HomeMy WebLinkAbout20071652.tiff AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made and entered into this day of , UL
by and between the County of Weld, State of Colorado, by and on behalf f Weld County Public
Works Department, whose address is 1111 H Street, P.O. Box 758, Greeley, Colorado 80631,
hereinafter referred to as "County Department," and Terracon Consultants, Inc whose address is
1289 First Avenue, Greeley, CO 80631, hereinafter referred to as "Contract Professional."
WITNESSETH:
WHEREAS, County Department is in need of hiring an independent contract professional
to perform the following"Professional Services:" the professional services listed in the Scope of
Services attached hereto and referred to herein as "Exhibit B," as ordered by County Department
in accordance with the terms set forth in a"Work Order," in substantially the form shown on the
attached "Exhibit A," and
WHEREAS, Contract Professional has the time available and is willing to perform the
Professional Services, according to the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties hereto agree as follows:
1. TERM: The term of this Agreement shall be from uJc \4 zcr-4- ,
through and until \� Zt_g , . This Agreement may be extended
for additional one-ye&periods, riot to exceed four (4) additional one-year periods,
upon mutual written agreement of the parties. Changes in compensation for
extension terms shall be negotiated by and agreed to by both parties; however, in
no event shall such change exceed the Denver/Boulder Consumer Price Index for
All Urban Consumers (CPI-U) as published by the Colorado State Planning and
Budget Office.
2. SERVICES PROVIDED BY CONTRACT PROFESSIONAL: Contract
Professional agrees to perform the Professional Services for the compensation
provided below. Contract Professional agrees to provide Professional Services in
accordance with the terms of Work Orders issued pursuant to this Agreement by
County Department. County Department reserves the right to independently bid
any project rather than issuing a Work Order to the Contract Professional for the
same, pursuant to this Agreement.
COMPENSATION: County Department agrees to pay Contract
Professional for all service performed hereunder as follows: the Professional
Services shall be provided at the rates set forth in Exhibit B, as may be modified
or limited by Work Order. All compensation amounts payable after the current
fiscal year are contingent upon funds for that purpose being appropriated,
budgeted, and otherwise made available. No individual Work Order shall exceed
$50,000 in total compensation.
66 -(1-0
(/-07 ,` PC° 2007-1652
3. INDEPENDENT CONTRACTOR: Contract Professional agrees that he or
she is an independent contractor and will not become an employee of County
Department, nor is she entitled to any employee benefits from County Department
as a result of the execution of this Agreement.
4. INDEMNIFICATION, DESIGN AND INSURANCE: Contract
Professional shall indemnify County Department, its officers and employees,
against liability for injury or damage to the extent caused by any negligent act or
omission by Contract Professional in the performance of this Agreement and shall
hold County Department harmless from any loss occasioned as a result of the
performance of this Agreement. Contract Professional shall be responsible for the
professional quality, technical accuracy, timely completion and the coordination
of all services rendered by Contract Professional and shall, without additional
compensation, promptly remedy and correct any errors, omissions, or other
deficiencies. Contract Professional shall maintain commercial general liability
insurance in the amount of$500,000 combined single limits and errors and
omissions insurance in the amount of$250,000.
5. NON-ASSIGNMENT: Contract Professional may not assign or transfer
this Agreement, any interest therein or claim thereunder, without the prior written
approval of County Department.
6. ACCESS TO RECORDS: County Department shall have access to
Contract Professional's financial records for the purposes of audit. Such records
shall be complete and available for audit 90 days after final payment hereunder
and shall be retained and available for audit purposes for at least five years after
final payment hereunder.
7. TERMINATION: Either party may terminate this Agreement at any time
by providing the other party with a 10-day written notice thereof Furthermore,
this Agreement may be terminated at any time without notice upon a material
breach of the terms of the Agreement.
8. TIME OF THE ESSENCE: Time is of the essence in each and all of the
provisions of this Agreement.
9. ENTIRE AGREEMENT/MODIFICATIONS: This Agreement constitutes
the entire understanding between the parties with respect to the promises and
covenants made therein. No modification of the terms of this Agreement shall be
valid unless made in writing and agreed to by both parties.
10. NON-APPROPRIATION: No portion of this Agreement shall be deemed
to create an obligation on the part of County Department to expend funds not
otherwise appropriated in each succeeding year.
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11. WAIVER OF IMMUNITIES/THIRD PARTY LIABILITY: No portion of
this Agreement shall be deemed to constitute a waiver of any immunities of
County Department or its officers or employees may possess, nor shall any
portion of this Agreement be deemed to have created a duty of care with respect
to any persons other than County Department and not a party to this Agreement.
12. COUNTY REPRESENTATIVE: County Department will designate, prior
to commencement of work, its project representative ("County Representative")
who shall make, within the scope of his or her authority, all necessary and proper
decisions with reference to the project. All requests for contract interpretations,
change orders, and other clarification or instruction shall be directed to County
Representative.
13. MONTHLY REPORT: Commencing thirty (30) days after the date of
execution of this Agreement and every thirty (30) days thereafter, Contract
Professional is required to provide County Representative with a written report of
the status of the work with respect to the Scope of Services, Work Schedule, and
other material information. Failure to provide any required monthly report may,
at the option of the County, suspend the processing of any partial payment
request.
