HomeMy WebLinkAbout20071796.tiff RESOLUTION
RE: APPROVE STATE OF COLORADO PERSONAL SERVICES CONTRACT FOR
NOXIOUS WEED CONTROL AND AUTHORIZE CHAIR TO SIGN
WHEREAS,the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS,the Board has been presented with a State of Colorado Personal Services
Contract for Noxious Weed Control between the County of Weld,State of Colorado, by and through
the Board of County Commissioners of Weld County,on behalf of the Department of Public Works,
and Colorado Department of Agriculture,commencing July 1,2007,and ending November30,2007,
with further terms and conditions being as stated in said contract, and
WHEREAS,after review,the Board deems it advisable to approve said contract, a copy of
which is attached hereto and incorporated herein by reference.
NOW,THEREFORE,BE IT RESOLVED by the Board of County Commissioners of Weld
County,Colorado,that the State of Colorado Personal Services Contract for Noxious Weed Control
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Public Works, and Colorado
Department of Agriculture be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said contract.
The above and foregoing Resolution was,on motion duly made and seconded,adopted by
the following vote on the 27th day of June, A.D., 2007.
BOARD OF COUNTY COMMISSIONERS
�� WELD COUNTY, COLORADO
ATTEST: Mideteh
EXCUSED
David E. Long, Chair
Weld County Clerk to the Board %
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BY: GeeTee4 497 7z
Deputy Clerk to the Board
Willi F. ar
AP D A •
Robert D. Masden
unty Attorney \�- ,o .T
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Douglas.Rademach ,,
Date of signature:
2007-1796
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j MEMORANDUM
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CTO: Clerk to the Board DATE: June 25, 2007
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COLORADO FROM: Tina Booton, Public Work�{l U'�.
SUBJECT: Agenda Item
Weld County,in conjunction with Logan County,was awarded a grant from the United States
Forest Service through the Colorado Department of Agriculture. This grant offers cost-share
money to landowners in the two Counties to eradicate Diffuse knapweed, Salt Cedar and
Houndstongue.
The program is set-up on an 80:20 for re-imbursement at a maximum of $500 to each
landowner. This grant is intended for the area north of Weld County Road 74,and from East
to West. Priority will be given to lands closest to the Pawnee Grassland.
The total grant is$7,500. Please accept the terms of the grant program by signing the enclosed
paperwork.
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2007-1796
STATE OF COLORADO
DEPARTMENT OF AGRICULTURE p4 cozo
700 Kipling Street, Suite 4000 csii
Lakewood, Colorado 80215-8000 *`
Administrative Services/Purchasing \`'./8164
(303) 239-4130
(303) 239-4160 FAX
Weld County
P.O. Box 758 8111 Ritter
Greeley,CO. 80632 Governor
John Stulp
Commissioner
Sheldon R Jones
Attn: Tina Booton Deputy
Commissioner
Ms. Booton;
I am sending 2 copies of a contract concerning noxious weed control.These are on the State's new standardized contract form.
Please review the contract and if acceptable have both copies signed by the appropriate signatory. Have the signatures attested by
your clerk or secretary,and have him/her affix your county's seal where indicated. Return both copies of the contract to me and I
will route for approvals.Once the approvals have been granted I will mail you a copy of the approved contract.
If you have any questions or concerns you may contact me at 303-239-4130. Thank you!
Si er y,
Robert Archer
Purchasing Agent
State of Colorado-Department of Agriculture
Contract Routing Number(CLIN #):07BAA00281
STATE OF COLORADO PERSONAL SERVICES CONTRACT
THIS CONTRACT, dated this 13th day of July, 2007, by and between the State of Colorado, for the use
and benefit of the Department of Agriculture, located at 700 Kipling St, Suite 4000, Lakewood, Colorado,
80215-8000 (the "State"), and Weld County, a(n) political subdivision, located at P.O. Box 758, Greeley,
Colorado, 80632-0758, ("Contractor").
FACTUAL RECITALS
A. Authority exists in the law and funds have been budgeted, appropriated and otherwise made
available and a sufficient unencumbered balance thereof remains available for encumbering and
subsequent payment of this contract through the Colorado Financial Reporting Systems (COFRS).
B. Required approval, clearance and coordination have been accomplished from and with appropriate
agencies.
C. Contractor's bid was selected in accordance with Colorado law and State Procurement Rules
pursuant to the State's issuance of a(n); Competition Not required—exempt procurement;
D. Authority for the agency entering into this contract arises from Colorado Revised Statutes (CRS) 35-
5.5-108.5(2)(b)(II).
E. The State requires cooperation in the eradication of noxious weeds. Contractor is ready, willing and
able to provide such services and goods, if applicable.
NOW THEREFORE, in consideration of and subject to the terms, conditions, provisions and limitations
contained in this contract, the State and Contractor agree as follows:
AGREEMENT
1. Definitions
The following terms as used in this contract shall be construed and interpreted as follows, unless the
context otherwise expressly requires a different construction and interpretation:
1.1. "Compensation" means the funds payable to Contractor by the State which are related to the
Goods and Services set forth in the Statement of Work set forth in Exhibit A, attached hereto and
incorporated herein.
1.2. "Contract" means this contract for Services, its terms and conditions, attached exhibits, documents
incorporated by reference under the terms of this contract, and any future modifying agfren eats,
exhibits, attachments or references that are incorporated pursuant to State Fiscal Res art Pokd
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1.3. "Exhibit" means a statement of work document, schedule, budget, or other identified exhibit wbiCA
has been incorporated into and attached to this contract. ±"l"t ((In
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1.4. "Goods" or"Products" means N/A . "` z
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Page 1 of 15 N
1.5. "Services" means services performed or tangible material produced or delivered in the performance
of services.
BASIC CONTRACT TERMS
2. Statement of Work
2.1 Contractor shall perform the Services and provide the Goods (if applicable) described in Exhibit A,
Statement of Work.
