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Home My WebLink About20161494.tiff RESOLUTION RE : APPROVE AGREEMENT FOR PROFESSIONAL SERVICES FOR ELECTRICAL ENGINEERING ( UPS RELOCATION ) AND AUTHORIZE CHAIR TO SIGN - RJ MCNUTT AND ASSOCIATES, LLC WHEREAS, Colorado , pursuant the Board of County Commissioners of Weld County. pu sua t 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 an Agreement for Professional Services for Electrical Engineering ( UPS Relocation) 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 Buildings and Grounds , and RJ McNutt and Associates , LLC , commencing upon full execution of signatures and ending May 1 . 2017 , with further 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 for Professional Services for Electrical Engineering (UPS Relocation ) 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 Buildings and Grounds . and RJ McNutt and Associates . LLC 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 2nd day of May. A. D . . 2016 . BOARD OF COUNTY COMMISSIONERS WELD COUNTY . COLORADO ATTEST: di 4k Mike Freeman , Chair Weld County Clerk to the Board Sean P . Conway, Pro-Tem De • ty Clerk to the Board - ! _ /del ( `'�p� • Cozad �� 2P-R7D A T RM: '�; ' ��% Abt-17/.7L, 't r �' ►• ��'�Sara Kirkmeyer my Attorney � : XCUSED Steve Moreno flq11._p Date of signature : C-ri) Yu. HI) 2016- 1494 - 11O BO0018 1861 DEPARTMENT OF BUILDINGS AND GROUNDS PHONE: (970) 304-6531 FAX: (970) 304-6532 _-_U N T Y WEBSITE: www.co.weld.co.us 1105 H STREET P.O. BOX 758 GREELEY, COLORADO 80632 April 28, 2016 To: Board of County Commissioners From: Toby Taylor Subject: Law Administration Data Center UPS Engineering This informal bid was performed to obtain pricing to engineer a solution to reuse an obsolete UPS as a backup UPS for the Law Administration Data Center. The low bid received was from RJ McNutt and meets specifications. Therefore, Buildings & Grounds is recommending the bid be awarded to RJ McNutt for $5,500.00. If you have any questions, please contact me at extension 2023. Sincerely, Toby Taylor Director 2016-1494 BC40Df8 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN WELD COUNTY& R J MCNUTT&ASSOCIATES LLC ELECTRICAL ENGINEERING AGREEMENT-UPS RELOCATION THIS AGREEMENT is made and entered into thiso day of , 201A by and between the County of Weld, a body corporate and politic of the State of Colorado, by 7d through its Board of County Commissioners,whose address is 1150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as "County," and R J McNutt & Associates LLC, whose address is 6801 W. 20th Street, Unit 212 Greeley, CO 80634, hereinafter referred to as"Contract Professional". WHEREAS, County desires to retain Contract Professional as an independent Contract Professional to perform services as more particularly set forth below; and WHEREAS, Contract Professional has the ability, qualifications, and time available to timely perform the services, and is willing to perform the services according to the terms of this Agreement. WHEREAS, Contract Professional is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the services as set forth below; NOW,THEREFORE, in consideration of the mutual promises and covenants contained herein,the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in Exhibit A of which forms an integral part of this Agreement. Exhibit A is specifically incorporated herein by this reference. County and Contract Professional acknowledge and agree that this Agreement, including specifically Exhibit A, defines the performance obligations of Contract Professional and Contract Professional's willingness and ability to meet those requirements. Exhibit A consists of Contract Professional's Response to County's Request for Proposal. The Response confirms Contract Professional's obligations under this Agreement. To the extent that Exhibit A and this Agreement have conflicting terms,the terms of this Agreement shall control. 2. Service or Work. Contract Professional agrees to procure the materials,equipment and/or products necessary for the project and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the project described in ExhibitA which is attached hereto and incorporated herein by reference. Contract Professional shall coordinate with Weld County to perform the services described on attached Exhibit A. Contract Professional shall faithfully perform the work in accordance with the standards of professional care, skill, training, diligence and judgment provided by highly competent Contract Professionals performing services of a similar nature to those described in this Agreement. Contract Professional shall further be responsible for the timely completion, and acknowledges that a failure to comply with the standards and requirements of Exhibit A within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement begins upon the date of the execution of this Agreement by County, and shall continue through and until Contract Professional's completion of the responsibilities described in Exhibit A. Both of the parties to this Agreement understand and agree that the laws of the State of Colorado ,26/6 , ' 9'/ prohibit County from entering into Agreements which bind County for periods longer than one year. Therefore, within the thirty (30) days preceding the anniversary date of this Agreement, County shall notify Contract Professional if it wishes to renew this Contract. 4. Termination. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Furthermore,this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. However, nothing herein shall be construed as giving Contract Professional the right to provide services under this Agreement beyond the time when such services become unsatisfactory to the County. If this Agreement is terminated by County, Contract Professional shall be compensated for, and such compensation shall be limited to, (1) the sum of the amounts contained in invoices which it has submitted and which have been approved by the County; (2) the reasonable value to County of the services which Contract Professional provided prior to the date of the termination notice, but which had not yet been approved for payment; and (3) the cost of any work which the County approves in writing which it determines is needed to accomplish an orderly termination of the work. County shall be entitled to the use of all material generated pursuant to this Agreement upon termination. Upon termination, County shall take possession of all materials, equipment, tools and facilities owned by County which Contract Professional is using, by whatever method it deems expedient; and, Contract Professional shall deliver to County all drawings, drafts or other documents it has completed or partially completed under this Agreement,together with all other items,materials and documents which have been paid for by County, and these items, materials and documents shall be the property of County. Copies of work product incomplete at the time of termination shall be marked"DRAFT-INCOMPLETE." Upon termination of this Agreement by County, Contract Professional shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto, except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 5. Extension or Modification. Any amendments or modifications to this agreement shall be in writing signed by both parties.No additional services or work performed by Contract Professional shall be the basis for additional compensation unless and until Contract Professional has obtained written authorization and acknowledgement by County for such additional services. Accordingly, no claim that the County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by the County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contract Professional's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. In the event the County shall require changes in the scope, character, or complexity of the work to be performed, and said changes cause an increase or decrease in the time required or the costs to the Contract Professional for performance, an equitable adjustment in fees and completion time shall be negotiated between the parties and this Agreement shall be modified accordingly by a supplemental Agreement. Any claims by the Contract Professional for adjustment hereunder must be made in writing prior to performance of any work covered in the anticipated supplemental Agreement. Any change in work made without such prior supplemental Agreement shall be deemed covered in the compensation and time provisions of this Agreement 6. Compensation/Contract Amount. Upon Contract Professional's successful completion of the services, and County's acceptance of the same, County agrees to pay an amount no greater than $ 5,500.00, which is the bid set forth in Exhibit A.Contract Professional acknowledges no payment in excess of that amount will be made by County unless a "change order" authorizing such additional payment has been specifically approved by the Director of Weld County Public Works, or by formal resolution of the Weld County Board of County Commissioners, as required pursuant to the Weld County Code. Any other provision of this Agreement notwithstanding, in no event shall County be liable for payment for services rendered and expenses incurred by Contract Professional under the terms of this Agreement for any amount in excess of the sum of the bid amount set forth in Exhibit A. Contactor acknowledges that any work it performs beyond that specifically authorized by County is performed at Contract Professional's risk and without authorization under this Agreement.County shall not be liable for the payment of taxes, late charges or penalties of any nature other than the compensation stated herein. