HomeMy WebLinkAbout20060680.tiff RESOLUTION
RE: APPROVE AGREEMENT TO PROVIDE PROFESSIONAL CONSULTING SERVICES
AND AUTHORIZE CHAIR TO SIGN - MAXIMUS, INC.
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 Agreement to Provide Professional
Consulting Services between the County of Weld, State of Colorado, by and through the Board of
County Commissioners of Weld County,and MAXIMUS,Inc.,with terms and conditions being as
stated in said agreement, and
WHEREAS,after review,the Board deems it advisable to approve said agreement, 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 Agreement to Provide Professional Consulting Services between the
County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, and MAXIMUS, Inc. be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was,on motion duly made and seconded,adopted by
the following vote on the 8th day of March, A.D., 2006.
E L a 'OARD OF COU TY COMMISSIONERS
�1 ► :i1 LD COUN / , COLORADO
ATTEST: i f �.,. '
:M. J. eile, Chair
Weld County Clerk to the Bo 1y,' iCqb 4 C '
♦® �+ ��. •
David •
vE. Long, Pro-Tem
BY: !u i li:Utr q( cry ( _
De ty CI k to the Bo d '
William H. Jerke
APP D AS T M: EXCUSED
• � Robert D. Masden
ounty Attorney EXCUSED
3i ii Glenn Vaad
Date of signature: l
2006-0680
AC0020
CC AC •30
AGREEMENT TO PROVIDE
PROFESSIONAL CONSULTING SERVICES
WELD COUNTY, COLORADO
THIS AGREEMENT, entered into this day of (fl 2006,
and effective immediately by and between AXIMUS, Inc., (hereafter called
"Consultant"), and Weld County, Colorado (hereinafter called the "COUNTY"),
WITNESSETH THAT:
WHEREAS, the County has programs which it operates with outside funding;
and
WHEREAS, the County supports these programs with support services paid
from the County's general funds; and
WHEREAS, outside users will pay a fair share of these costs, if supported by
an appropriate cost allocation plan; and
WHEREAS, Consultant is staffed with personnel knowledgeable and
experienced in the requirements of developing and negotiating such governmental
cost allocation plans; and
WHEREAS, the County desires to engage the Consultant to assist in
developing a plan which conforms to Federal requirements and will be approved by
their representatives;
NOW, THEREFORE, the parties hereto mutually agree as follows:
1. EMPLOYMENT OF CONSULTANT. The County agrees to engage the
Consultant and the Consultant hereby agrees to perform the following services.
2. SCOPE OF SERVICES. The Consultant shall do, perform, and carry
out in a good and professional manner the following services:
A. Provide technical assistance for the completion of a 2 CFR Part 225
(OMB A-87) compliant central services cost allocation plan, based
on actual costs for the year ended December 31, 2005, which
identifies the various costs incurred by the County to support and
administer non-general fund programs.
B. Negotiation of the completed cost allocation plan with the
appropriate Federal and/or State Representatives if such negotiation
is requested by those representatives.
3. TIME OF PERFORMANCE. The services to be performed hereunder
by the Consultant shall be undertaken and completed in such sequence as to
assure their expeditious completion and best carry out the purposes of the
agreement.
4. COMPENSATION. The County agrees to pay the Consultant a sum
not to exceed FIVE THOUSAND FIVE HUNDRED Dollars ($5,500) for completion
of the 2 CFR Part 225 compliant plan. Consultant agrees to complete the project
and all services provided herein for said sum.
5. METHOD OF PAYMENT. Consultant shall be entitled to payment in
accordance with the provisions of this paragraph. Upon delivery of the draft cost
plan to the County, Consultant will invoice the County for 70% of the contract
amount. The remaining 30% will be invoiced by the Consultant upon finalization of
the cost plan.
6. CHANGES. The County may, from time to time, require changes in the
scope of the services of the Consultant to be performed hereunder. Such changes,
which are mutually agreed upon by and between the County and Consultant, shall
be incorporated in written amendment to this Agreement.
7. SERVICES AND MATERIALS TO BE FURNISHED BY COUNTY. The
County shall furnish the Consultant with all available necessary information, data,
and materials pertinent to the execution of this Agreement. The County shall
cooperate with the Consultant in carrying out the work herein, and shall provide
adequate liaison between the Consultant and other agencies of County
government.
8. INFORMATION AND REPORTS. The Consultant shall, at such time
and in such form as the County may require, furnish such periodic reports
concerning the status of the project, such statements, certificates, approvals, and
other information relative to the project as may be requested by the County. The
Consultant shall furnish the County, upon request, with copies of all documents and
other materials prepared or developed in relation with or as part of the project.
9. RECORDS AND INSPECTION. The Consultant shall maintain full and
accurate records with respect to all matters covered under this Agreement. The
County shall have free access at all proper times to such records, and the right to
examine and audit the same and to make transcripts therefrom, and to inspect all
program data, documents, proceedings, and activities.
10. ACCOMPLISHMENT OF PROJECT. The Consultant shall commence,
carry on, and complete the project with all practicable dispatch, in a sound
economical and efficient manner, in accordance with the provisions thereof, and all
applicable laws. In accomplishing the project, the Consultant shall take such steps
as are appropriate to insure that the work involved is properly coordinated with
related work being carried on in the County.