3. Performance Standard
Contractor shall perform the Services described in Exhibit A, Statement of Work, in accordance with the
highest standard of care, skill and diligence provided by a professional person or company in performance
of work similar to the Services, and all services, and all consumables, products, and materials used in
performance of the Services shall be of good quality and free from faults and defects. Contractor warrants
that(a) services or goods provided under this contract shall meet the description in Exhibit A, Statement of
Work, (b) there are no pending or threatened suits, claims, or actions of any type with respect to the
services or goods provided and (c) the services and goods shall be free and clear of any liens,
encumbrances, or claims arising by or through Contractor or any party related to Contractor.
4. Performance Term
4.1. This contract shall be effective upon approval by the Colorado State Controller, or designee, or on
July 1, 2007, whichever is later (the "Effective Date") and extend through November 30, 2007.
Performance of this contract shall commence as soon as practicable after the Effective Date and
shall be undertaken and performed in the sequence and manner set forth in Exhibit A, Statement of
Work.
4.2.In the event the State desires to continue the Services and a replacement contract has not been fully
approved by the termination date of this contract, the State, upon written notice to Contractor, may
unilaterally extend this contract for a period of up to two (2) months. The contract shall be extended
under the same terms and conditions as the original contract, including, but not limited to prices, rates
and service delivery requirements. This extension shall terminate at the end of the two (2) month
period or when the replacement contract is signed by the Colorado State Controller or an authorized
delegate.
5. Compensation
5.1. Payment of compensation pursuant to this contract will be made as earned, in whole or in part, from
available State funds encumbered in a maximum amount not to exceed $7,500 for the performance
of the Services and acquisition of Goods required by this contract and Exhibit A, Statement of Work.
Satisfactory performance under the terms of this contract shall be a condition precedent to the
State's obligation to compensate Contractor. Contractor shall submit approved invoice, attached as
Exhibit B,for payment, and project completion report, attached as Exhibit C.
5.2. The maximum compensation payable under this contract, and under any renewal hereof, shall
include all Contractor fees, costs and expenses, including but not limited to, labor costs, rent or
mortgage payment, travel expenses, overhead, parts, repairs and replacements, mileage, supplies,
mailing, testing, communications, reporting, debugging, delivery charges or other operation or
contract expenses.
5.3. The State shall not be liable to Contractor for payment of work or services or for costs or expenses
incurred by Contractor prior to the "Effective Date".
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6. Availability of Funds
This contract is contingent upon the continuing availability of State appropriations as provided in Section 2
of the Colorado Special Provisions, incorporated as a part of this contract. The State is prohibited by law
from making fiscal commitments beyond the term of its current fiscal period. If Federal appropriations or
grants fund this contract in whole or in part, the contract is subject to and contingent upon the continuing
availability of appropriated Federal funds for this contract. If State of Colorado or Federal funds are not
appropriated, or otherwise become unavailable to fund this contract, the State may immediately terminate
the contract in whole or in part without further liability.
PROCEDURES FOR AND OBLIGATIONS OF CONTRACT PERFORMANCE
7. Billing/Payment Procedure
7.1. The State shall establish billing procedures and pay Contractor the contract price or rate for Services
performed, reviewed, and accepted or Goods delivered, inspected, and accepted pursuant to all the
terms and conditions of this contract, including without limitation, performance, quality, milestones
and completion requirements for payment set forth in Exhibit A, Statement of Work, and the State's
inspection and acceptance rights in Section 8. Contractor shall submit invoices for payment on forms
and provide requested documentation in a manner prescribed or approved by the State. Payments
pursuant to this contract shall be made as earned, in whole or in part, from available funds
encumbered for the purchase of the described Services and Goods. Incorrect payments by the State
to Contractor due to omission, error, fraud, or defalcation shall be recovered from Contractor by
deduction from subsequent payments under this contract or other contracts between the State and
Contractor or collected as a debt due to the State.
7.2. Invoices and payments shall be mailed using the US Postal Service or other delivery service with a
properly addressed stamped envelope to the following addresses:
For the State:
Department of Agriculture
700 Kipling St, Suite 4000
Lakewood, CO. 80215-8000
Attention: Crystal Andrews
For Contractor:
Weld County
P.O. Box 758
Greeley, CO. 80632
Attention: Tina Booton
7.3. The State shall make payment in full with respect to each invoice within forty-five (45) days of receipt
thereof; provided that the amount invoiced represents Goods and/or Services which have been
accepted by the State and the form of the invoice is acceptable to the State. Uncontested amounts
not paid by the State within forty-five (45) days shall bear interest on the unpaid balance beginning
with the forty-sixth (46th) day at a rate of one percent (1%) per month until paid in full; provided,
however, that no interest shall accrue with respect to unpaid amounts for which the State has
delivered to Contractor notice of a good faith dispute. Contractor shall invoice the State separately
for accrued interest on delinquent amounts. The billing shall reference the delinquent payment, the
number of day's interest to be paid and the applicable interest rate.
8. Inspection and Acceptance
The State reserves the right to inspect Services and Goods provided under this contract at all reasonable
times and places during the term of this contract, including any extensions. If any of the Services or Goods
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do not conform to contract requirements, the State may require Contractor to promptly perform the
Services or provide Goods again in conformity with contract requirements, at no additional cost to the
State. When defects in the quality or quantity of Services and Goods cannot be corrected by re-
performance, the State may:
(a) require Contractor to take necessary action to ensure that future performance conforms to this
contract's requirements; and
(b) equitably reduce the payment due to Contractor to reflect the reduced value of the Services
performed or Goods provided.
These remedies shall in no way limit the remedies available to the State in other provisions of this contract
or remedies otherwise available in equity or at law, all of which may be exercised by the State, at its option,
in lieu of or in conjunction with the preceding measures. Furthermore, the reduction, delay or denial of
payment hereunder shall not constitute a breach of contract or default by the State.