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contract Professional was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contract Professional shall forthwith return such payment(s)to County. Upon termination or expiration of this Agreement,unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contract Professional hereunder and Contract Professional agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. 7. Independent Contract Professional. Contract Professional agrees that it is an independent Contract Professional and that Contract Professional's officers, agents or employees will not become employees of County, nor entitled to any employee benefits from County as a result of the execution of this Agreement. Contract Professional shall perform its duties hereunder as an independent Contract Professional. Contract Professional shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Contract Professional, its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through County and County shall not pay for or otherwise provide such coverage for Contract Professional or any of its agents or employees. Unemployment insurance benefits will be available to Contract Professional and its employees and agents only if such coverage is made available by Contract Professional or a third party. Contract Professional shall pay when due all applicable employment taxes and income taxes and local head taxes(if applicable) incurred pursuant to this Agreement. Contract Professional shall not have authorization, express or implied,to bind County to any agreement, liability or understanding, except as expressly set forth in this Agreement. 8. Subcontractors. Contract Professional acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contract Professional. Contract Professional shall not enter into any subcontractor agreements for the completion of this project without County's prior written consent,which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the subject project during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the project. Contract Professional shall require each subcontractor, as approved by County and to the extent of the Services to be performed by the subcontractor,to be bound to Contract Professional by the terms of this Agreement, and to assume toward Contract Professional all the obligations and responsibilities which Contract Professional,by this Agreement, assumes toward County. County shall have the right(but not the obligation)to enforce the provisions of this Agreement against any subcontractor hired by Contract Professional and Contract Professional shall cooperate in such process. The Contract Professional shall be responsible for the acts and omissions of its agents, employees and subcontractors. 9. Ownership. All work and information obtained by Contract Professional under this Agreement or individual work order shall become or remain (as applicable), the property of County. In addition, all reports, documents, data, plans, drawings,records and computer files generated by Contract Professional in relation to this Agreement and all reports, test results and all other tangible materials obtained and/or produced in connection with the performance of this Agreement, whether or not such materials are in completed form, shall at all times be considered the property of the County. Contract Professional shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 10. Confidentiality. Confidential financial information of the Contract Professional should be transmitted separately from the main bid submittal, clearly denoting in red on the financial information at the top the word, "CONFIDENTIAL."However, Contract Professional is advised that as a public entity, Weld County must comply with the provisions of C.R.S. 24-72-201, et seq., with regard to public records, and cannot guarantee the confidentiality of all documents. Contract Professional agrees to keep confidential all of County's confidential information. Contract Professional agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contract Professional agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this agreement. 11. Warranty. Contract Professional warrants that the services performed under this Agreement will be performed in a manner consistent with the professional standards governing such services and the provisions of this Agreement. Contract Professional further represents and warrants that all services shall be performed by qualified personnel in a professional and workmanlike manner, consistent with industry standards, and that all services will conform to applicable specifications. In addition to the foregoing warranties, Contract Professional is aware that all work performed on this Project pursuant to this Agreement is subject to a one year warranty period during which Contract Professional must correct any failures or deficiencies. This warranty shall commence on the date of County's final inspection and acceptance of the Project. 12. Acceptance of Services Not a Waiver. Upon completion of the work, Contract Professional shall submit to County originals of all test results,reports,etc., generated during completion of this work. Acceptance by County of reports and incidental material(s) furnished under this Agreement shall not in any way relieve Contract Professional of responsibility for the quality and accuracy of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contract Professional, and County's action or inaction when any such breach or default shall exist shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent, expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for,the services completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance and Indemnification. Contract Professionals must secure, at or before the time of execution of any agreement or commencement of any work, the following insurance covering all operations,goods or services provided pursuant to this request.Contract Professionals shall keep the required insurance coverage in force at all times during the term of the Agreement,or any extension thereof, and during any warranty period. The required insurance shall be underwritten by an insurer licensed to do business in Colorado and rated by A.M. Best Company as "A"VIII or better. Each policy shall contain a valid provision or endorsement stating "Should any of the above-described policies by canceled or should any coverage be reduced before the expiration date thereof,the issuing company shall send written notice to the Weld County Director of General Services by certified mail, return receipt requested. Such written notice shall be sent thirty(30)days prior to such cancellation or reduction unless due to non-payment of premiums for which notice shall be sent ten(10)days prior. If any policy is in excess of a deductible or self-insured retention, County must be notified by the Contract Professional.Contract Professional shall be responsible for the payment ofany deductible or self-insured retention. County reserves the right to require Contract Professional to provide a bond, at no cost to County, in the amount of the deductible or self-insured retention to guarantee payment of claims. The insurance coverage's specified in this Agreement are the minimum requirements, and these requirements do not decrease or limit the liability of Professional. The County in no way warrants that the minimum limits contained herein are sufficient to protect them from liabilities that might arise out of the performance of the work under this Contract by the Contract Professional, its agents, representatives, employees, or subcontractors. The Contract Professional shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contract Professional