for either controls or mechanical services, and
will provide a professional evaluation of all your I-IVAC mechanical system equipment.
Honeywell will also assist the County in the preventative maintenance program, as well as
reviewing the Counties systems operation and make recommendations regarding those operations
and provide written reports via the internet upon completion of each inspection. By completing
regular inspections Honeywell will become more familiar with the Counties facilities and to
better assist the system requirements.
Price for Year 1:
Payment Terms:
Twenty Six Thousand Four Hundred Eight Dollars and Zero Cents, ($26,408)
Quarterly
3. Compensation and Expenses, Invoicing, Payment and Offset. The County shall
compensate Contractor for its services in accordance with the Project Budget and Schedule set
out in Paragraph 2. It is expressly understood and agreed that in no event will the total
compensation and reimbursement to be paid hereunder exceed the sum of Twenty Six
Thousand Four Hundred Eight Dollars and Zero Cents~ ($26,408) Annuall,~ for all services
rendered. By contract or amendment, the County and Contractor may reallocate the budget
among project tasks if the total budget amount remains unchanged. Contractor shall invoice for
the project monthly based on hours worked, with payment expected within thirty (30) days of
invoice, but any payment by the County may be offset by any amount the Contractor owes the
County for any reason.
4. County's Exclusive Ownership of Work Product. Drawings, specifications,
guidelines and other documents prepared by Contractor in connection with this contract shall be
the property of the County. However, Contractor shall have the right to utilize such documents
in the course of its marketing, professional presentations, and for other business purposes.
Contractor assigns to County the copyrights to all work prepared, developed, or created pursuant
to this contract, including the right to: 1) reproduce the work; 2) prepare derivative works; 3)
distribute copies to the public; 4) perform the works publicly; and 5) to display the work
publicly. Contractor shall have right to use materials produced in the course of this contract for
marketing purposes and professional presentations, articles, speeches and other business
purposes.
5. Pitkin County's Obligations. Pitkin County shall administer this contract through
a County Representative. Cody Neuhold, Facilities Manager will manage the project as the
County's Representative. In the event that Cody is not available, Temple Glassier, Public Works
Deputy Director shall assume the County Representative's duties. The services provided and
products delivered by the Contractor under this contract will be subject to review by the County's
Representatives, or a designee, for compliance with Contractor's obligations prior to final
payment.
6. Termination Prior to Expiration of Contract Term. The County has the right to
terminate this contract, with or without cause, by giving written notice to the Contractor of such
termination and specifying the effective date thereof. Such notice shall be given at least ten (10)
days before the effective date of such termination. In such event all finished or unfinished
documents, data, studies and reports prepared by the Contractor pursuant to this contract shall
become the County's property. Contractor shall be entitled to receive compensation in
accordance with the contract for any satisfactory work completed pursuant to the terms of this
contract prior to the date of termination. Not withstanding the above, Contractor shall not be
3
relieved of liability to the County for damages sustained by the County by virtue of any breach of
the contract by the Contractor.
7. Independent Contractor Status.
A. The parties to this contract intend that the relationship between them
contemplated by the contract is that of independent Contractor. Contractor, and any agent,
employee, or servant of Contractor shall not be deemed to be an employee, agent, or servant of
Pitkin County.
B. Contractor is not required to offer his services exclusively to Pitkin County under
this contract. Contractor may choose to work for other individuals or entities during the term of this
contract, provided that the basic services and deliverable products required under this contract are
submitted in the manner and on the schedule defined under this contract.
C. Contractor warrants that all work produced will conform to all applicable
industry standard of care, skill and diligence in the performance of Contractor's obligations under
this contract.
D. Contractor shall not attempt to oversee or supervise the work or actions of any
Pitkin County employee, servant or agent in the course of completing work under this contract.
E. Contractor is not entitled to any Workers' Compensation benefits through
Pitkin County and is responsible for payment of any federal, state, FICA and other income taxes.
8. Assignability. This contract is not assignable by either party. Any use of subcontractors by
the Contractor for performance of this contract must be accepted in writing by the County.