9. Reporting
Unless otherwise provided in this contract or the exhibits hereto, Contractor shall submit, on a quarterly
basis and upon termination or completion of work, a written progress report analyzing the performance
under this contract and specifying progress made for each activity identified in Contractor's duties and
obligations. Such written analysis shall be in accordance with the procedures developed and prescribed by
the State. The preparation of reports in a timely manner shall be the responsibility of Contractor and failure
to comply may result in the delay of payment of funds and/or termination of this contract. Required reports
shall be submitted to the State not later than the end of each calendar quarter, or at such time as otherwise
specified. Notwithstanding anything herein to the contrary, including without limitation the priority provisions
set forth in Section 35, specific reporting requirements set forth in Exhibit A, Statement of Work, or in other
exhibits to this contract, shall take precedence over this general reporting provision.
10. Rights in Data, Documents, and Computer Software
10.1 Any software, research, reports, studies, data, photographs, negatives or other documents,
drawings, models, materials, or work product of any type, including drafts, prepared by Contractor in
the performance of its obligations under this contract (the "Work Product"), shall be the exclusive
property of the State and all Work Product shall be delivered to the State by Contractor upon
completion, termination, or cancellation of this contract. The rights of the State with respect to such
Work Product shall include, but not be limited to, the right to copy, publish, display, transfer, prepare
derivative works, or otherwise use such Work.
10.2 Contractor shall not use, willingly allow, cause or permit such property to be used for any purpose
other than the performance of Contractor's obligations under this contract, without the prior written
consent of the State. The rights of the State with respect to such property shall include, but not be
limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use such
property.
11. Maintenance, Inspection and Monitoring of Records
11.1 Contractor shall maintain a complete file of all records, documents, communications, notes and other
written materials or electronic media, files or communications, which pertain in any manner to the
operation of programs or the delivery of Services or Goods under this contract, and shall maintain
such records for a period of three (3) years after the date of termination of this contract or final
payment hereunder, whichever is later, or for such further period as may be necessary to resolve any
matters which may be pending, or until an audit has been completed; provided, that if an audit by or
on behalf of the Federal and/or Colorado State government has begun but is not completed or audit
findings have not been resolved after a three (3) year period, such materials shall be retained until
the resolution of the audit findings.
11.2 Contractor shall permit the State, the Federal Government or any other duly authorized agent of a
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governmental agency to audit, inspect, examine, excerpt, copy and/or transcribe Contractor's records
during the term of this contract and for a period of three (3) years following termination of this
contract or final payment hereunder, whichever is later, to assure compliance with the terms hereof
or to evaluate Contractor's performance hereunder.
11.3 Contractor also shall permit these same described entities to monitor all activities conducted by
Contractor pursuant to the terms of this contract. As the monitoring agency, in its sole discretion,
may deem necessary or appropriate, such monitoring may consist of internal evaluation procedures,
examination of program data, special analyses, on-site checking, formal audit examinations, or any
other reasonable procedure. All such monitoring shall be performed in a manner that will not unduly
interfere with contract performance.
12. Confidentiality of State Records and Information
12.1 Contractor acknowledges that it may come into contact with confidential information in connection
with this contract or in connection with the performance of it's obligations under this contract,
including but not limited, to personal records and information of individuals. It shall be the
responsibility of Contractor to keep all State records and information confidential at all times and to
comply with all Colorado State and Federal laws and regulations concerning the confidentiality of
information to the same extent applicable to the State. Any request or demand for information in the
possession of Contractor made by a third party who is not an authorized party to this contract shall
be immediately forwarded to the State's principal representative for resolution.
12.2 Contractor shall notify all of its agents, employees, subcontractors and assigns who will come into
contact with State information that they are subject to the confidentiality requirements set forth
herein, and shall provide each with a written explanation of the requirements before they are
permitted to access information or data. Contractor shall provide and maintain a secure environment
that ensures confidentiality of all State records and information wherever located. No State
information of any kind shall be distributed or sold to any third party or used by Contractor or its
agents in any way, except as authorized by the contract and as approved by the State. State
information shall not be retained in any files or otherwise by Contractor or its agents, except as set
forth in this contract and approved by the State. Disclosure of State records or information may be
cause for legal action against Contractor or its agents. Defense of any such action shall be the sole
responsibility of Contractor.
13. Litigation Reporting
Unless otherwise specifically provided herein, Contractor shall promptly notify the State in the event that
Contractor learns of any actual litigation in which Contractor is a party defendant. Contractor, within ten
(10) days after being served with a summons, complaint, or other pleading in a case which involves
Services or Goods provided or Contractor's performance under this contract, which has been filed in any
Federal or state court or administrative agency, shall deliver copies of such document to the State's
principal representative, or in absence of such designation, to the chief executive officer of the department,
agency, or institution executing this contract on behalf of the State.
14. Conflict of Interest.
14.1 During the term of this contract, Contractor shall not engage in any business or personal activities or
practices or maintain any relationships which conflict in any way with the full performance of
Contractor's obligations under this contract.
14.2 Additionally, Contractor acknowledges that in governmental contracting, even the appearance of a
conflict of interest is harmful to the interests of the State. Thus, Contractor shall refrain from any
practices, activities or relationships that could reasonably be considered to be in conflict with the full
performance of Contractor's obligations to the State in accordance with the terms and conditions of
this contract, without the prior written approval of the State.
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14.3. In the event that Contractor is uncertain whether the appearance of a conflict of interest may
reasonably exist, Contractor shall submit to the State a full disclosure statement setting forth the
relevant details for the State's consideration and direction. Failure to promptly submit a disclosure
statement or to follow the State's direction in regard to the apparent conflict shall be grounds for
termination of the contract.
14.4. Contractor and subcontractors, permitted under the terms of this contract, shall maintain a written
code of standards governing the performance of their respective employees engaged in the award
and administration of contracts. No employee, officer or agent of Contractor or any permitted
subcontractor shall participate in the selection, or in the award or administration of a contract or
subcontract supported by Federal funds if a conflict of interest, real or apparent, would be involved.
Such a conflict would arise when:
(a) an employee, officer or agent;
(b) any member of the employee's immediate family;
(c) an employee's partner; or
(d) an organization, which employs, or is about to employ, any of the above,
has a financial or other interest in the firm selected for award. Contractor's or subcontractor's
officers, employees, or agents shall neither solicit nor accept gratuities, favors, or anything of
monetary value from Contractor, potential contractors, or parties to sub-agreements.