is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contract Professional shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. Any modification to these requirements must be made in writing by Weld County. The Contract Professional stipulates that it has met the insurance requirements identified herein. The Contract Professional shall be responsible for the professional quality,technical accuracy, and quantity of all services provided, the timely delivery of said services, and the coordination of all services rendered by the Contract Professional and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. INDEMNITY: The Contract Professional shall defend, indemnify and hold harmless County, its officers, agents, and employees, from and against injury, loss damage, liability, suits, actions, or willful acts or omissions of Contract Professional, or claims of any type or character arising out of the work done in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contract Professional to conform to any statutes, ordinances, regulation, law or court decree. The Contract Professional shall be fully responsible and liable for any and all injuries or damage received or sustained by any person, persons, or property on account of its performance under this Agreement or its failure to comply with the provisions of the Agreement, or on account of or in consequence of neglect of the Contract Professional in its methods or procedures; or in its provisions of the materials required herein, or from any claims or amounts arising or recovered under the Worker's Compensation Act, or other law,ordinance, order, or decree. This paragraph shall survive expiration or termination hereof. It is agreed that the Contract Professional will be responsible for primary loss investigation, defense and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contract Professional agrees to waive all rights of subrogation against the County its associated and/or affiliated entities, successors, or assigns, its elected officials,trustees, employees, agents, and volunteers for losses arising from the work performed by the Contract Professional for the County.A failure to comply with this provision shall result in County's right to immediately terminate this Agreement. Types of Insurance: The Contract Professional shall obtain,and maintain at all times during the term of any Agreement,insurance in the following kinds and amounts: Workers' 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. Policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Commercial General Liability Insurance:with the minimum limits as follows: $1,000,000 each occurrence; $2,000,000 general aggregate; $1,000,000 Personal Advertising injury $2,000,000 products&completed operations aggregate; Automobile Liability: Contractor/Contract Professional shall maintain limits of$1,000,000 for bodily injury per person, $1,000,000 for bodily injury for each accident, and $1,000,000 for property damage applicable to all vehicles operating both on County property and elsewhere, for vehicles owned, hired, and non-owned vehicles used in the performance of this Contract. Professional Liability(Errors and Omissions Liability) The policy shall cover professional misconduct or lack of ordinary skill for those positions defined in the Scope of Services of this contract. Contract Professional shall maintain limits for all claims covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services. In the event that the professional liability insurance required by this Contract is written on a claims-made basis, Contract Professional warrants that any retroactive date under the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed. Minimum Limits: Per Loss $ 1,000,000 Aggregate $ 2,000,000 Contract Professionals shall secure and deliver to the County at or before the time of execution of this Agreement, and shall keep in force at all times during the term of the Agreement as the same may be extended as herein provided, a commercial general liability insurance policy, including public liability and property damage, in form and company acceptable to and approved by said Administrator, covering all operations hereunder set forth in the related Bid or Request for Proposal. Proof of Insurance: County reserves the right to require the Contract Professional to provide a certificate of insurance, a policy, or other proof of insurance as required by the County's Risk Administrator in his sole discretion. Additional Insureds: For general liability, excess/umbrella liability, pollution legal liability, liquor liability, and inland marine, Contract Professional's insurer shall name County as an additional insured. Waiver of Subrogation: For all coverages, Contract Professional's insurer shall waive subrogation rights against County. Subcontractors: All subcontractors, independent Contract Professionals, sub-vendors, suppliers or other entities providing goods or services required bythis Agreement shall be subject to all of the requirements herein and shall procure and maintain the same coverage's required of Contract Professional. Contract Professional shall include all such subcontractors, independent Contract Professionals, sub-vendors suppliers or other entities as insureds under its policies or shall ensure that all subcontractors maintain the required coverages. Contract Professional agrees to provide proof of insurance for all such subcontractors, independent Contract Professionals, sub-vendors suppliers or other entities upon request by the County. 14. Non-Assignment. Contract Professional may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contract Professional to assign or transfer its rights hereunder without such prior approval by County shall,at the option of County, automatically terminate this Agreement and all rights of Contract Professional hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 15. Examination of Records. To the extent required by law,the Contractor agrees that any duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. The Contractor agrees to maintain these documents for three years from the date of the last payment received. 16. Interruptions.Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 17. Notices. County may designate, prior to commencement of work, its project representative ("County Representative")who shall make,within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. The County Representative for purposes of this Agreement is hereby identified as, Director of Weld County Department of Public Works, or his designee. All notices or other communications (including annual maintenance made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: (a)personal service by a reputable courier service requiring signature for receipt; or (b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or (c)electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required by the sending party; or (d) transmission via facsimile, at the number set forth below, where a receipt or acknowledgment is required by the sending party. Either party may change its notice address(es)by written notice to the other. Notification Information: Contract Professional: R J McNutt&Associates LLC Attn.: Principle, Ron Boone Address: 6801 W. 20th Street, Unit 212 Greeley, CO Address: E-mail: rb@rjmcnutt.com Telephone: (970)330-3266 County: Name: Toby Taylor Position: Director of Buildings& Grounds Dept. Address: 1105 H Street Address: Greeley, CO E-mail: ttaylor@weldgov.com Facsimile: 18. Compliance with Law. Contract Professional shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 19. Non-Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contract Professionals or persons to perform services of the same or similar nature. 20. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 21. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 22. Employee Financial Interest/Conflict of Interest—C.R.S. §§24-18-201 et seq.and §24-50-507. The signatories to this Agreement aver that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. County has no interest and shall not acquire any interest direct or indirect, that would in any manner or degree interfere with the performance of Contract Professional's services and Contract Professional shall not employ any person having such known interests. During the term of this Agreement,Contract Professional shall not engage in any in any business or personal activities or practices or maintain any relationships which actually conflicts with or in any way appear to conflict with the full performance of its obligations under this Agreement. Failure by Contract Professional to ensure compliance with this provision may result, in County's sole discretion, in immediate termination of this Agreement.No employee of Contract Professional nor any member of Contract Professional's family shall serve on a County Board,committee or hold any such position which either by rule,practice or action nominates, recommends, supervises Contract Professional's operations, or authorizes funding to Contract Professional. 23. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 24. Governmental Immunity. 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, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 25. No Third Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 26. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 27. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contract Professional agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 28. Public Contracts for Services C.R.S. §8-17.5-101. Contract Professional certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract. Contract Professional will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Agreement, through participation in the E-Verify program or the State of Colorado program established pursuant to C.R.S. §8-17.5-102(5)(c). Contract Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify with Contract Professional that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contract Professional shall not use E-Verify Program or State of Colorado program procedures to undertake pre- employment screening or job applicants while this Agreement is being performed. If Contract Professional obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien Contract Professional shall notify the subcontractor and County within three (3) days that Contract Professional has actual knowledge that a subcontractor is employing or contracting with an illegal alien and shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days of receiving notice. Contract Professional shall not terminate the contract if within three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. Contract Professional shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contract Professional participates in the State of Colorado program, Contract Professional shall, within twenty days after hiring an new employee to perform work under the contract, affirm that Contract Professional has examined the legal work status of such employee, retained file copies of the documents, and not altered or falsified the identification documents for such employees. Contract Professional shall deliver to County, a written notarized affirmation that it has examined the legal work status of such employee, and shall comply with all of the other requirements of the State of Colorado program. If Contract Professional fails to comply with any requirement of this provision or of C.R.S. §8-17.5-101 et seq., County,may terminate this Agreement for breach, and if so terminated, Contract Professional shall be liable for actual and consequential damages. Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contract Professional receives federal or state funds under the contract, Contract Professional must confirm that any individual natural person eighteen(18)years of age or older is lawfully present in the United States pursuant to C.R.S. § 24-76.5-103(4), if such individual applies for public benefits provided under the contract. If Contract Professional operates as a sole proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of the United States or is otherwise lawfully present in the United States pursuant to federal law, (b) shall produce one of the forms of identification required by C.R.S. § 24-76.5-101, et seq., and(c) shall produce one of the forms of identification required by C.R.S. § 24-76.5-103 prior to the effective date of the contract. 29. Attorneys Fees/Legal Costs. In the event of a dispute between County and Contract Professional,concerning this Agreement,the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 30. Binding Arbitration Prohibited: Weld County does not agree to binding arbitration by any extra judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. Acknowledgment. County and Contract Professional acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement,with the attached Exhibit A, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. IN WITNESS WHEREOF,the parties hereto have signed this Agreement thisCay of , 2016 CONTRA T PROF—" " - Waylon M. Cash By: _ Date: April 26, 2016 Name: Waylon M. Cash Title: _PE, Vice President WELD CO TY: �" , .4LO � ATTEST: �� • BOARD OF COUNTY COMMISSIONERS Weld Co. erk to the Boa • WELD COUNTY,COLORADO BY: - it ca ` 111A—P4 u•- -- — Deputy Cle j tot e Bo. '� Mike Freeman, Chair MAY 0 2 2016 erMet.(612 APPROVED AS TO FUND 0151 ;i -4: PROVED AS TO SUBSTANCE: �o� ..-2 lef Controller Electe Oral or epartmcnt ead Patt AP VED TO F15M: Director of General Services County Attorney 020/6- / T co t CD p o ra >,+ C C cu a+ O O c6 0 IC) = 0.1 V ID IO � V LC) 00 co Cco EA EA EA *Z-1 Cu O Cu N a) L t O O v, . 0 a) Cu E 't >. C .O E gn 0 s b >.. o -0U N ` dco .. H U U o J = 4- 17 13 L c O C a) -cC y, CD ce E u.0 L V o c w ° H J y a u O L H _� 3 a c '_ ° > C & O U .- L o a) o0 0 j v) o• o v, -° u) c E ca m '^ 2 .) 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NI. ix .� d 0 N o ° c Li 6 Q W U Q om cU W r co w H N 73 • • • • N CU Z H CI Tr Cr) Co O CO 0 U 4) N 2 L o 0 }I U as"++ Q' C O - co 7) co U L O 4.0 Tr U — O N -C CD 4-J CO v >^ U .O O L_ ov U c J v 0 J v) L U) ( Q N N f0 .0 LSD - O O = co N co _Le Q D 06 3 Q = U) Z CD o �o v = 2 = VI + •- Q (13 Cr-13 C co a) O C O c _ C = U Q s W 7CO U > L V ≥ 1O N i w O U N < W N O 0 N M N• O s N co LE (6 M X c v a�i c 3 p < LE cC < N. .N O Lii Li C7 3 N O = E � s CO i- a . Q V A 55QCIATEo LL( is G ROC= .7 LETTER OF PROPOSAL April 12,2016 Mr. Toby Taylor Weld County Department of Buildings and Grounds 1105 H Street Greeley,CO. 80632 RE: Weld County Sheriff's Office District One&4 Data Room UPS Relocations/Connections Dear Mr. Taylor, R.J. McNutt&Associates,LLC is pleased to present our proposal for electrical engineering services. SCOPE OF WORK: Engineer is to perform following services: 1. Site visit of existing conditions as required. 2. Design site visits. 3. Electrical Construction drawings. a. Minimal Demo/Remodel work inside building mainly for Feeder Routing. b. Move existing UPS from Community Corrections Data room. Disconnect circuits and feeds,but do not reconnect. c. Add second existing UPS(65KVA)as redundant feed. 1. Reuse panel in existing UPS panel for UPS loads. 2. New Data Room Rack Receptacles and Circuits above/below ceilings and floors for AB switching same scheme as Centennial Data room. d. Seal and sign documents for submission to the local Building Department. e. AutoCAD drafting version 2012. 4. Attend coordination meetings in your office as required. 5. Electrical specifications Division 16. 6. Construction Phase. a. Pre-Bid contractor walk-through. b. Review electrical shop drawings. c. Electrical clarifications,addendums and changes. d. Answer electrical field questions. e. Field observations of electrical work in progress as required. f. Review Operating and Maintenance Manuals as prepared by the electrical contractor. g. As-Built Documents onto AutoCAD disk. Re: Weld County Sheriff's Office District One&4 Relocations/Connections Page 2 Letter of Proposal April 12,2016 WORK NOT INCLUDED: 1. Construction Document AutoCAD/Disk(s)during bidding,negotiation, and construction phase. Documents not available to Contractor and/or supplier or use in preparing shop drawings or field drawings. 2. Schematic Design Phase. 3. Design Development Phase. 4. Detailed cost estimates,hire electrical contractor for costing. 5. Attend coordination meetings. 6. Additional construction observations of electrical work in progress as requested by Client. 7. Full time construction observations of electrical work in progress. 8. Sound system. 9. Security system. 10. Fire Alarm. 11. Telephone equipment,terminations both-ends,jacks and cable. 12. Data equipment,terminations,both-ends,jacks and cable. 13. Arc Flash Analysis. 14. 30-day ammeter tests. 15. Security equipment and cable. 16. Refrigerated air conditioning. 17. Harmonic Study or Analysis. 18. Coordination Study. 19. Electrical pay request. 20. Bid Form,Performance Bond and other mandatory contractual arrangements. 21. Advertising for bids. 22. Training of Owner's staff. 23. Electrical Commissioning. 24. Any task not specifically included. PROJECT DESCRIPTION: 1. Project: Weld County Sheriff's Office District One&4 Relocations/Connections 2. Location: Greeley, Colorado 3. Description: UPS Addition to Data Room CLIENT COOPERATION: Client agrees to cooperate with Engineer and to furnish the following to Engineer to facilitate performance: 1. Electrical,Existing Electrical Drawings. 