HomeMy WebLinkAbout790715.tiff RESOLUTION
RE: APPROVAL OF CONTRACT BETWEEN WELD COUNTY, COLORADO AND
BICKERT, BROWNE, CODDINGTON AND ASSOCIATES, INC. AND
AUTHORIZATION FOR CHAIRMAN PRO-TEM TO SIGN THE SAME.
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, on May 7 , 1979 , the Board of County Commissioners
of Weld County, Colorado authorized Gary Z . Fortner, Weld County
Planning Director, to proceed with contract negotiations with
Bickert, Browne, Coddington and Associates , Inc. concerning the
West Greeley Study, and
WHEREAS, a contract between Weld County, Colorado and
Bickert, Browne, Coddington and Associates , Inc . has been pre-
sented to the Board of County Commissioners of Weld County,
Colorado . A copy of said contract is attached hereto and
incorporated herein by reference, and
WHEREAS, the Board deems it advisable and in the best
interests of Weld County, Colorado to approve said contract.
NOW, THEREFORE, BE IT RESOLVED by the Board of County
Commissioners of Weld County, Colorado that the contract between
Weld County, Colorado and Bickert, Browne, Coddington and
Associates, Inc. concerning the West Greeley Study be, and hereby
is , approved.
BE IT FURTHER RESOLVED by the Board that the Chairman Pro-Tem
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 14th day of
May, A.D. , 1979 .
tutsr, BOARD OF COUNTY COMMISSIONERS
ATTEST: WELD COUNTY, COLORADO
W- d County Clerk and Recorder
nd lerk to the Board /
Deputy Coun y Clerk l; 7/,./c-c L�
APPR ED AS TO FORM:
-ate n as.
County Attorney
79071
pLoYio5
DATE PRESENTED: MAY 16 , 1979
AGREEMENT
THIS AGREEMENT is between Weld County, hereinafter referred
to as the County and Bickert , Browne, Coddington and Associates ,
Inc. , with offices at 100 South Madison Street , Denver, Colorado
80209, hereinafter referred to as the Consultant.
The County is hereby contracting to attain technical services
from the Consultant to perform a study in the area defined and for
the purposes set forth in the Request for Proposal Made by Weld
County, Colorado , a copy of which is attached hereto and made a
part of this contract. This contract is funded from monies
received under the State and Local Fiscal Assistance Act of 1972 ,
as amended.
The parties to this agreement, in consideration of the
provisions herein, agree as follows :
ARTICLE 1 : SCOPE
A. The West Greeley Study shall be guided by the West Greeley
Study Work Program, attached hereto and made a part of this contract.
7. The Consultant shall perform the services and deliver the
wog_'.. products which the West Greeley Study Work Program, hereinafter
referred to as the Work Program, specifies for the Consultant.
C. The County shall provide the staff necessary to perform
the work which the Work Program specifies for the Department of
Planning Services Staff and the Study Committee.
D. When one of the parties to this contract recognizes that a
change in the Work Program may be required, it shall, as soon as
practical, bring the matter to the attention of the other party.
Any change in the nature of work shall be accomplished through a
written amendment to the Work Program. Major changes which will
result in a change in the nature of the final product shall require
the consent of the Consultant and the approval of the County.
Minor changes affecting intermediate work products or altering work
methods shall require the consent of the Consultant and the approval
of the Director of the Department of Planning Services , hereinafter
referred to as the Director. Nothing in this paragraph shall alter
the provisions of Article 8 : Termination.
ARTICLE 2 : TIMING
A. This contract shall become effective upon execution
by both parties . The period of the contract shall be from May 14, 1979
to October 31 , 1979 . The parties may extend the contract through
mutual agreement as required.
B. Work shall be performed under this contract according to
the West Greeley Study Schedule, hereinafter referred to as the
Study Schedule and attached hereto and made a part of this contract.
The parties may modify the Study Schedule from time to time as
necessary by mutual agreement. When one of the parties to this
contract recognizes that a change in the schedule may be required,
it shall , as soon as practical , bring the matter to the attention
of the other party.
C. Work shall commence at such time as the County and the
Consultant sign this contract.
ARTICLE 3 : FINANCING
A. All Consultant services and products shall be paid for
by the County at rates not exceeding the actual cost to the Consultant
for provision of such services and products . The Cost and Price
Analysis attached hereto shall be part of this contract . The
Consultant hereby certifies that the rates stated in the Cost and
Price Analysis are the Consultant ' s actual costs as of the time of
contract signature. Should subsequent circumstances or information
increase or decrease these rates , they shall be increased or
decreased accordingly in the Consultant ' s billing to the County,
provided that the rate charged for consulting personnel shall in
no case exceed the rate established in the Cost and Price Analysis
as of the effective date of this contract.