REPRESENTATIONS AND WARRANTIES
15. Warranties. During the term of this contract and for a period of 0 months following the State's final
acceptance under this contract, Contractor warrants as follows:
15.1 All Goods furnished under this contract shall be new and in good working order, free from defects in
materials or workmanship, installed properly and in accordance with manufacturers'
recommendations or other industry standards and will function in a failure-free manner. Contractor
shall repair or replace, at its option, any Goods that fail to satisfy this warranty.
15.2 Contractor shall assign and deliver to the State all written manufacturer's warranties relating to the
Goods.
15.3 All Services under this Contract shall be performed in accordance with the specifications set forth in
this contract and Exhibit A and in a manner acceptable to the State. Contractor shall re-perform any
Services that fail to satisfy this warranty.
15.4 All deliverables delivered under this contract by Contractor shall meet the specifications set forth in
this contract and Exhibit A. Contractor shall correct or replace any deliverables which fail to satisfy
this warranty.
The foregoing warranties and such other warranties as may be set forth in Exhibit A, Statement of Work,
are a part of the minimum work requirements of this contract, and as such will be at no additional cost to
the State.
16. Licenses, Permits, and Responsibilities
Contractor certifies that, at the time of entering into this contract, it has currently in effect all necessary
licenses, certifications, approvals, insurance, permits, and other authorizations required to properly perform
the Services and/or deliver the Goods covered by this contract. Contractor warrants that it shall maintain all
necessary licenses, certifications, approvals, insurance, permits, and other authorizations required to
properly perform this contract, without reimbursement by the State or other adjustment in contract price.
Additionally, all employees of Contractor performing services under this contract shall hold the required
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licenses or certifications, if any, to perform their responsibilities. Contractor, if a foreign corporation or other
entity transacting business in the State of Colorado, further certifies that it currently has obtained and shall
maintain any applicable certificate of authority to do business in the State of Colorado and has designated
a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non-renewal of
licenses, certifications, approvals, insurance, permits or any such similar requirements necessary for
Contractor to properly perform this contract, shall be deemed to be a default by Contractor and grounds for
termination of this contract by the State.
17. Tax Exempt Status
Contractor acknowledges that the State of Colorado is not liable for any sales, use, excise, property or
other taxes imposed by any Federal, State or local government tax authority. The State also is not liable
for any Contractor franchise or income related tax. No taxes of any kind shall be charged to the State.
18. Legal Authority
Contractor warrants that it possesses the legal authority to enter into this contract and that it has taken all
actions required by its procedures, by-laws, and/or applicable laws to exercise that authority, and to lawfully
authorize its undersigned signatory to execute this contract and to bind Contractor to its terms. Contractor
further certifies that, if it is a foreign corporation or other entity, it currently has obtained and shall maintain
during the performance of this contract a certificate of authority to transact business in the State of
Colorado and has designated a registered agent in Colorado to accept service of process. In any event,
Contractor agrees it shall submit voluntarily to the personal jurisdiction of the Federal and State courts in
the State of Colorado and venue in the City and County of Denver, Colorado. The person(s) executing this
contract on behalf of Contractor warrant(s) that such person(s) have full authorization to execute this
contract.
19. Compliance with Applicable Law
19.1 Contractor shall at all times during the execution of this contract strictly adhere to, and comply with,
all applicable Federal and Colorado State laws, and their implementing regulations, as they currently
exist and may hereafter be amended, which laws and regulations are incorporated herein by this
reference as terms and conditions of this contract. Contractor also shall require compliance with
such laws and regulations by subcontractors under subcontracts permitted under this contract.
19.2 Federal laws and regulations incorporated into this contract include,eC. 8 o 6101, et seq.
ioutlimitation:
(a) Age Discrimination Act of 1975
(b) Age Discrimination in Employment Act of 1967 29 U.S.C. 621-634
(c) Americans with Disabilities Act of 1990 (ADA) 42 U.S.C. 12101, et seq.
(d) Equal Pay Act of 1963 29 U.S.C. 206(d)
(e) Immigration Reform and Control Act of 1986 8 U.S.C. 1324b
(f) Section 504 of the Rehabilitation Act of 1973 29 U.S.C. 794
(g) Title VI of the Civil Rights Act of 1964 42 U.S.C. 2000d
(h) Title VII of the Civil Rights Act of 1964 42 U.S.C. 2000e
(i) Title IX of the Education Amendment of 1972 20 U.S.C. 1681, et seq.
(j) Section 24-34-302, et seq., Colorado Revised Statutes 1997, as amended
19.3 Contractor shall also comply with any and all laws and regulations prohibiting discrimination in the
performance of Contractor's obligations under this contract. In consideration of and for the
purpose of obtaining any and all Federal and/or Colorado State financial assistance, Contractor
makes the following assurances, upon which the State relies:
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(a) Contractor shall not discriminate against any person on the basis of race, color, national
origin, age, sex, religion and handicap, including Acquired Immune Deficiency Syndrome
(AIDS) or AIDS-related conditions, in performance of work under this contract.
(b) At all times during the performance of this contract, no qualified individual with a disability
shall, by reason of such disability, be excluded from participation in, or denied benefits of
the service, programs, or activities performed by Contractor, or be subjected to any
discrimination by Contractor.
19.4 Contractor shall take all necessary affirmative steps, as required by 45 CFR 92.36(e), Colorado
Executive Order, and Procurement Rules to assure that small and minority businesses and women's
business enterprises are used, when possible, as sources of supplies, equipment, construction, and
services purchased under this contract.
19.5 Insurance.
1. The Contractor shall obtain, and maintain at all times during the term of this
agreement, insurance in the following kinds and amounts:
a. Worker's Compensation Insurance as required by state statute, and Employer's
Liability Insurance covering all of the contractor's employees acting within the course and
scope of their employment.
b. Commercial General Liability Insurance written on ISO occurrence form CG 00 01
10/93 or equivalent, covering premises operations, fire damage, independent contractors,
products and completed operations, blanket contractual liability, personal injury, and
advertising liability with minimum limits as follows:
$1,000,000 each occurrence;
ii. $1,000,000 general aggregate;
di. $1,000,000 products and completed operations
aggregate; and
iv. $50,000 any one fire.
