HomeMy WebLinkAbout20150419.tiff RESOLUTION
RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES AND AUTHORIZE
CHAIR TO SIGN - DON OSTRANDER
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Professional Services Agreement
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the County Attorney's Office, and Don Ostrander,
with terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a
copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Professional Services Agreement between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, on
behalf of the County Attorney's Office, and Don Ostrander, 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 9th day of February, A.D., 2015.
BOARD OF COUNTY COMMISSIONERS
WE COUNTY, LORADO
ATTEST:deavti ,,,,/ L
C24O•,,C arbara Kirkm yer, Ch it
Weld County Clerk to the Board
Mike a Freeman, Pro-Tem
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Dept Jerk to the B ,p % XCUSED
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APPROVED AS TO FOR ,"��, Julie A/�ozad
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County Attorney � "��
�' Steve Moreno
Date of signature: -/9
CG CA�3C>°lZi
2015-0419
CA0015
•
TO: Board of County Commissioners
\1$• '4'
\ \l'7 c, `. t A r , - �� FROM: Bob Choate, Assistant County Attorney
-11 ill r DATE: February 4, 2015
' `� SUBJECT: Professional Services Agreement—Don Ostrander, Esq.
Commissioners,
I request your approval of the attached Professional Services Agreement between Weld County and attorney
Don Ostrander of the law firm Hamre Rodriguez Ostrander& Dingess PC. Per Exhibit A to the PSA (Scope of
Work)the legal services to be provided under the contract relates exclusively to our condemnation action
against DPG Farms LLC.
I recommend Don for this necessary service after extensive research. I began by reaching out to other attorneys
on the Colorado County Attorneys Association (CCAA) email listserv, requesting referrals for a good
condemnation attorney. I received referrals for about 12 persons, but most persons' recommended Don first. I
reached out to each of the referred attorneys to discuss with them their experience and expertise, interest,
available resources, potential conflicts, and cost estimation.
Don is clearly the best of many options. H p e has an extensive condemnation practice, mostly representing
condemning authorities. He has tried many of these cases through to a jury, including multiple cases involving
disputed mining
g properties, as is relevant in our case. His hourly rates (Exhibit B) are competitive, and his
estimate of costs ($60,000-75,000) are in line with my expectations, based on the costs we routinely pay to
outside counsel in other cases (e.g. Hall & Evans).
As always, please feel free to contact me if you wish to discuss.
II
I 2015-0419
c) 9— 75
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN WELD COUNTY& DON OSTRANDER-
WELD COUNTY V. DPG FARMS LLC CONDEMNATION LITIGATION
THIS AGREEMENT is made and entered into this q. day of February 2015, by and between the
County of Weld, a body corporate and politic of the State of Colorado, by and through its Board of County
Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as
"County," and Don Ostrander, Hamre Rodriguez Ostrander & Dingess PC, who whose address is 3600 South
Yosemite Street, Suite 500, Denver, Colorado 80237, 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:
I. Introduction.
The terms of this Agreement are contained in the terms recited in this document and in Exhibits A and B
each of which forms an integral part of this Agreement. Exhibits A and B are specifically incorporated herein
by this reference. County and Contract Professional acknowledge and agree that this Agreement, including
specifically Exhibits A and B define the performance obligations of Contract Professional and Contract
Professional's willingness and ability to meet those requirements.
Exhibit A consists of the Contract Professional's Scope of Work.
Exhibit B consists of Contract Professional's Hourly Rate and Costs.
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 Exhibit A which is attached hereto and incorporated herein by
reference. Contract Professional shall coordinate with Weld County to perform the services described on
attached Exhibits A and B. 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 Exhibits A and B 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
Exhibits A and B. Both of the parties to this Agreement understand and agree that the laws of the State of
Colorado 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 he 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 the actual costs
of services as set forth in Exhibits A and B. 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 Weld County Attorney, 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 described in this
section 6. 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 v,•as 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.
Mileage may be reimbursed if the provisions of Exhibit B permit such payment at the rate set forth in
Exhibit B. Contract Professional shall not be paid any other expenses unless set forth in this Agreement.
Payment to Contract Professional will be made only upon presentation of a proper claim by Contract
Professional, itemizing services performed and, (if permitted under this Agreement), mileage expense incurred.
Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations
under this Agreement after, nor shall any payments be made to Contract Professional in respect of any period
after December 31 of any year, without an appropriation therefore by County in accordance with a budget
adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised
Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment(Colorado
Constitution, Article X, Sec. 20)
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. Contract Professional shall have the following
responsibilities with regard to workers' compensation and unemployment compensation insurance matters: (a)
provide and keep in force workers' compensation and unemployment compensation insurance in the amounts
required by law.
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 tiles 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.
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.