2. AutoCAD version 2012: 1/8" scale floor plans and scaled site plans. Disk with desired fonts for project. Progress Architectural prints included with progress disk. 3. Grid layouts. 4. Owner's requests. 5. Progress and final documents, architectural and mechanical. CHARGES AND PAYMENT: Client agrees to pay Engineer in accordance with the following rates and charges: 1. "SCOPE OF WORK" described previously: Service based on fixed fee of Five thousand Five hundred dollars($5,500.00). 2. "WORK NOT INCLUDED" (described previously).Additional work will be performed on an hourly basis at the following rates. This work will not be undertaken until we have your written Re: Weld County Sheriff's Office District One&4 Relocations/Connections Page 3 Letter of Proposal April 12,2016 authorization to proceed. These rates will be in effect through December 31,2016. For work after that time, increase these rates by 5%. 3. Hourly Rates: • Principal @ $ 115.00 • Engineer @ $ 95.00 • Designer @ $ 80.00 • AutoCAD @ $ 60.00 • Clerical @ $ 45.00 4. Reimbursable expenses as follows: a. Auto mileage @N/C. b. Printing(beyond check sets): $5.00 per print. c. Copying(beyond check sets): $0.25/copy. d. Incidental expenses toward the execution of this work. e. Overnight mailings. CONSEQUENTIAL DAMAGES: Notwithstanding any other provision of this Agreement,and to the fullest extent permitted by law,neither the Client nor the Consultant,their respective officers,directors,partners, employees,contractors or subconsultants shall be liable to the other or shall make any claim for any incidental, indirect or consequential damages arising out of or connected in any way to the Project or to this Agreement.This mutual waiver of consequential damages shall include,but is not limited to,loss of use,loss of profit,loss of business,loss of income,loss of reputation or any other consequential damages that either party may have incurred from any cause of action including negligence,strict liability,breach of contract and breach of strict or implied warranty.Both the Client and the Consultant shall require similar waivers of consequential damages protecting all the entities or persons named herein in all contracts and subcontracts with others involved in this project. CORPORATE PROTECTION: It is intended by the parties to this Agreement that the Consultant's services in connection with the Project shall not subject the Consultant's individual employees,officers or directors to any personal legal exposure for the risks associated with this Project.Therefore,and notwithstanding anything to the contrary contained herein,the Client agrees that as the Client's sole and exclusive remedy,any claim,demand or suit shall be directed and/or asserted only against the Consultant,a Colorado corporation,and not against any of the Consultant's individual employees,officers or directors. DISPUTE RESOLUTION:In an effort to resolve any conflicts that arise during or following the completion of the project,the Owner and the Engineer agree that all disputes arising out of or relating to this Agreement shall be submitted to non-binding mediation under the auspices of a mediation agency unless the parties mutually agree otherwise.The Owner and Engineer further agree to include the foregoing provision in any and all agreements with independent contractors and consultants retained for the project and to require all independent contractors and consultants to likewise include said provision in any and all agreements with subcontractors,sub-consultants, suppliers or fabricators so retained. INDEMNIFICATION:The Consultant agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Client,its officers,directors and employees(collectively,Client)against all damages,liabilities or costs,including reasonable attorneys'fees and defense costs,to the extent caused by the Consultant's negligent performance of professional services under this Agreement and that of its subconsultants or anyone for whom the Consultant is legally liable. The Client agrees,to the fullest extent permitted by law,to indemnify and hold harmless the Consultant,its officers, directors,employees and subconsultants(collectively,Consultant)against all damages,liabilities or costs,including reasonable attorneys'fees and defense costs,to the extent caused by the Client's negligent acts in connection with the Project and the acts of its contractors,subcontractors or consultants or anyone for whom the Client is legally liable. Neither the Client nor the Consultant shall be obligated to indemnify the other party in any manner whatsoever for the other party's own negligence or for the negligence of others. Re: Weld County Sheriff's Office District One&4 Relocations/Connections Page 4 Letter of Proposal April 12,2016 LIMITATION OF LIABILITY: To the fullest extent permitted by law,and not with-standing any other provision of this Agreement,the total liability,in the aggregate,of the Consultant and the Consultant's officers,directors, partners,employees and sub-consultants,and any of them,to the Client and anyone claiming by or through the Client,for any and all claims,losses,costs or damages,including attorneys'fees and costs and expert-witness fees and costs of any nature whatsoever or claims expenses resulting from or in any way related to the Project or the Agreement from any cause or causes shall not exceed the total compensation received by the Consultant under this Agreement. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising,unless otherwise prohibited by law. Contractor And Subcontractor Claims: The Client further agrees,to the fullest extent permitted by law,to limit the liability of the Consultant and the Consultant's officers,directors,partners,employees and subcontractors on the Project for any and all claims,losses,costs,damages of any nature whatsoever or claims expenses from any cause or causes,including attorney's fees and costs and expert witness fees and costs,so that the total aggregate liability of the Consultant and the Consultant's sub-consultants to all those named shall not exceed the Consultant's total fees for services rendered on this Project. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising unless otherwise prohibited by law. OWNERSHIP OF DOCUMENTS:All documents including drawings and specifications prepared by Engineer pursuant to this agreement are instruments of service in respect of the project.Engineer shall retain an ownership and property interest therein whether or not the project is completed.Client may make and retain copies for information and reference in connection with this project.Such documents are not intended or represented to be suitable for reuse by Client or others on extensions of this project or any other project. Any unauthorized reuse of Engineer's documents will be at the Client's sole risk and without liability to Engineer. STANDARD OF CARE:Services provided by us will be performed in a manner consistent with the degree of care ordinarily exercised by members of the same profession currently practicing under similar circumstances on similarly sized projects,in the same geographical area. TERMINATION: In the event of termination of this Agreement by either party,the Client shall within fifteen(15) calendar days of termination pay the Consultant for all services rendered and all reimbursable costs incurred by the Consultant up to the date of termination,in accordance with the payment provisions of this Agreement. The Client may terminate this Agreement for the Client's convenience and without cause upon giving the Consultant not less than seven(7)calendar days'written notice.Either party may terminate this Agreement for cause upon giving the other party not less than seven(7)calendar days'written notice for any of the following reasons: • Substantial failure by the other party to perform in accordance with the terms of this Agreement and through no fault of the terminating party; • Assignment of this Agreement or transfer of the Project by either party to any other entity without the prior written consent of the other party; • Suspension of the Project or the Consultant's services by the Client for more than ninety(90)calendar days, consecutive or in the aggregate; • Material changes in the conditions under which this Agreement was entered into,the Scope of Services or the nature of the Project and the failure of the parties to reach agreement on the compensation and schedule adjustments necessitated by such changes. In the event of any termination that is not the fault of the Consultant,the Client shall pay the Consultant,in addition to payment for services rendered and reimbursable costs incurred,for all expenses reasonably