11. PROVISIONS CONCERNING CERTAIN WAIVERS. Subject to
applicable law, any right or remedy which the County may have under this contract
may be waived in writing by the County by a formal waiver, if, in the judgment of the
County, this contract, as so modified, will still conform to the terms and
requirements of pertinent laws.
12. MATTERS TO BE DISREGARDED. The titles of the several sections,
subsections, and paragraphs set forth in this contract are inserted for convenience
of reference only and shall be disregarded in construing or interpreting any of the
provisions of this contract.
13. COMPLETENESS OF CONTRACT. This contract and any additional
or supplementary document or documents incorporated herein by specific reference
contain all the terms and conditions agreed upon by the parties hereto, and no other
agreements, oral or otherwise, regarding the subject matter of this contract or any
part thereof shall have any validity or bind any of the parties hereto.
14. COUNTY NOT OBLIGATED TO THIRD PARTIES. The County shall
not be obligated or liable hereunder to any party other than the Consultant.
15. WHEN RIGHTS AND REMEDIES NOT WAIVED. In no event shall the
making by the County of any payment to the Consultant constitute or be construed
as a waiver by the County of any breach of covenant, or any default which may then
exist, on the part of the Consultant, and the making of any such payment by the
County while any such breach or default shall exist in no wise impair or prejudice
any right or remedy available to the County in respect to such breach or default.
16. PERSONNEL. The Consultant represents that it has, or will secure at
its own expense, all personnel required in performing the services under this
agreement. Such personnel shall not be employees of or have any contractual
relationship with the County. All of the Services required hereunder will be
performed by the Consultant or under its supervision, and all personnel engaged in
the work shall be fully qualified to perform such services.
17. CONSULTANT LIABILITY IF AUDITED. The Consultant will assume all
financial and statistical information provided to the Consultant by the County's
employees or representatives is accurate and complete. Any subsequent
disallowance of funds paid to the County under the plan is the sole responsibility of
the County. The Consultant will, however, provide assistance to the County should
an audit be undertaken of County indirect costs.
18. ASSIGNMENT. Consultant agrees not to assign, convey or transfer its
interest in this Agreement to any other entity without the prior written consent of the
County, which consent shall not be unreasonably withheld. Provided however,
Consultant may assign, convey or transfer its interest in this Agreement to an entity
which succeeds to substantially all of the business of Consultant, by merger or
otherwise.
19. TERMINATION. County may terminate this Agreement with or without
cause upon giving thirty (30) days written notice to Consultant. In the event of
termination by County, Consultant shall be entitled to be paid for services and
expenses incurred through the effective date of termination, payment for such
services and expenses by County shall constitute, or be deemed to be, a waiver by
County of any claims County may have against Consultant.
20. COPYRIGHT. County acknowledges that the software which
generates the report format and the report format to be provided by Consultant are
copyrighted. Consultant shall ensure that all copies of its report bear the copyright
legend. County agrees that all ownership rights and copyrights thereto lie with
Consultant. County may use the report solely for and on behalf of County's
operations. County agrees that it will take appropriate action by instruction,
agreement or otherwise with its employees to satisfy its obligations with respect to
use, copying, protection and security of the report format.
21. LIMITATION OF LIABILITY. In no event shall MAXIMUS be liable for
special, indirect, incidental, economic, consequential or punitive damages,
regardless of the legal theory under which such damages are sought, and even if
MAXIMUS has been advised of the likelihood of such damages. County agrees that
MAXIMUS total liability to County or any third party for any and all damages
whatsoever arising out of or in any way related to this Agreement from any cause,
including but not limited to contract liability or MAXIMUS negligence, errors,
omissions, strict liability, breach of contract or breach of warranty shall not, in the
aggregate, exceed five times the fees paid to MAXIMUS hereunder.
22. INDEMNIFICATION. Each party ("Indemnitor") agrees to indemnify
and hold the other party ("Indemnitee") harmless from any claims, lawsuits,
proceedings, losses, liabilities, damages, costs and expenses (including reasonable
attorneys' fees) made against or incurred by Indemnitee as a result of negligence,
misrepresentation, error or omission on the part of Indemnitor or Indemnitor's
employees, agents or representatives.
23. NOTICES. Any notices, bills, invoices, or reports required by this
Agreement shall be sufficient if sent by the parties hereto in the United States mail,
postage paid, to the addresses noted below:
Weld County, Colorado MAXIMUS, Inc.
915 10th Street 10200 E. Girard Avenue, B-223
Greeley, CO 80632 Denver, CO 80231
Attn: Barb Eurich Attn: Anita J. White
IN WITNESS WHEREOF, the County and the Consultant have executed this
Agreement as of the date first written above.
Board of County Commissioners
of Weld County, Colorado /
By. ? ---7 bDate: i) `( ouKr,,Q6lorado Official) 40 ni:
O/J
Attest: El i /4Lh
�, Grid- .-g: �
BY: �i (�`
•
MAXIM T CLERK, TO r CARD i,t. N�I
By: 7dcz,c'Q / ,. ' E ,/20(''
Date: J
ANITA J. WHITE
Director
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