9. Binding Arbitration. Any disputes arising out of this contract shall be subject to
binding arbitration. The parties agree that any disputes concerning the terms and conditions of this
contract shall be submitted and f'mally settled by arbitration. Arbitration shall be conducted
pursuant to the mles of the American Arbitration Association and shall be presided over by the
Pitkin County Hearing Officer appointed to arbitrate Pitkin County contract disputes. Costs of the
arbitration shall be awarded to the substantially prevailing party.
10. Severability. In the event that any provision of this contract shall be held to be
invalid or unenforceable, the remaining provisions of this contract shall remain valid and binding
upon the parties hereto
11. Integration and Modification.
A. This contract represents the entire and integrated contract between the
County and the Contractor and supersedes all prior negotiations, representations, or contract, either
written or oral. This contract may be amended only by written contract signed by both the County
and the Contractor.
B. The County may, from time to time, request changes in the scope of
services of the Contractor to be performed hereunder. Such changes, including the increase or
decrease in the amount of the Contractor's compensation, which are mutually agreed upon
between the County and the Contractor, shall be in writing and upon execution shall become part
of this contract.
12. Indemnity.
A. The Contractor (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 liability for any claim, demand, loss, damages, penalty, judg-
ment, expenses, costs (including costs of investigation 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 of or in connection with any negligent
act, intentional act, error or omission by the Contractor, and for any consequential liability alleged
to accrue against the County on account of the Contractor's acts, errors or omissions; provided,
however, that such indemnity shall not be construed as an indemnity for bodily injury or property
damage arising from the 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 claims, demands, or lawsuits related hereto at its sole
expense and shall bear all other costs and expenses related thereto, even if the claim, demand or
lawsuit is groundless, false or fraudulent.
13. Insurance.
A. In whole or in part, the Contractor shall secure and maintain for the term of its
contractual relationship with the County such insurance policies, from companies licensed in the
State of Colorado, as will protect itself, the County and others as specified, from claims for bodily
injuries, death, personal injury or property damage, which may arise out of or result from the
Contractor's acts, errors or omissions. The following insurance 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
General Aggregate Limit
Products/Completed Operations Aggregate Limit
$1,000,000.00
$2,000,000.00
$2,000,000.00
Comprehensive Form (All risks) to include (place X by applicable provisions): X Premises/Operations
Underground, Explosion & Collapse Hazard
X Products/Completed Operations
X Contractual Liability
X Independent Contractors and Subcontractors
X Broad Form Property Damage
X Personal Injury
Business Auto Coverage:
Combined Single Limit Liability (each accident) $1,000,000.00
Including all owned, non-owned, and hired vehicles.
Special Coverages (check as appropriate and insert amount):
( 1 ) Performance Bond
Labor and Material
Payment Bond
(2) Professional Errors and Omissions
(3) Aircraft Liability
(4) Owner's Protective
(5) Builder's Risk
(6) Boiler and Machinery
(7) Loss of Use Insurance
(8) Pollution Liability
(9) Crime, including Employee Dishonesty Coverage, or Fidelity Bond
B. Proof of Insurance:
1. To provide evidence of the required insurance coverage, copies of
Certificates of Insurance in a form acceptable to the County shall be filed with the County through
the representative identified in Paragraph 5, no later than ten (10) calendar days prior to com-
mencement of operations affecting the County. Failure to file or maintain acceptable Certificates
of Insurance with the County is agreed to be a material broach of any contract. 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
Procurement Officer. (For purposes of this provision, "materially altered" shall mean a change
affecting the coverage's required heroin, including 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 Procurement
Officer a certified statement as to claims pending against the required coverages, reserves
established on account of such claims, defense costs expended and amounts remaining on policy
limits.
2. In addition, these Certificates of Insurance shall contain the
following clauses:
a. The clause "other insurance provisions," in a policy in which the
County of Pitkin holds a Certificate, shall not apply to the County of Pitkin.