If any aggregate limit is reduced below$1,000,000 because of claims made or paid, the
contractor shall immediately obtain additional insurance to restore the full aggregate limit
and furnish to the State a certificate or other document satisfactory to the State showing
compliance with this provision.
Automobile Liability Insurance covering any auto (including owned, hired and non-owned
autos)with a minimum limit as follows: $1,000,000 each accident combined single limit.
2. The State of Colorado shall be named as additional insured on the Commercial
General Liability and Automobile Liability Insurance policies (leases and construction
contracts will require the additional insured coverage for completed operations on
endorsements CG 2010 11/85, CG 2037, or equivalent). Coverage required of the
contract will be primary over any insurance or self-insurance program carried by the State
of Colorado.
3. The Insurance shall include provisions preventing cancellation or non-renewal
without at least 45 days prior notice to the State by certified mail.
4. The contractor will require all insurance policies in any way related to the contract
and secured and maintained by the contractor to include clauses stating that each carrier
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will waive all rights of recovery, under subrogation or otherwise, against the State of
Colorado, its agencies, institutions, organizations, officers, agents, employees and
volunteers.
5. All policies evidencing the insurance coverages required hereunder shall be issued
by insurance companies satisfactory to the State.
6. The contractor shall provide certificates showing insurance coverage required by
this contract to the State within 7 business days of the effective date of the contract, but in
no event later than the commencement of the services or delivery of the goods under the
contract. No later than 15 days prior to the expiration date of any such coverage, the
contractor shall deliver the State certificates of insurance evidencing renewals thereof. At
any time during the term of this contract, the State may request in writing, and the
contractor shall thereupon within 10 days supply to the State, evidence satisfactory to the
State of compliance with the provisions of this section.
7. Notwithstanding subsection a of this section, if the Contractor is a "public entity"
within the meaning of the Colorado Governmental Immunity Act, CRS 24-10-101, et seq.,
as amended ("Act"), the contractor shall at all times during the term of this contract
maintain only such liability insurance, by commercial policy or self-insurance, as is
necessary to meet its liabilities under the Act. Upon request by the State, the contractor
shall show proof of such insurance satisfactory to the State.
REMEDIES
20. Remedies
In addition to any other remedies provided for in this contract, and without limiting the remedies otherwise
available at law or in equity, the State may exercise the following remedial actions if Contractor
substantially fails to satisfy or perform the duties and obligations in this contract. "Substantial failure" to
satisfy duties and obligations shall be defined to mean material, insufficient, incorrect or improper
performance, activities, or inaction by Contractor. These remedial actions are as follows:
(a) Suspend Contractor's performance pending necessary corrective action as specified by the
State, without Contractor's entitlement to adjustment in price/cost or schedule. Furthermore, at
the State's option, a directive to suspend may include suspension of this entire contract or any
particular part of this contract that the State determines in good faith would not be beneficial or
in the State's best interests due to Contractor's substantial non-performance. Accordingly, the
State shall not be liable to Contractor for costs incurred after the State has duly notified
Contractor of the suspension of performance under this provision, and Contractor shall
promptly cease performance and incurring costs in accordance with the State's directive;
(b) Withhold payment to Contractor until the necessary Services or Goods or corrections in
performance, development or manufacture, are satisfactorily completed;
(c) Request the removal from work on this contract of employees or agents of Contractor identified
by the State, in it's reasonable judgment, as being incompetent, careless, insubordinate,
unsuitable, or otherwise unacceptable, or whose continued employment on this contract the
State deems to be contrary to the public interest or not in the best interests of the State;
(d) Deny payment for those Services or obligations which have not been performed and/or Goods
which have not been provided and which, due to circumstances caused by Contractor, cannot
be performed, or if performed would be of no value to the State. Denial of the amount of
payment must be reasonably related to the value of work or performance lost to the State;
and/or
(e) Terminate this contract for default.
Page 9 of 15
The above remedies are cumulative and the State, in its sole discretion, may exercise any or all of them
individually or simultaneously.
21. Termination for Convenience
21.1 When the interests of the State so require, the State may terminate this contract in whole or in part,
for the convenience of the State. The State shall give written notice of termination to Contractor
specifying the termination of all or a portion of this contract and the effective date of such. Exercise
by the State of this termination for convenience provision shall not be deemed a breach of contract
by the State. Upon receipt of written notice, Contractor shall incur no further obligations in
connection with the terminated work and, on the date set in the notice of termination, Contractor shall
stop work to the extent specified. Contractor shall also terminate outstanding orders and
subcontracts as they relate to the terminated work. All finished or unfinished documents, data,
studies, research, surveys, drawings, maps, models, photographs, and reports or other materials
prepared by Contractor under this contract shall, at the option of the State, be delivered by
Contractor to the State and shall become the State's property. The State may direct Contractor to
assign Contractor's right, title, and interest under terminated orders or subcontracts to the State.
Contractor shall complete and deliver to the State the work not terminated by the notice of
termination and may incur obligations as are necessary to do so within the contract terms.
21.2 If this contract is terminated by the State as provided herein, Contractor shall be paid an amount
which bears the same ratio to the total compensation as the Services satisfactorily performed or the
Goods or deliverables satisfactorily delivered or installed bear to the total Services, Goods or
deliverables covered by this contract, less payments of compensation previously made, provided,
however, that if less than sixty percent (60%) of Contractor's obligations under this contract have
been completed upon the effective date of such termination, Contractor shall be reimbursed (in
addition to the above payment) for that portion of the actual out-of-pocket expenses (not otherwise
reimbursed under this contract) incurred by Contractor during the contract period which are directly
attributable to the uncompleted portion of Contractor's obligations covered by this contract. In no
event shall reimbursement under this clause exceed the contract amount. If this contract is
terminated for cause, or due to the fault of the Contractor, the Termination for Cause or Default
provision shall apply.