B. The Consultant shall monthly bill the County for actual
costs incurred. Each bill shall be accompanied by a cumulative
detailed statement of total project costs incurred to date.
C. The Consultant shall only bill the County for costs
encompassed within the Work Program. In no case shall the Consultant
bill , or the County pay, any Consultant costs relating to the
Consultant' s acquisition of this contract, nor shall the Consultant
bill, or the County pay, any costs incurred prior to the effective
date of this contract .
D. The County shall pay the Consultant within 30 days of each
billing receipt, provided that the County shall make no payment
whatsoever prior to the effective date of this contract .
E. In no case shall the Consultant incur costs exceeding
estimated costs ($14, 796. 00) as set forth in the Cost and Price
Analysis . Any such excess costs incurred by the Consultant shall
not be billed to or paid by the County.
F. Total actual costs for the Study shall not exceed
$14, 796. 00.
G. All costs billed to the County shall be supported by
adequate records and invoices documenting actual direct labor time
devoted to the project and the sources and amounts of project
expenses. The Consultant shall permit the County and the Comptroller
General of the United States , or their designated representatives ,
to inspect and audit all records and invoices relating to the
Consultant' s performance of work under this contract.
H. Upon receipt of the Request for Payment the County will
promptly process the Request and the County will reimburse apparent
allowable costs as requested by the Consultant up to ninety percent
(90%) of the total project costs. The remaining ten percent (10%)
shall not be disbursed until the County determines that all contract
obligations have been completed. However, reimbursement of any
cost pursuant to this Section shall not constitute a final determin-
ation by the County of the allowability of such cost and shall not
constitute a waiver of any violation of the terms of this contract
committed by the Consultant. The County will make a final determin-
ation as to allowability only after a final audit has been conducted.
I. All cost for which reimbursement is claimed under this
Contract shall be supported by properly executed payrolls , time
records, receipted invoices , contracts or vouchers evidencing in
detail the nature and propriety of the charges. All checks , payrolls ,
invoices , vouchers , order or other accounting documents pertaining in
whole or in part to the project shall be clearly identified, readily
accessible, and, to the extent consistent with the Consultant ' s
accounting procedures, kept separate and apart from all other such
documents . The Consultant assures that as a secondary recipient
of Revenue Sharing Funds , it is fully aware of the restriction and
requirements of the Revenue Sharing regulations and applicable
State and Local law provisions and the Consultant herein acknowledges
receiving a copy of the Revenue Sharing regulations which has been
furnished the Consultant by the County. The Consultant assures
that it will maintain sufficient records and an accounting system
and internal control procedures adequate to permit the tracing of
Revenue Sharing Funds to a level of expenditure which clearly
demonstrates that the funds were used in compliance with the
regulations of the State and Local Fiscal Assistance Act of 1972 ,
as amended, and State and Local law.
J. The Consultant shall permit the authorized representatives
of the County and the Comptroller General of the United States to
inspect and audit all data and records of the Consultant relating
to his performance and his subcontractors under the Contract from
date of Contract through and until the expiration of three (3)
years after completion of contract with which Federal funds are
used.
ARTICLE 4 : DOCUMENTS
A. The Consultant shall produce a monthly progress report
for each month during which work is conducted. The monthly progress
reports shall accompany the monthly billings and shall be short and
summary in nature, addressing what was done during the past month
and what must be done during the next .
B. The Consultant shall produce and submit a draft report
which outlines the methodologies , study findings , data accumulated,
conclusions and recommendations of the Study in accordance with
the Study Schedule.
C. At the conclusion of the project , the Consultant shall
produce and submit a final report containing the findings and
recommendations of the Study and incorporating any necessary changes
resulting from the review defined in Section 5 .4 of the Work Program.
The Consultant will supply to the County a camera-ready copy of
the final report, including any necessary graphics , in a form
suitable for reproduction. Reproduction of the final report in
its entirety shall not require any color printing unless such
has been approved by the Director. The final report shall be
submitted in accordance with the Study Schedule.
D. The County shall maintain ownership of all plans ,
specifications , files , data, and related documents and records .
Upon completion or termination of the contract , the Consultant shall
provide the County with all such items in its custody.
ARTICLE 5 : PERSONNEL
The Consultant shall provide those personnel to perform
those duties identified in the document Consultant' s Principal
Project Staff attached hereto and made a part of this contract.
In the event of an inability of one or more of these personnel to
perform in the indicated capacity, the Consultant shall propose
replacement personnel subject to County approval .
ARTICLE 6 : SUBCONTRACTING
A. All work covered by Article 1, Paragraph B of this contract
shall be performed by employees of the Consultant , unless the
Consultant seeks and the County grants written permission to use
non-Consultant personnel .