14. ACCEPTANCE NOT WAIVER: County Department's approval of
drawings, designs, plans, specifications, reports, and incidental work or materials
furnished hereunder shall not in any way relieve Contract Professional of
responsibility for the quality or technical accuracy of the work. County
Department's approval or acceptance of, or payment for, any of the services shall
not be construed to operate as a waiver of any rights or benefits provided to
County Department under this Agreement.
15. OWNERSHIP: All work and information obtained by the Contract
Professional under this Agreement or individual work order shall become the
property of the County. This includes, but is not limited to, reports, data, plans,
drawings, records and computer files.
16. CONSEQUENTIAL DAMAGES: Neither party shall be liable to the other
for loss of profits or revenue; loss of use or opportunity; loss of good will; cost of
substitute facilities, goods, or services; cost of capital; or for any special,
consequential, indirect, punitive, or exemplary damages,
STANDARD OF CARE/ WARRANTY: Contract Professional will
perform the Services in a manner consistent with that level of care and skill
ordinarily exercised by members of the profession currently practicing
under similar conditions in the same locale. CONTRACT PROFESSIONAL
MAKES NO WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED,
RELATING TO CONTRACT PROFESSIONALS SERVICES AND
CONTRACT PROFESSIONAL DISCLAIMS ANY IMPLIED WARRANTIES
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OR WARRANTIES IMPOSED BY LAW, INCLUDING WARRANTIES OF
MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
SITE ACCESS AND SAFETY: County Department shall secure all
necessary site related approvals, permits, licenses, and consents necessary to
commence and complete the Services and will execute any necessary site access
agreement Contract Professional will be responsible for supervision and site
safety measures for its own employees, but shall not be responsible for the
supervision or health and safety precautions for any third parties, including
County department's County Departments, Contract Professionals, or other parties
present at the site.
SUBSURFACE EXPLORATION: Subsurface conditions throughout the
site may vary from those depicted on logs of discrete boring, test pits, or other
exploratory services. County Department understands Contract Professional's
layout of boring and test locations is approximate and that Contract Professional
may deviate a reasonable distance from those locations. Contract Professional will
take reasonable precautions to reduce damage to the site when performing
Services; however, County Department accepts that invasive services such as
drilling or sampling may damage or alter the site. Site restoration is not provided
unless specifically included in the Service Scope of Work.
UTILITIES: Contract Professional shall utilize a utility locating service
for public utilities. County Department shall provide the location and/or arrange
for the marking of private utilities and subterranean structures. Contract
Professional shall take reasonable precautions to avoid damage or injury to
subterranean structures or utilities. Contract Professional shall not be responsible
for damage to subterranean structures or utilities that are not called to Contract
Professional's attention, are not correctly marked, including by a utility locate
service, or are incorrectly shown on the plans furnished to Contract Professional.
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IN WITNESS WHEREOF, the parties hereto have signed this Agreement this 11th day of
June 2007
COUNTY DEPARTMENT:
ATTEST: Midi
COUNTY OF WELD, a political
fa f-_ subdivision Weld County Clerk to the Board
a. ' \ f the STATE OF COLORADO:
70 past
2 E
By: PU " "1 / "i c�ti
uty rk to the Bo O,7 = s#1 David E. Long, Chair
ci-'f F .. Board of County Commissioner f the
County of Weld
06/11/2007
CONTRACT PROFESSIONAL:
By:_Icy Tcy rcLo.A. Date ac. ,
Name: -1-t-,) ALa2c.c4c-r'
Title: QUFO << ys1/4"-44te�
SUBSCRIBED AND SWORN to before me this7 day of` 'A\P , 2C67.
'WITNESS my hand and official seal.
541-
!lic\n
Notary blic
My commission expires:
My Commission apices
06/20/2008
5
QBP NO. B0700069
RE: GEOTECHNICAL TESTING SERVICES/Public Works Department
THE FOLLOWING PROPOSALS WERE PRESENTED ON APRIL 18TH, 2007 AND WERE
APPROVED BY THE WELD BOARD OF COUNTY COMMISSIONERS ON WED. MAY 16TH
2007:
VENDORS
EARTH ENGINEERING
4396 GREENFIELD DRIVE
WINDSOR CO 80550
TERRACON CONSULTING ENGINEERS & SCIENTISTS
1289 FIRST AVENUE
GREELEY CO 80631
GEOCAL INC
7290 SOUTH FRASER STREET
CENTENNIAL CO 80112-4286
CTL/THOMPSON INC.
351 LINDEN STREET UNIT #140
FT COLLINS CO 80524
SOILOGIC INC.
1435 HILLTOP CIRCLE
WINDSOR CO 80550
IT WAS THE DECISION OF WELD BOARD OF COUNTY COMMISSIONERS TO AWARD
THE BID FOR GEOTECHNICAL TESTING SERVICES TO TWO VENDORS, TERRACON
CONSULTING ENGINEERS & SCIENTISTS AND CTL/THOMPSON INC.
WELD COUNTY COL ,
COLORADO
BY: ot v OR
MONICA MIKA
DIRECTOR OF ADM. SERVICES
APRIL 17TH, 2007
MEMORANDUM
' TO: Clerk to the Board DATE: June 7, 2007
C.
COLORADO FROM: Tracy Dyer, Lead Inspector, Public Works
SUBJECT: Consent Agenda Item
Agreement for Professionals Services with Terracon Consultants.
The appropriate documentation is attached.
M:\Francie\AgendaChairSignature.doc
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