22. Termination for Default/Cause
If Contractor refuses or fails to perform any of the provisions of this contract with such diligence as will
ensure its completion within the time and pursuant to the requirements and terms specified in this contract,
the State may notify Contractor in writing of such non-performance. If Contractor fails to promptly correct
such delay or non-performance within the time specified, the State, may, at its option, terminate this entire
contract or such part of this contract as to which there has been delay or a failure to properly perform. If
terminated for cause, the State shall only reimburse Contractor for accepted work or deliverables received
up to the date of termination and final payments may be withheld. In the event of termination, all finished or
unfinished documents, data, studies, research surveys, reports, other materials prepared by Contractor, or
materials owned by the State in the possession of Contractor, at the option of the State, shall be returned
immediately to the State or retained by the State as its property. At the State's option, Contractor shall
continue performance of this contract to the extent not terminated, if any, and shall be liable for excess
costs incurred by the State in procuring from third parties replacement services or substitute goods as
cover. Notwithstanding any remedial action by the State, Contractor shall also remain liable to the State for
any damages sustained by the State by virtue of any breach by Contractor and the State may withhold any
payment to Contractor for the purpose of mitigating the State's damages, until such time as the exact
amount of damages due to the State from Contractor is determined. Upon termination by the State,
Contractor shall take timely, reasonable and necessary action to protect and preserve property in the
possession of Contractor in which the State has an interest. Further, the State may withhold amounts due
to Contractor as the State deems necessary to protect the State against loss because of outstanding liens
or claims of former lien holders and to reimburse the State for the excess costs incurred in procuring similar
goods or services. Any action taken by the State hereunder or pursuant to the paragraph 15 shall not be
cause for Contractor to terminate this Contract for default or material breach. If, after termination by the
Page 10 of 15
State, it is determined for any reason that Contractor was not in default or that Contractor's action/inaction
was excusable, such termination shall be treated as a termination for convenience and the rights and
obligations of the parties shall be the same as if this contract had been terminated for convenience, as
described herein.
23. Governmental Immunity
Notwithstanding any other provision of this contract to the contrary, no term or condition of this contract
shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits,
protection, or other provisions of the Governmental Immunity Act. The parties understand and agree that
liability for claims for injuries to persons or property arising out of negligence of the State of Colorado, its
departments, institutions, agencies, boards, officials and employees is controlled and limited by the
provisions of sections 24-10-101, et. seq., C.R.S., as now or hereafter amended and the risk management
statutes, sections 24-30-1501, et seq., C.R.S., as now or hereafter amended.
24. Force Majeure
Neither Contractor nor the State shall be liable to the other for any delay in, or failure of performance of,
any covenant or promise contained in this contract, nor shall any delay or failure constitute default or give
rise to any liability for damages if, and only to the extent that, such delay or failure is caused by "force
majeure." As used in this contract "force majeure" means acts of God; acts of the public enemy; public
health/safety emergency acts of the State or any governmental entity in its sovereign capacity; fires; floods,
epidemics; quarantine restrictions; strikes or other labor disputes; freight embargoes; or unusually severe
weather.
MISCELLANEOUS PROVISIONS
25. Representatives
Each individual identified below is the principal representative of the designating party. All notices required
to be given to a party pursuant to this contract shall be hand delivered with receipt required or sent by
certified or registered mail to such party's principal representative at the address for such party set forth
below. Either party may from time to time designate by written notice substitute addresses or persons to
whom such notices shall be sent.
For the State: Jon Reitan
Chief Financial Officer
700 Kipling St, Suite 4000
Lakewood, CO. 80215-8000
303-239-4128
For Contractor: Board of Commissioners
P.O. Box 758
Greeley, CO. 80632-0758
26. Assignment and Successors
Contractor's rights and obligations under this contract shall be deemed to be personal and may not be
transferred, assigned or subcontracted without the prior, written consent of the State, which shall not be
unreasonably withheld. Any attempt at assignment, transfer or subcontracting without such consent shall be
void, except that Contractor may assign the right to receive payments from the State pursuant to section 4-9-
318, C.R.S. All subcontracts and subcontractors consented to by the State shall be made subject to the
requirements, terms and conditions of this contract. Contractor alone shall be responsible for all
subcontracting arrangements, directions and delivery of subcontracted work or Goods, and performance of any
subcontracted Services. Contractor shall require and ensure that each subcontractor shall assent in writing to
all the terms and conditions of this contract, including an obligation of the subcontractor to indemnify the State
as is required under Section 3 of the Colorado Special Provisions, incorporated as a part of this contract.
Page 11 of 15
27. Third Party Beneficiaries
The enforcement of the terms and conditions of this contract and all rights of action relating to such
enforcement shall be strictly reserved to the State and Contractor. Nothing contained in this contract shall
give or allow any claim or right of action whatsoever by any third person. It is the express intention of the
State and Contractor that any such person or entity, other than the State or Contractor, receiving services
or benefits under this contract shall be deemed an incidental beneficiary only.
28. Severability
To the extent this contract may be executed and performance of the obligations of the parties may be
accomplished within the intent of the contract, the terms of this contract are severable. Should any term or
provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall
not affect the validity of any other term or provision hereof.
29. Waiver
The waiver of any breach of a term, provision, or requirement of this contract shall not be construed or
deemed as waiver of any subsequent breach of such term, provision, or requirement, or of any other term,
provision, or requirement.
30. Entire Understanding
This contract is intended as the complete integration of all understandings between the parties. No prior or
contemporaneous addition, deletion, or other amendment hereto shall have any force or affect whatsoever,
unless embodied herein in writing. No subsequent novation, renewal, addition, deletion, or other
amendment hereto shall have any force or effect unless embodied in a writing executed and approved
pursuant to the Colorado State Fiscal Rules.
31. Survival of Certain Contract Terms
Notwithstanding anything herein to the contrary, all terms and conditions of this contract, including but not
limited to its exhibits and attachments, which may require continued performance, compliance, or effect
beyond the termination date of the contract, shall survive such termination date and shall be enforceable by
the State in the event of the Contractor's failure to perform or comply as required.