incurred by the Consultant in connection with the orderly termination of this Agreement,including but not limited to demobilization, reassignment of personnel,associated overhead costs and all other expenses directly resulting from the termination. THIRD-PARTY BENEFICIARIES:Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Client or the Consultant.The Consultant's services under this Agreement are being performed solely for the Client's benefit,and no other party or entity shall have any claim against the Consultant because of this Agreement or the performance or nonperformance of services hereunder.The Client and Consultant agree to require a similar provision in all contracts with contractors, subcontractors,subconsultants,vendors and other entities involved in this Project to carry out the intent of this Re: Weld County Sheriff's Office District One&4 Relocations/Connections Page 5 Letter of Proposal April 12,2016 provision. BETTERMENT: If,due to our negligence,a required term or component of the project is omitted from the construction documents,we shall not be responsible for paying the cost required to add such item or component,to the extent that such item or component would have been required and included in the original construction documents.In no event will we be responsible for any cost or expense that provides betterment,or upgrades,or enhances the value of the project. CLIENT ACKNOWLEDGMENT:This agreement shall become binding,subject to the terms and conditions herein,when accepted by written or verbal acknowledgment,commencement of the work,furnishing of any documents,payments for services by Client or acceptance of payments by Engineer. This Agreement shall be governed by the laws of the State of Colorado. CODE COMPLIANCE: We shall exercise usual and customary professional care in our efforts to comply with applicable law,codes and regulations in effect as of the date of this proposal. However,we are not the final arbiters of code enforcement and interpretations. Therefore,we can not,and do not,warrant or guarantee in any manner whatsoever,that interpretations,rulings,and enforcements of the building officials will not add cost or time to the project. Design changes made necessary by newly enacted laws,codes and regulations after the date of this proposal shall be considered additional services subject to an adjustment in our compensation and schedule. CONSTRUCTION DELAYS:Engineer shall not be responsible for delays in construction caused by Client, Contractor or any third party.In addition,Engineer shall not be responsible for the construction schedule as he has no control over Contractor's scheduling,manpower resources,equipment availability or workload. CONTINGENCY FUND:Owners and Engineer acknowledge that in a project of this magnitude and complexity, changes may be required as the result of possible omissions,ambiguities,or inconsistencies in the plans and specifications which may or may not be the fault of either of the parties hereto.As a consequence of the above, Owner realizes that Construction Contractors may be entitled to additional payment.Owner agrees to set up a reserve in the amount of 6 percent of the contract price(contingency reserve)to be used,as required to make additional payments to Construction Contractors with respect to such changes.Owner further agrees to make no claim by way of direct or third-party action against Engineer with respect to any payments within the limit of the contingency reserve made to Construction Contractors as a result of such changes or as a result of any claim made by Construction Contractors relating to such changes. CONSTRUCTION SAFETY: We have not been retained or compensated to provide design and construction review services relating to the Contractors safety precautions or to means,methods,techniques,sequences or procedures required for the Contractor to perform his work on this project. DURATION OF CONTRACT:This agreement shall be in effect for a period of one year from the date hereon. ELECTRONIC MEDIA(DISK) 1. Due to the potential that the information set forth on the electronic media(disk)can be modified by Owner, or Owner's consultant,unintentionally or otherwise,Engineer shall remove all indices of its involvement from each electronic display. 2. For documentation purposes,on set of an original electronic media(disk)and one hard copy set will be prepared.One set will be given to Architect. 3. Owner recognized that use of such electronic media(disk)will be at Owner's sole risk and without any liability risk or legal exposure by Engineer.Furthermore,Owner shall,to the fullest extent permitted by law,defend,indemnify and hold harmless Engineer from all claims,damages,losses,and expenses including attorney fees arising out of or resulting from the use of such electronic media(disk). FIDUCIARY RESPONSIBILITY:The Client confirms that neither the Consultant nor any of the consultant's sub- consultants or subcontractor has offered any fiduciary service to the Client and no fiduciary responsibility shall be owed to the Client by the consultant or any of the consultant's sub-consultants or subcontractors,as a consequence of the consultant's entering into this Agreement with the client. Re: Weld County Sheriff's Office District One&4 Relocations/Connections Page 6 Letter of Proposal April 12,2016 INSURANCE: We agree to maintain in force for the duration of the project the following insurance: 1. Professional Liability Insurance(furnished upon request). 2. General Liability Insurance. 3. Automobile Insurance for company owned vehicles. 4. Workmen's Compensation Insurance. OPINIONS OF PROBABLE COST: Because we have no control over the cost of labor,materials,equipment or services furnished by others or over competitive bidding or market conditions,our Opinions of Probable Cost shall be made on the basis of our experience and qualifications and represent our best judgment as an experienced and qualified professional engineer familiar with the construction industry. We cannot and do not guarantee that proposals,bids or actual construction costs will not vary from our Opinions of Probable Cost. SCHEDULE,BILLING AND PAYMENT: In return for our commitment to meet the schedule,we expect prompt payment for services. We shall invoice you monthly for services performed within that month. We shall have our invoice in your office by the date and time you designate in order for you to invoice the owner on a timely basis. You shall review such invoices and,if they are considered incorrect or untimely,review the matter with us,and confirm in writing to us,within ten days from receipt of our billing,your understanding of the disposition of the issue. Payment for our services is due within 45 days of our invoice. Payments not received within 45 days shall be considered breach of contract and as such we shall suspend work until our account is brought current. In the event we have to hire an attorney to collect any outstanding amounts not paid,you shall pay reasonable attorney's fees incurred in such collection proceedings. SHOP DRAWINGS: We shall review shop drawings,samples and other data,but only for conformance with the design concept of the project and compliance with the information given in the documents. Such reviews shall not extend to means,methods,techniques,sequences or procedures of construction. Respectfully submitted, 1 , Ron Boone,Principal R. J. McNutt&Associates,LLC Approved and accepted this day of ,2016 By Client Please sign and return one copy. PCD ENGINEERING SERVICES April 21, 2016 Toby Taylor, Director Weld County Department of Buildings &Grounds Weld County Veterans Services 1105 H Street P.O. Box 758 Greeley, CO 80632 RE: UPS Relocation—Electrical Engineering Agreement Weld County Sheriffs Department Data Center PCD Engineering Services, Inc. (PCD) is pleased to provide this agreement for the above named project. This proposal is based on our site visit of April 15, 2016. 1.1 Scope of Work: The project will generally involve the relocation of the UPS from the Weld County Community Correctional Services Building to the Weld County Sheriffs Department Data Center. Outline specifications will be provided on the drawings. All calculations will be performed in order to verify capacity of existing electrical systems. 