INSURANCE: Contract Professional must, at his or her own expense, secure and maintain at all times during
the pendency of this Agreement, a professional liability insurance agreement that covers any damages caused by
an error, omission or any negligent acts of the Contractor, its sub-contractors, agents,officers,or employees
performance under this Contract.
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.
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 by this 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: Don Ostrander
Attn.: Partner/ Shareholder
Address: 3600 S. Yosemite Street, Suite 500
Address: Denver, Colorado 80237
E-mail: dostrander@hrodlaw.com
Facsimile: 303-779-3662
With copy to:
Name: Lori Argo
Position: ParalegaULegal Assistant
Address: 3600 S. Yosemite Street
Address: Denver, Colorado 80237
E-mail: largo@hrodlaw.com
Facsimile: 303-779-3662
County:
Name: Robert J. Frick
Position: County Attorney
Address: 1150 '0' Street
Address: Greeley, Colorado 80632
E-mail: rfrick@weldgov.com
Facsimile: (970) 352-0242
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. 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.
29. 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 Exhibits A and B 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 this day of February
2015.
CONTRACT PROFESSIONAL:
Hamre, R9dr'Ruez, Ostrander& ingess, P.C.
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By: �ti z1(7 /( G • Date Z / /5
Name: Donald M. Ostrander
Title: Vice President
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Weld Co Clerk to the B . • % l�. `r LD COUNTY,CO ORADO
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Deputy Cl to the Board ��' s Barbara Kirkmeye Chair
APPROVED AS T FUNDING: APP V O SUBSTANCE:
Controller lected cial or Department Head
APPROVED AS TO FORM: W/A-
Director of General Services
County Attorney
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EXHIBIT A
CONTRACT PROFESSIONAL'S SCOPE OF WORK
The Firm of Hamre, Rodriguez, Ostrander& Dingess, P.C., subsequently referred to as
"Law Firm", has been retained by The County of Weld, subsequently referred to as "Client" to
provide legal representation in an eminent domain matter. The owner of the property is D.P.G.
Farms, LLC which is located at 1390 Holly Avenue in unincorporated Weld County. The
Project is described as the Weld County Road Extension Project, Project# SRP 23.
The Firm will act as co-counsel with the County Attorney's Office for the duration of the
case. The case involves a dispute in valuation over property that has been alleged to have a
highest and best use of gravel mining and water storage. The Firm is familiar with this type of
case and has handled similar matters through trial.
Mr. Ostrander will be the primary attorney performing the proposed services. In his
absence or where otherwise appropriate, Mr. Rodriguez will provide coverage and additional
assistance on matters that arise. The Firm may also utilize other attorneys in the Firm from time
to time where necessary and appropriate and they are Joel Spector(associate), and Amanda A.
Bradley(Special Counsel).
The Firm has a 24 hour call-back rule for all clients. Any communication to our office
(e-mail or call)will be returned within 24 hours or less. We understand the need for timely
communication and this is one of the Firm's hallmarks. To help facilitate this communication
we will put together a personnel list with contact information of all involved on the Project.
Between e-mails and cell phones it is possible to communicate with our Firm on an as-needed
basis,be this during regular working hours, evenings or on weekends.
EXHIBIT B
CONTRACT PROFESSIONAL'S HOURLY RATE AND COSTS
The Firm (Firm attorneys, staff, and personnel)proposes to do the work under the Scope
of Services at the following rates:
Donald Ostrander: $330.00 per hour.
Richard Rodriguez: $330.00 per hour.
Other Sr. Attorneys: $260.00 per hour.
Other Jr. Attorneys: $220.00 per hour.
Paralegal/Legal Asst: $120.00 per hour.
The Finn will not charge for in-house copies or facsimiles, secretarial or clerical work
and mileage or parking for travel.
The Firm will pass through the actual costs for outside copying, exhibit preparation,
service of process, court filing fees, if any, court reporters' transcript, delivery costs, long
distance charges and any costs of lodging, meals or transportation should these be necessary.
The Firm will not have any mark-up on any of these items.
The Firm has been hiring experts and consultants for many years and it does not have a
mark-up for their services when their fees are passed along to the client.