32. Modification and Amendment
32.1 This contract is subject to such modifications as may be required by changes in Federal or Colorado
State law, or their implementing regulations. Any such required modification automatically shall be
incorporated into and be part of this contract on the effective date of such change, as if fully set forth
herein.
32.2 Except as specifically provided in this contract, no modification of this contract shall be effective
unless agreed to in writing by both parties in an Amendment to this contract, properly executed and
approved in accordance with Colorado State law and State Fiscal Rules.
33. Venue
Venue for any action related to performance of this contract shall be in the City and County of Denver,
Colorado.
34. Order of Precedence
The provisions of this contract shall govern the relationship of the State and Contractor. In the event of
conflicts or inconsistencies between this contract and its exhibits or attachments, such conflicts or
inconsistencies shall be resolved by reference to the documents in the following order of priority:
(a) Colorado Special Provisions, page 14.
Page 12 of 15
(b) Remaining pages of the contract, pages 1 to 13.
(c) Exhibit A, Statement of Work
Page 13 of 15
SPECIAL PROVISIONS
The Special Provisions apply to all contracts except where noted in italics.
I. CONTROLLER'S APPROVAL. CRS 24-30-202(I). This contract shall not he deemed valid until it has been approved by the Colorado
State Controller or designee.
2. FUND AVAILABILITY. CRS 24-30-202(5.5). Financial obligations of the State payable after the current fiscal year are contingent upon
funds for that purpose being appropriated,budgeted,and otherwise made available.
3. INDEMNIFICATION. Contractor shall indemnify,save,and hold harmless the State,its employees and agents,against any and all claims,
damages,liability and court awards including costs,expenses,and attorney fees and related costs,incurred as a result of any act or omission by
Contractor,or its employees,agents,subcontractors,or assignees pursuant to the terms of this contract.
(Applicable Only to Intergovernmental Contracts/No term or condition of this contract shall be construed or interpreted as a waiver,express or
implied,of any of the immunities,rights,benefits,protection,or other provisions,of the Colorado Governmental Immunity Act,CRS 24-10-101 et
seq.,or the Federal Tort Claims Act,28 U.S.C.2671 et seq.,as applicable,as now or hereafter amended.
4. INDEPENDENT CONTRACTOR. 4 CCR 801-2. Contractor shall perform its duties hereunder as an independent contractor and not as an
employee. Neither contractor nor any agent or employee of contractor shall be or shall be deemed to be an agent or employee of the state.
Contractor shall pay when due all required employment taxes and income taxes and local head taxes on any monies paid by the state pursuant to this
contract. Contractor acknowledges that contractor and its employees are not entitled to unemployment insurance benefits unless contractor or a
third party provides such coverage and that the state does not pay for or otherwise provide such coverage. Contractor shall have no authorization,
express or implied,to bind the state to any agreement,liability or understanding,except as expressly set forth herein. Contractor shall provide and
keep in force workers'compensation(and provide proof of such insurance when requested by the state)and unemployment compensation insurance
in the amounts required by law and shall be solely responsible for its acts and those of its employees and agents.
5. NON-DISCRIMINATION. Contractor agrees to comply with the letter and the spirit of all applicable State and federal laws respecting
discrimination and unfair employment practices.
6. CHOICE OF LAW. The laws of the State of Colorado,and rules and regulations issued pursuant thereto,shall be applied in the
interpretation,execution,and enforcement of this contract. Any provision of this contract,whether or not incorporated herein by reference,which
provides for arbitration by any extra-judicial body or person or which is otherwise in conflict with said laws,rules,and regulations shall he
considered null and void. Nothing contained in any provision incorporated herein by reference which purports to negate this or any other special
provision in whole or in part shall be valid or enforceable or available in any action at law,whether by way of complaint,defense,or otherwise.
Any provision rendered null and void by the operation of this provision will not invalidate the remainder of this contract,to the extent that this
contract is capable of execution. At all times during the performance of this contract,Contractor shall strictly adhere to all applicable federal and
State laws,rules,and regulations that have been or may hereafter be established.
7. [Not Applicable to Intergovernmental Contracts] VENDOR OFFSET. CRS 24-30-202 0)and 24-30-202.4. The State Controller may
withhold payment of certain debts owed to State agencies under the vendor offset intercept system for:(a)unpaid child support debt or child
support arrearages;(b)unpaid balances of tax,accrued interest,or other charges specified in Article 21,Title 39,CRS; (c)unpaid loans due to the
Student Loan Division of the Department of Higher Education; (d)amounts required to be paid to the Unemployment Compensation Fund;and(e)
other unpaid debts owing to the State or its agencies,as a result of final agency determination or reduced to judgment,as certified by the State
Controller.
8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. No State or other public funds payable under this
contract shall be used for the acquisition,operation,or maintenance of computer software in violation of federal copyright laws or applicable
licensing restrictions. Contractor hereby certifies that,for the term of this contract and any extensions,Contractor has in place appropriate systems
and controls to prevent such improper use of public funds. If the State determines that Contractor is in violation of this paragraph,the State may
exercise any remedy available at law or equity or under this contract,including,without limitation,immediate termination of this contract and any
remedy consistent with federal copyright laws or applicable licensing restrictions.
9. EMPLOYEE FINANCIAL INTEREST. CRS 24-18-201 and 24-50-507. The signatories aver that to their knowledge,no employee of the
State has any personal or beneficial interest whatsoever in the service or property described in this contract.
10. [Not Applicable to Intergovernmental Contracts]. ILLEGAL ALIENS - PUBLIC CONTRACTS FOR
SERVICES AND RESTRICTIONS ON PUBLIC BENEFITS. CRS 8-17.5-101 and 24-76.5-101. Contractor certifies
that it shall comply with the provisions of CRS 8-17.5-101 et seq. 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 represents,warrants,and agrees that it(i)has
verified that it does not employ any illegal aliens, through participation in the Basic Pilot Employment Verification Program administered by the
Social Security Administration and Department of Homeland Security, and (ii) otherwise shall comply with the requirements of CRS 8-I 7.5-
102(2)(b). Contractor shall comply with all reasonable requests made in the course of an investigation under CRS 8-17.5-102 by the Colorado
Department of Labor and Employment. Failure to comply with any requirement of this provision or CRS 8-17.5-101 et seq., shall be cause for
termination for breach and Contractor shall be liable for actual and consequential damages.