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 in the above-described insurance policies shall
be assumed by and be for the amount of, and at the sole expense of the
Contractor.
d. Location of operations shall be: "all operations and locations at which
work for the referenced Project is being done."
3. Certificates of Insurance for all renewal policies shall be delivered to
the County's Representative at least fifteen (15) days prior to a policy's expiration date except for
any policy expiring on the expiration date of this contract or thereafter.
14. Exemptions. All purchases of construction, building or any other materials for
this contract shall not include Federal Excise Taxes or Colorado State or local sales or use taxes.
Pitkin County is exempt from such taxes under registration numbers 98-02624 and 84-78000-5K.
15. Records. The Contractor shall maintain comprehensive, complete and accurate
books, records, and documents concerning its performance relating to this contract for a period of
three (3) years after final payment under the contract and the County shall have the right within
the three (3) year period to inspect and audit these books, records and documents, upon demand,
in a reasonable manner and at reasonable times, for the propose of determining, by accepted
accounting and auditing standards, compliance with all provisions of the contract and applicable
law.
16. Contract Made in Colorado. The parties agree that this contract was made in
accordance with the laws of the State of Colorado and shall be so construed. Venue will be at a
mutual site decided by the parties.
17. Attorney's Fees. In the event that legal action is necessary to enforce any of the
provisions of this contract beyond the arbitration described in Paragraph 9, the substantially
prevailing party shall be entitled to its costs and reasonable attorney's fees.
18. Governmental Immunity. Contractor agrees and understands that Pitkin County is
relying on and does not waive, by any provision of this contract, the monetary limitations or
terms (presently $150,000.00 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 this contract shall be construed or interpreted
to require or provide for indemnification of the Contractor by the County for any injury to any
person or any property damage whatsoever which is caused by the negligence or other misconduct
of the County or its agent or employees.
19. Current Year Obligations. The parties acknowledge and agree that any payments
provided for hereunder or requirements for future appropriations shall constitute only currently
budgeted expenditures of Pitkin County. Pitkin County's obligations under this contract are
subject to Pitkin County's annual right to budget and appropriate the sums necessary to provide
the services set forth herein. No provisions of the contract shall constitute a mandatory charge or
requirement in uny ensuing fiscal year beyond the then current fiscal year of Pitkin County. No
provision of the contract shall be construed or interpreted as creating a multiple-fiscal year direct
or indirect debt or other financial obligation of Pitkin County within the meuning of any
constitutional or statutory debt limitation. This contract shall not directly or indirectly obligate
Pitkin County to make uny payments beyond those appropriated for Pitkin County's then current
fiscal year. No provisions of this contract shall be construed to pledge or create a lien on uny
class or source of Pitkin County's moneys, nor shall uny provision of this contract restrict the
future issuance of Pitkin County's bonds or uny obligations payable from any class or source of
Pitkin County's money.
20. Notice. Any written notice required by this contract shall be deemed delivered
through uny of the following: (1) hand delivery to the person at the address below; (2) delivery by
facsimile with confirmation of receipt to the fax number below; or (3) within three (3) days of
being sent certified first class mail, postage prepaid, return receipt requested addressed as
follows:
A.
To Pitkin County
Cody Neuhold, Facilities Manager
76 Service Center Road
Aspen, Colorado 81611
with copies to:
Pitkin County Attorney's Office
530 E. Main Street, #302
Aspen, Colorado 81611
To Contractor:
Honeywell Building Solutions (HBS)
345 Inverness Drive South Bldg. B
Englewood, Colorado 80112
IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out
herein above.
CONTRACTOR:
HONEYW2ELI-~BUILDING SOLUTIONS
Duniel Nordstro~n, Field Service Leader Date
PITKIN C.,OUNTY:
Cody Ne oidl Facilities Munager
Temple Glas~ier, P~c ~j~'rks Deputy Director
Date
Rev 07/13/05 dq
Honeywell Building Solutions contract
CHECKLIST:
$10,000 to $49.999/contract~services
CN Obtain budget and approval for project; determine line item account number
NA For new service providers, Finance will need a completed W-9 before any invoice will be paid.