FM ALLIED
` IV, WORLD
P ASSURANCE COMPANY
DARWIN NATIONAL ASSURANCE COMPANY
1690 New Britain Avenue,Suite 101, Farmington, CT 06032
Tel.(860) 284-1300 Fax (860)284-1301
ALLIED WORLD LPL ASSURE
LAWYERS PROFESSIONAL LIABILITY INSURANCE POLICY
POLICY NUMBER: 0307-5193 RENEWAL OF: 0307-5193
THIS IS A CLAIMS MADE POLICY WHICH APPLIES ONLY TO CLAIMS FIRST MADE
DURING THE POLICY PERIOD OR ANY EXTENDED REPORTING PERIOD, AND
REPORTED IN ACCORDANCE WITH SECTION V.E. OF THE POLICY. THE LIMIT OF
LIABILITY AVAILABLE TO PAY DAMAGES WILL BE REDUCED AND MAY BE
EXHAUSTED BY CLAIMS EXPENSES AND CLAIMS EXPENSES WILL BE APPLIED
AGAINST THE RETENTION AMOUNT. IN NO EVENT WILL THE INSURER BE LIABLE
FOR CLAIMS EXPENSES OR DAMAGES IN EXCESS OF THE APPLICABLE LIMIT OF
LIABILITY. PLEASE READ THE ENTIRE POLICY CAREFULLY.
DECLARATIONS
Item 1. Name and Mailing Address of Named Insured:
Duncan,Ostrander& Dingess,P.C.
3600 South Yosemite Street,Suite 500
Denver,CO 80237
Item 2. Policy Period:
(a) Inception Date: May 5,2014
(b) Expiration Date: May 5, 2015
At 12:01 a.m.Standard Time at the Mailing Address Shown Above
Item 3. Limits of Liability:
1. Limits of Liability for Insuring Agreements
(a) $2,000,000 Limit of Liability for each and every Claim under Insuring Agreement I.
(b) $2,000,000 Limit of Liability for all Claims under Insuring Agreement I.
II. Limits of Liability for Additional Coverages
(a) $25,000 Shared Aggregate Limit of Liability for all amounts payable under
Additional Coverage A., Supplemental Privacy Coverage.
(b) $500,000 Limit of Liability for each and every Claim under Additional
Coverage B.,Non-Profit Directors&Officers Coverage.
LPL 00002 00(11/2013)
$500,000 Limit of Liability for all Claims under Additional Coverage B.,
Non-Profit Directors&Officers Coverage.
(c) $30,000 Limit of Liability for all personal earnings, under Additional
Coverage C.; provided that this Limit of Liability is further limited as
follows:
(i) $500 for personal earnings lost each day
(ii) $15,000 for personal earnings per Claim
(d) $20,000 Limit of Liability for all fees, costs and expenses incurred from
each and every Disciplinary Proceeding under Additional Coverage D.
$60,000 Limit of Liability for all fees, costs and expenses incurred from all
Disciplinary Proceedings under Additional Coverage D.
(e) $5,000 Limit of Liability for all fees and costs incurred from the Insured
receiving a Subpoena arising out of Legal Services under Additional
Coverage E.
HI. Policy Aggregate Limit of Liability
(a) $2,000,000 Aggregate Limit of Liability for all amounts payable under
Insuring Agreement I. and Additional Coverages A. and B. The Aggregate
Limit of Liability does not apply to the Additional Coverages C.,D.and E.
Item 4. Retentions:
(a) $25,000 each and every Claim under Insuring Agreement I.
(b) $5,000 each and every Material Event;each and every Privacy Wrongful Act;
and each and every Data Breach under Additional Coverage A.
(c) $25,000 each and every Claim under Additional Coverage B.
No Retention shall apply to Additional Coverages C.,D.and E.
Item 5. Address of Insurer For Notices Under This Policy:
Claim-Related Notices:
noticeoflossQi awac.com
All Other Notices:
1690 New Britain Avenue Farmington,CT 06032
Item 6. Premium: $41,848
LPL 00002 00(11/2013)
Item 7. Retroactive Date: None-Prior Acts Coverage Provided
Item 8. Endorsements Attached at Issuance:
1.LPL 00032 05(11/2013)Colorado Amendatory
2.LPL 00044 00(11/2013)Defense Expenses Paid in Addition to the Limits of Liability
3.LPL 00096 00(11/2013)Prior Knowledge Date
In Witness Whereof,the Insurer has caused this Policy to be executed and attested.This Policy shall not
be valid unless countersigned by a duly authorized representative of the Insurer.
•
President Asst. Secretary
AUTHORIZED REPRESENTATIVE
LPL 00002 00(11/2013)
ENDORSEMENT NO.4
AMEND DECLARATIONS PAGE
This Endorsement,effective at 12:01 a.m. on October 1,2014, forms part of
Policy No. 0307-5193
Issued to Duncan,Ostrander&Dingess, P.C.
Issued by Darwin National Assurance Company
In consideration of the premium charged, it is hereby agreed that:
Item 1. of the Declarations page is deleted in its entirety and replaced as follows:
Item I. Name and Mailing Address of Named Insured:
Hamre, Rodriguez,Ostrander& Dingess, PC
3600 South Yosemite Street, Suite 500
Denier,CO 80237.
All other terms, conditions and limitations of this Policy shall remain unchanged.
Authorized Representative
LPL 00038 00(11/2013)
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