Contractor,if a natural person eighteen(18)years of age or older,hereby swears or 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 CRS 24-76.5-101 et seq., and(iii)
shall produce one form of identification required by CRS 24-76.5-103 prior to the effective date of this contract.
Revised October 25, 2006 Effective Date of Special Provisions:August 7,
2006
Page 14 of 15
THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
CONTRACTOR: STATE OF COLORADO:
r ' OR
_Weld County Sheldon R. Jones, De uty Commissioner
Legal Name of Contracting Entity Departm nt of Agriculture
Date:71 1
846000813 S
Social Security Number or FEIN
1C2 /1j A.� LEGAL REVIEW:
Signature of Authorized Officer John W. Suthers, ATTORNEY GENERAL
06/27/2007
BY N/A
William H. Jerke, Chair Pro-Tem Date:
Print Name &Title of Authorized Officer `
CORPORATIONS: ,\► I r 4 \
(A corporate attestation is requiiirre�d,.))� I 'd1 m
It61II Atri.
Attest(Seal) By n 4 7
tql
(Corporate cretary quivalent, or Tp n/City/County Clerk) (-!�• r•��,; • �* -, if available)
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract
is not valid until the State Controller, or such assistant as he may delegate, has signed it.
The contractor is not authorized to begin performance until the contract is signed and
dated below. If performance begins prior to the date below, the State of Colorado may not
be obligated to pay for the goods and/or services provided.
STAT CONTROLLER:
Le ie M. a efelt
By
Jon Reita , C ief Fin ncial fficer
Date
Page 15 of 15
a007-/796
Exhibit A
2007 Scope of Work
Cooperative Weed Management Date: April 10, 2007
Name of County: Weld and Logan State: CO
Project Name: Diffuse knapweed Eradication in and near the Pawnee National
Grassland
Start Date: April 2007 Completion Date: November 2007
Amount of Funding Allocated: $7,500.00
Common Name # of acres to inventory # of acres to treat
1. diffuse knapweed 4000 280
2. houndstongue 360 20
3. tamarisk 400 15
Total acreage: 4760 315
Project description:
Diffuse knapweed is rapidly spreading in northeast Weld County and western Logan County.
These infestations were identified at the end of 2006. Further inventory work needs to be
conducted to determine the extent of the infestations. Diffuse knapweed is a mandatory
eradication species for both Counties.
Houndstongue is quickly spreading east through the grassland in Weld County toward Logan
County and impacting the National Grassland along the way. This is an eradication species for
Weld County.
Tamarisk is also an eradication species. At this point it is believed that the majority of the
infestations for tamarisk are at homesteads and Grover creek. Special attention needs to be
placed on this species so that the delicate ecosystem of the grassland is not disturbed.
Project objectives:
1. Create a weed management cooperative between Logan and Weld Counties, USFS Pawnee
Grassland, Colorado State Land Board and private landowners.
2. Map the infestations.
3. Treat the infestations with the most appropriate chemical available.
4. Follow up with each other for the next 3 years to verify eradication was achieved.
1
5. Submit treatment area maps, project completion summary report, and invoice to Colorado
Department of Agriculture's noxious weed program.
Matching weed management dollars to be put forth by the county, landowners,
and other partners in the project area:
Salary $ 2200
Equipment Use and In-kind values $ 4600
Herbicide $ 2000
Other Dollars— Meetings & handouts $ 500
TOTAL $ 9,300
Project Timeline:
April 17: Planning meeting with USFS, landowners, CO State Land Board,
Logan and Weld County to discuss project and set calendar for the
summer.
April 19 — Sept. 1: Inventory area and GPS map infestations with photo points.
May 11 — July 15: Chemically treat infestations. Depending on infestation site and
weed species the chemicals used will be: Milestone at 7 oz/acre,
Tordon at 1 quart/acre, Reddem R&P at 2.5 pts/acre, or Garton
3N4 at a 25-75% solution. A 2,4-D product maybe added to the mix
if the diffuse knapweed is reaching early flower stage.
September: Re-evaluate the diffuse knapweed, houndstongue and tamarisk
sites that were treated.
October: Re-treat any sites that need follow-up work or any new sites
identified.
2
EXHIBIT B
INVOICE
To: Crystal Andrews
Colorado Department of Agriculture
700 Kipling St, Suite 4000
Lakewood, CO 80215-8000
Please accept this invoice as a request for payment for work performed in 2007 pertaining to "Diffuse
knapweed eradication in and Near PGL"project.
Invoice: 7-2007
Amount of Invoice: $ (not to exceed $7,500.00)
Make check payable to: Weld County
Federal E.I.N.: 846000813C
Send payment to: Weld County
P.O. Box 758
Greeley, CO 80632
Attn: Tina Booton
Thanks,
Tina Booten
Weld County Weed Supervisor
FOR OFFICE USE ONLY:
Fund
Agency Code: BAA
Approp Code:
Org Unit:
Object Code:
1
Exhibit C
PROJECT COMPLETION SUMMARY 2007
USFS State and Private Forestry Funding
County: State:
Project Name
Start Date Completion Date
Identify noxious weed species inventoried and/or mapped:
Number of acres inventoried:
Number of acres treated:
Methods of treatment:
Identify your project objectives and describe how each was met:
Describe your monitoring activities and results:
Identify additional work to be conducted in this area in future years:
1
Financial Information: Please complete the table below identifying matching resources
contributed by the county and any other private or public partners in the project area.
Contributions
Partner Cash In-kind Grants
$ $ $
$ $ $
$ $ $
$ $ $
$ $ $
Totals: $ $ $
Total (sum of in-kind, cash, and grant contributions): I $
Please include any additional supporting materials such as maps, pictures of
treatments, or other materials that help d9cument the success of your project
We certify the project was completed:
County weed supervisor Date
USFS Representative Date
2
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