B. All work by non-Consultant personnel in excess of 10 labor
hours shall be conducted through subcontract. Every subcontract
shall be subject to all terms and conditions of this contract, and
this contract shall be attached to and made a part of all sub-
contracts . The County shall approve all subcontracts prior to
their effective date. All subcontract documents shall contain a
clear definition of the scope of work.
C. The Consultant shall be fully responsible for all aspects
of any subcontractor' s work, including but not limited to , timeliness ,
sufficiency, and quality, and shall be the sole supervisor over the
subcontractor. The County shall pay any and all subcontracting-
related expenses through the monthly billing process established in
Article 3 , and subcontract-related payments shall be made exclusively
to the Consultant.
D. In connection with the performance of this contract, the
Consultant shall cooperate with the County in meeting its commitments
and goals with regard to the maximum utilization of minority business
enterprises and shall use its best efforts to ensure that minority
business enterprises shall have the maximum practicable opportunity
to compete for subcontract work under this contract.
ARTICLE 7 : INTERESTS
A. No member or delegate to the Congress of the United States
shall be admitted to any share or part of this contract or to any
benefit arising therefrom.
B. No member, officer, or employee of the County during his
or her tenure or for one year thereafter shall have any interest,
direct or indirect, in this contract or the proceeds thereof.
ARTICLE 8 : TERMINATION
A. Termination of Contract for Default. The performance of
work under this contract may be terminated in whole or, from time
to time, in part by the County if, through any cause, the Consultant
shall fail to fulfill in timely and proper manner his obligations
under this contract , or if the Consultant shall violate any of the
covenants , agreements , or stipulations of this contract. Termination
of work shall be effected by written notice to the Consultant speci-
fying the extent to which performance is terminated, and the date
upon which termination is effected. In no case shall the effective
date be prior to the date of notice. The County shall specify in the
notice the nature of the default . The Consultant may, within ten
(10) days from the date of notice : 1) correct the default, 2) produce
a plan for correcting the default, or 3) show cause why the default
is beyond the control and without fault or negligence of the Consultant .
Ten (10) days subsequent to a notice of termination by reason of default ,
the County shall either : 1) accept the Consultant ' s response and
reinstate the contract, or 2) find the Consultant nonresponsive.
Acceptance of the Consultant' s response and reinstatement of the
contract may be made conditional upon performance of uncompleted
and specified tasks within a specified period of time.
B. Termination for Convenience of the County. The County may
terminate this contract at any time by a notice in writing from
the County to Consultant upon a finding by the County that such a
termination of the contract in whole, or, from time to time, in
part, is in the best interest of the County.
C. Procedure on Termination. Upon notice of termination either
by reason of default or for the convenience of the County, the
Consultant shall take immediate action to terminate all work and
commitments relating to this contract as of the effective date. In
case of terimination by default, any actions the Consultant under-
takes to rectify defaults shall be reimbursable by the County only
if the contract is reinstated. The Consultant shall make
application for final payment to the County within 90 days of
termination. Subject to provisions of Article 3 , the Consultant
shall bill , and the County shall pay, Consultant costs relating to
work performed or services and supplies acquired up to the effective
date of termination. In addition, the County shall settle those
claims made against the Consultant arising out of commitments entered
into prior to the effective date of termination for which the
Consultant made every reasonable effort, immediately upon termination,
to absolve or reduce the extent of commitment and liability. The
County shall have sole and final responsibility to determine whether
the Consultant ' s actions meet the intent of this paragraph.
D. Suspension of Work. The County may, at any time, by written
order to the Consultant, require the Consultant to suspend, delay,
or interrupt all or any part of the work called for by this Agreement .
Any such order shall be specifically identified as a Suspension of
Work Order issued pursuant to this Article. Upon receipt of such
an order, the Consultant shall comply with its terms and take all
reasonable steps to minimize the incurrence of further costs
allocable to the work covered by the order during the period of
work stoppage. If an order is cancelled, the Consultant shall resume
work in a timely manner. An equitable adjustment shall be made in
the delivery schedule and the estimated costs or a combination
thereof, and in any other provisions of this contract that may be
affected. If an order is not cancelled and the work covered by
such order is terminated for the convenience of the County, reasonable
costs incurred as a result of the Suspension of Work Order shall
be considered in determining the termination settlement .
E. Modification of Contract Upon Suspension of Work. This
Agreement may be modified in writing as a result of the issuance of
a Suspension of Work Order if the order results in an increase in
the time required for, or in the Consultant ' s cost properly
allocable to, the performance of any part of this Agreement, and
the Consultant asserts a claim for such adjustments within 30 days
after the cancellation of the order; provided that, if the County
decides the facts justify such action, the County may receive and
act upon any such claim asserted at any time prior to final payment
under this Agreement.