1.2 Phases of the Contract: Phase Scope Deliverables Concept/ Site visit to confirm existing conditions and Summary report of Schematic Design discuss project approach with COB. Review recommended design existing building electrical systems, drawings, approach and/or options to utility bills and produce recommended design consider. approach. Design Perform calculations and select equipment 1 electronic copy Development based on proper size needed. Create progress construction document(CD) engineering drawings for City review. Final Design & Revise progress CDs for 100% CDs for City and Three (3) hard copies Construction building department permit review and pricing. stamped/signed. Documents Answer any 100% CD review comments. Construction Produce written bidding addendum (as needed). Answer RFIs with Procurement Addendum. Construction Construction Administration. The project Answer requests for construction to be managed by COB. PCD information. Engineering will answer contractor change requests and requests for information as needed. PCD will provide submittal review of equipment. Review Submittals One (1) Construction field observation at 1 site visit+engineers field completion. reports. 323 3rd Avenue-Suite 100, Longmont, CO 80501 Tel: 303.678.1 108 Fax: 303.678.1 142 PCDENGINEERING.COM UPS Relocation-Engineering Agreement April 21,2016 Page 2 of 2 1.3 Basis of Compensation: Basis of compensation shall be as follows and is to be invoiced monthly as a percent completion. Phase Design Fee SD Study/Report $ 1,732.50 Design Development $ 2,425.50 Construction Documents $ 2,772.00 Construction Procurement $ 693.00 Construction Administration $ 1,039.50 Total $ 8,662.50 Additional services shall be pre-approved by Client in advance. Billing rates are per PCD Engineering's prevailing rates. Reimbursable expenses invoiced at cost+10%. 1.4 Exclusions: • Changes in scope and additional travel to/from the site not included in the above scope. • Distribution beyond the UPS. • Short term electrical metering. • Record documents. Regards, Peter D'Antonio, PE-President Approved and Accepted By: Name Title Signature Date 5587 W. 19th Street,Greeley,Colorado 80634 AE ASSOCIATES telephone:970.330.5587 fax:970.330.30401 Engineering Successful Building Environments April 13,2016 Weld County Building and Grounds Department 1105 H Street P.O.Box 758 Greeley,Colorado 80632 Attention: Mr.Toby Taylor Project: IT Room UPS Relocation Subject: Proposal for Electrical Engineering Services Dear Toby, AE Associates,Inc.,the Engineer, is pleased to present our proposal to Weld County,the Client,for electrical engineering services for the Weld County Law Enforcement Building's IT Room UPS Relocation project to be located in Greeley,Colorado. BUILDING PROGRAM/SCOPE OF WORK: Our current understanding of the project is based on the site visit on 4/12/2016 and is outlined in the following scope of work: 1. Design for removal and relocation of existing Leibert 65KVA 480V UPS from community corrections facility to law enforcement facility.Up-stream devices in Community corrections facility would remain as is. Removal of data center equipment in this room other than the UPS is not in scope of project. 2. Design Installation of Leibert UPS into law enforcement facility. 3. Existing generator does not have sufficient capacity to supply both UPS systems. Our design will provide either an automatic or manual transfer switch to accommodate either a future generator or connection. 4. Normal supply for this new ATS/MTS will be from the existing main switchboard.Our fee is based upon the assumption that this main switchboard gas adequate physical space and capacity.Design of upsizing this switchboard would require additional fee. 5. Provide for new branch circuits feeding new fourplex receptacles in IT room for redundant power supply to server racks. Each fourplex will be provided with(4)dedicated 20A receptacles, located at the top of the data equipment racks in the IT room. Distribution of power beyond these fourplex receptacles will be designed and provided for by the owner. 6. Construction phase services are limited to the following: a. Respond to bidder questions. b. Attend pre-construction kick off meeting. c. Review material submittals. d. Respond to RFI's e. One site visit,prepare punchlist f. One site visit,verify final status of punchlist items. EXCLUDED FROM THE SCOPE OF THIS PROJECT: Items that are not included in the proposed scope of work consist of: 1. Architectural,structural and civil design services. 2. Commissioning of electrical systems. 3. Construction cost estimating. Weld County Law Enforcement Building IT Room UPS Relocation Project Proposal for Electrical Engineering Services April 13,2016 Page 2 of 5 4. Training of Owner's staff. 5. Any task not specifically included. CLIENT CO-OPERATION: In order for us to diligently execute our work you agree to provide us with the following: 1. Access to existing building for field work and existing drawings as available(already delivered). 2. Existing building floor plans in CAD format(If available). DOCUMENT PREPARATION: Preparation of our mechanical and electrical documents will commence after we have confirmed the scope of work with Weld County and verified the direction of the design. Significant redesign due to revised scope or direction will result in a request for additional services. LIMITATION OF LIABILITY: In order to obtain the benefits of a lesser fee which includes a lesser allowance for risk funding,and in recognition of the relative risks and benefits of the project,the risks and liabilities have been allocated such that the Client agrees,to the fullest extent permitted by law,to limit the risks and liabilities of the Engineer to the Client,for all claims,losses,costs, damages or expenses of any nature arising from the negligent acts,errors and omissions of the Engineer, including reasonable attorney's fees, so that the total aggregate liability of the Engineer, including each of its officers,employees, and agents,to the Client shall not exceed$100,000 or the Engineer's total fee, whichever is greater. CORPORATE PROTECTION: It is understood that the Engineer's services in connection with this project shall not subject the Engineer's individual employees,officers or directors to any personal legal exposure for the risks associated with this project. Not with standing anything to the contrary,the Client agrees that as the Client's sole and exclusive remedy,any claim,demand or suit shall be directed and/or asserted against the Engineer,a Colorado corporation,and not against any of the Engineer's individual employees, officers or directors. FEE BASIS: Our fixed fee for performing this scope-of-work shall be as follows: 1. Electrical: $8,500. Total $8,500. ADDITIONAL WORK: Our fee for performing additional work shall be on a time and material basis in accordance with the following rate schedule. This work shall not be undertaken until we have your written authorization to proceed. 1. President: $175.00 per hour 2. Project Managers: $145.00 per hour 3. Engineers: $115.00 per hour 4. Designers: $105.00 per hour 5. CAD: $ 65.00 per hour REIMBURSABLE EXPENSES: Weld County Law Enforcement Building IT Room UPS Relocation Project Proposal for Electrical Engineering Services April 13,2016 Page 3 of 5 We do not anticipate any reimbursable expenses for this project. SCHEDULE,BILLING AND PAYMENT: Once the project schedule is established we shall assign our staff accordingly. In return for our commitment to meet the schedule we expect prompt payment for our services. We shall invoice you monthly for services performed within that month. We shall have our invoice in your office by the date and time you designate in order for you to invoice the owner on a timely basis. You shall review such invoices and,if they are considered incorrect or untimely,review the matter with us,and confirm in writing to us,within ten days from receipt of our billing,your understanding of the disposition of the issue. Payment for our services is due within 45 days of our invoice. Payments not received within 45 days shall be considered breach of contract and as such we shall suspend work until our account is brought current. In the event we have to hire an attorney to collect any outstanding amounts not paid,you shall pay reasonable attorney's fees incurred in such collection proceedings. STANDARD OF CARE: Services provided by us will be performed in a manner consistent with the degree of care ordinarily exercised by members of the same profession currently practicing under similar circumstances,on similarly sized projects, in the same geographic area. CODE COMPLIANCE: We shall exercise usual and customary professional care in our efforts to comply with applicable law,codes and regulations in effect as of the date of this proposal. However,we are not the final arbiters of code enforcement and interpretations. Therefore,we cannot,and do not,warrant or guarantee in any manner whatsoever,that interpretations,rulings,and enforcements of the building officials will not add cost or time to the project. Design changes made necessary by newly enacted laws,codes