CN Determine scope of work and criteria for selection (this will assure all proposers will receive the
same information)
CN Determine selection method: informal procurement; state bid; emergency; sole source; or other
exception. For informal procurement, proceed with soliciting informal proposals, with
documentation (memo provided). For other methods, forms are on m:/coanty/procurementJother
procurement
_CN Select proposer and complete necessary forms
_JS Obtain contract number from clerk's office
_JS Prepare written contract and include scope of work
Notice of Award, with original contract signed only by Procurement Officer, is given to the selected
proposer for signature and execution
Notify other proposers of selection (by telephone or Sorry letter under m:/county/procurement/forms)
Contract with required signatures and insurance are received back from the proposer and routed to
the necessary internal staff for signature and approval
~, if project is within budget and was on the BOCC approved project list - there is no need for BOCC
signature on contract. If it is over budget or the scope changes significantly -MOI will need to go
to the BOCC
if using the standard contract forms without any changes there is no need for Risk or Attorney
signature. If anything non-standard is in the contract you must add Risk and Attorney to signature
page of contract.
The fully executed original contract with all attachments must be sent to Clerk's Office (Jeanette
Jones) for scanning; complete clerk's checklist and attach to contract. It will be scanned to
Finance and a Purchase Order will be done and sent to Department head by Finance.
All Change Orders and/or Contract Amendments must be sent to the Clerk's office for scanning.
Final service received (Do not authorize final payment until you am satisfied that the contract has
been fully and satisfactorily completed.)
9
Final invoice received by Finance, approved by procurement officer, and paid by Finance.
INFORMAL PROCUREMENT
MEMORANDUM*
TO:
FROM:
RE:
DATE:
File
Cody Neuhold, Facilities Manager
Under $50,000 project selection form
Honeywell Building Solutions HBS Service Contract
August 22, 2005
Description of Project Honeywell Scope of Work:
Project: Pitkin County Buildings, Honeywell HVAC Control System Maintenance
Contract
Maintenance Contract proposal 0941-250125
This is a Honeywell Flex Maintenance Contract, the contract is automatically renewed yearly
with an escalation for inflation. The price quoted is an annual price billed quarterly. The
contract provides 16 man-hours per month with all travel and expenses required, and phone
assistance and help via the intemet through your system. Participation by the Pitkin County IT
department to put the Honeywell controls on the county network for remote access by the
Facilities Manager or their designee.
Overview:
The labor associated with thc service contract will be used as needed to provide training,
reprogramming, calibrating, and verification of proper operation and to assist the County with
system operation. It should be noted that the control system is only part of the answer to the
Counties energy and environmental control. In order to provide the optimum operating HYAC
system the mechanical system also needs to be evaluated and any repairs or modifications made.
The scope of service includes 16-hours per month for either controls or mechanical services, and
would provide a professional evaluation of all your I-IVAC mechanical system equipment.
Honeywell will also assist the County in the preventative maintenance program, as well as
reviewing the Counties system operations and make recommendations regarding those operations
and provide written reports upon completion of each inspection via the intemet. By completing
regular inspections Honeywell will become more familiar with the Counties facilities and to
better assist the building requirements.
10
Price for Year 1: Twenty Six Thousand Four Hundred Eight Dollars and Zero Cents, ($26,408)
Payment Terms: Quarterly
Renewal: The Contract Term will automatically be renewed for consecutive terms of one year,
unless terminated by either party by the delivery of written notice to the other at least sixty (60)
days prior to the end of such term, or unless terminated as provided herein.
Budget Approved and In Place:
Contractors Contacted: Provide name, Address, Phone of 3 vendors contacted. * For sole source
use designated fi~rms on the m/drive under "Other procurement" instead o.f this.form and have
Hilary approve and sign it be.~bre entering contract with vendor..
Proposals Received: (amounts, timelines, and references)
Firms chosen: (who and why)
Ce d~5old,~Fa~~