ARTICLE 9 : DISPUTES
Any and all disputes concerning a question of fact arising under
this contract which are not disposed of by agreement shall be decided
by the Board of County Commissioners , hereinafter referred to as the
Board, who shall reduce its decision to writing and mail or otherwise
furnish a copy thereof to the Consultant. The decision of the Board
shall be final and conclusive unless , within thirty (30) days from
the date of receipt of such copy, the Consultant mails or otherwise
furnishes to the Board a written appeal under this Article, the
Consultant shall be afforded an opportunity to be heard and offer
evidence in support of the appeal . Pending final decision by the
Board of a dispute hereunder, the Consultant shall proceed diligently
with the performance of this contract and in accordance with the
Boards' s final decision. The Scope of Services , attached hereto and
made a part of this contract, shall serve as a statement of intent
by the Consultant in securing and in proceeding with this contract.
The Scope of Services may thus be utilized to define such intent
in the settlement of any disputes arising under this contract .
ARTICLE 10 : INDEMNIFICATION
Consultant covenants and agrees to indemnify and hold harmless
and defend the County from and against any and all suits or claims
for damages or injuries , including death, to persons or property or
otherwise, whether real or asserted, arising out of acts or omissions
of any officers , agents , servants , employees or subcontractors , and
Consultant does hereby assume all liability and responsibility for
injuries, claims , or suits for damages or injuries to persons , or
property, of whatsoever kind of character, whether real or asserted,
occurring during or arising out of this performance, attempted
performance, or failure of performance of this contract as a result
of any negligent act or omission of the part of the Consulant, its
officers, agents and employees .
The Consultant does hereby further covenent and agree to
maintain and keep in force during the term of this contract a public
liability policy for personal injury and property damage insurance
covering the acts and omissions of its agents and employees in the
performance or attempted performance of this contract , with limits
of not less than Three Hundred Thousand ($300, 000. 00) Dollars for
death or injury to one person; Five Hundred Thousand ($500, 000. 00)
Dollars for death or injury to more than one person; and One Hundred
Thousand ($100, 000. 00) Dollars for property damage arising out of
each occurrence.
The Consultant shall provide necessary workman' s compensation
insurance at the Consultant' s own cost and expense.
ARTICLE 11 : LAWS
A. The Consultant shall observe all laws of the municipalities ,
County, State, and United States , and shall conduct all work in con-
formance with the rules , regulations, and guidelines applicable to
the use of funds provided under the State and Local Fiscal Assistance
Act of 1972, as amendmed.
B. This contract shall be construed under the laws of the State
of Colorado .
ARTICLE 12 : INDEPENDENCE
The Consultant shall have the relationship of an independent
contractor to the County. In no event shall the Consultant or an
employee of the Consultant be considered or hold themselves out to
be an agent or employee of the County for any purpose whatsoever.
The Consultant and its employees shall not be entitled to the benefits ,
services and privileges which accrue to an employee of the County,
as a result of the execution of this agreement.
ARTICLE 13 : NON-DISCRIMINATION PROVISIONS
During the performance of this contract, the Consultant assures
that it will comply with all Federal and State laws including, but
not limited to , Title VI of the Civil Rights Act of 1964, and that
no person shall , on the grounds of race, color, creed, sex, handicap
status , or national origin be excluded from participation in, or be
denied the benefits of, or otherwise be subjected to discrimination
under this agreement.
ARTICLE 14 : PATENT RIGHTS
Any patentable result arising out of this contract, as well as
all information, designs , specifications , know-how, data, and findings
shall be made available to the Government for public use, unless
the County shall in a specific case where it is legally permissible,
determine that it is in the public interest that it not be so made
available.
ARTICLE 15 : TITLES
The parties agree that the titles of the items of this contract,
hereinabove set forth, are inserted for convenience of identification
only and shall not be considered for any other purpose.
ARTICLE 16 : OFFER AND ACCEPTANCE
A. County Certification. The County Finance Director certifies
that such contract is within the purpose of the appropriation to
which it is to be charged and that there are unencumbered balances
to the credit of such appropriation sufficient to pay thereof.
B. Offer. The County has duly executed this offer on this
14th day of May , 1979.
Board of County Commissioners
Weld County, Colorado
BY: st/ /iY.ei..�-,_�.n/f/
Chairperson 1,46-
ATTEST: 7'.10,•;". 'AAA CA v !t•t?tar}
Weld County Clerk and Recorder and
Clerk to the Board
( BY �� 1Gatf�I L
Deputy County erc
l
C. Acceptance. The Con u tant does hereby ratify and adopt
all provisions of the Contract and hereby accepts the County' s offer
and agrees to all of the terms and conditions hereof .
Executed this / 61:, day of J•vlaieW , 19-74
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