and regulations after the date of this proposal shall be considered additional services subject to an adjustment in our compensation and schedule. BETTERMENT: If, due to our negligence,a required item or component of the project is omitted from the construction documents,we shall not be responsible for paying the cost required to add such item or component,to the extent that such item or component would have been required and included in the original construction documents.In no event will we be responsible for any cost or expense that provides betterment,or upgrades,or enhances the value of the project. CONSEQUENTIAL DAMAGES: To the fullest extent permitted by law,neither the Client nor the Engineer, shall be liable to the other for indirect or consequential damages,including but not limited to,lost use, lost profits, lost reputation, lost tax benefits,or lost business opportunities, in any way arising out of or relating to the Project or the performance of this Proposal or subsequent Agreement. PROJECT TERMINATION: In the event of termination of our services,we shall be paid for all work accomplished through the date and time of the termination even though the billing for said work may occur after the date of termination. Said work shall be billed at the hourly rates then in effect. Weld County Law Enforcement Building IT Room UPS Relocation Project Proposal for Electrical Engineering Services April 13,2016 Page 4 of 5 OWNERSHIP OF DOCUMENTS: All documents including drawings and specification prepared by us pursuant to this agreement are instruments of service with respect to the project. We shall retain an ownership and property interest therein whether or not the project is completed. You may make and retain copies for information and reference in connection with this project. Such documents are not intended or represented to be suitable for reuse by you or others on extensions of this project or any other project. CONSTRUCTION SAFETY: We have not been retained or compensated to provide design and construction review services relating to the Contractors safety precautions or to means,methods,techniques, sequences or procedures required for the Contractor to perform his work on this project. OPINIONS OF PROBABLE COST: Because we have no control over the cost of labor,materials,equipment or services furnished by others or over competitive bidding or market conditions,our Opinions of Probable Cost shall be made on the basis of our experience and qualifications and represent our best judgment as an experienced and qualified professional engineer familiar with the construction industry. We cannot and do not guarantee that proposals,bids or actual construction costs will not vary from our Opinions of Probable Cost. SHOP DRAWINGS: We shall review shop drawings, samples and other data,but only for conformance with the design concept of the project and compliance with the information given in the documents. Such reviews shall not extend to means,methods,techniques, sequences or procedures of construction. ACCURACY OF DOCUMENTS: We shall prepare all our documents to the best of our ability but do not guarantee that the documents are without error,but rather that the documents are buildable. We shall respond in a timely fashion to your clarifications. CONSTRUCTION DELAYS: We cannot be responsible for delays in construction caused by you,the Contractor or any third party. In addition,we shall not be responsible for the construction schedule as we have no control over the Contractor's scheduling,manpower resources,equipment availability or workload. DISPUTE RESOLUTION: In an effort to resolve any conflicts that may arise during or following the completion of the project,we both shall agree that all disputes arising out of or relating to this agreement shall be submitted to non-binding mediation under the auspices of a nationally recognized mediation agency. INSURANCE-GENERAL: We agree to maintain in force for the duration of the project the following insurance coverages: 1. Professional Liability Insurance($1,000,000 per occurrence/$2,000,000 aggregate). 2. General Liability Insurance($1,000,000 per occurrence/$1,000,000 aggregate). 3. Excess Liability Umbrella Insurance($4,000,000 aggregate). 4. Valuable Papers Insurance($500,000). 7. Automobile Liability Insurance($1,000,000). 8. Workers Compensation Insurance(per state requirements). Weld County Law Enforcement Building IT Room UPS Relocation Project Proposal for Electrical Engineering Services April 13,2016 Page 5 of 5 PROPOSAL ACCEPTANCE: This proposal shall become binding,subject to the terms and conditions herein,when accepted by you through written or verbal acknowledgment,commencement of the work, furnishing of any documents,payments for services by Client or acceptance of payment by Engineer. This proposal is valid for a period of 30 days. CONCLUSION: If you have any questions please feel free to contact us.We appreciate this opportunity to present this proposal and look forward to working with you and your staff. Respectfully, 4,4 Cody Terkhorn,PE Electrical Project Manager AE Associates, Inc. Client#: 1087380 RJMCN DATE(MMIDD/YYYY) ACORD,,, CERTIFICATE OF LIABILITY INSURANCE 4/26/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed.If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: USI Colorado,LLC Prof Liab PHONE - - - I FAX W No,Ext):800 873-8500 I(A/C,No): P.O. Box 7050 E-MAIL ADDRESS: Englewood,CO 80155 INSURER(S)AFFORDING COVERAGE NAIC# 800 873-8500 INSURERA:Hartford Ins Co of the Midwest 37478 INSURED INSURER B:Sentinel Insurance Company Ltd. 11000 RJ McNutt&Associates,LLC INSURER C: •7 Travelers Casualty and Surety C 119038 6801 W 20th St,Ste 212 - — I INSURER D Greeley,CO 80634 INSURER E: INSURER F: 1 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR1 ADDL SUBR POLICY EFF I POLICY EXP LTR _ _._ TYPE OF INSURANCE INSR WVD POLICY NUMBER LIMITS (MMIDD/YYYY��(MM/DD/YYYY); A X COMMERCIAL GENERAL LIABILITY X X 34SBWPB4755 10/15/2015.10/15/2016 EACH OCCURRENCE Ll$1,000,000 DAMAGE TO RENTED CLAIMS-MADE XI OCCUR 'PREMISES(Ea occurrence) I$300,000 , MED EXP(Any one person) I$10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE l$2,000,000 PROT- LOC PRODUCTS-COMP/OP AGG $2,000,000 POLICY X JEC LOTHER: $ A AUTOMOBILE LIABILITY X X 34SBWPB4755 10/15/2015.10/15/2010(oaB rdeDtsINGLE LIMIT $1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED I SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS X AUTOS (Per accident) $ A I1 UMBRELLA LIAB !X OCCUR X X 34SBWPB4755 10/15/2015 10/15/201 EACH OCCURRENCE $2,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $2,000,000 DED X RETENTION$10000__ _ ___ _ $ B WORKERS COMPENSATION X 34WEGKC1645 10/15/25 5 I10/15/2016 X PER OTH- AND EMPLOYERS'LIABILITY STATUTE �.__..f_R_.____. ANY PROPRIETOR/PARTNER/EXECUTIVE,Y/N E.L.EACH ACCIDENT $1,000,000 I OFFICER/MEMBER EXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under I DESCRIPTION OF OPERATIONS below , E.L.DISEASE-POLICY LIMIT I$1,000,000 C Professional 105512029 10/15/201510/15/2017 $1,000,000 per claim Liability $2,000,000 annl aggr. Claims Made DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) As required by written contract or written agreement,the following provisions apply subject to the policy terms,conditions,limitations and exclusions:The Certificate Holder and owner are included as Automatic Additional Insured's for ongoing and completed operations under General Liability; Designated Insured under Automobile Liability;and Additional Insureds under Umbrella/Excess Liability but only with respect to liability arising out of the Named Insured work performed on behalf of the certificate holder and owner. (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Weld County Buildings&Grounds Department SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE g p THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1105 H Street ACCORDANCE WITH THE POLICY PROVISIONS. Greeley,CO 80632 AUTHORIZED REPRESENTATIVE .13 1- -�sc I � -A ©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) 1 of 2 The ACORD name and logo are registered marks of ACORD #S17743932/M16476097 JZSZP DESCRIPTIONS (Continued from Page 1) The General Liability,Automobile Liability,Umbrella/Excess insurance applies on a primary and non contributory basis.A Blanket Waiver of Subrogation applies for General Liability,Automobile Liability, Umbrella/Excess Liability and Workers Compensation. The Umbrella/Excess Liability policy provides excess coverage over the General Liability,Automobile Liability and Employers Liability. Please note that Additional Insured status does not apply to Professional Liability or Workers' Compensation. SAGITTA 25.3(2014/01) 2 of 2 #S17743932/M16476097 Hello