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AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO
AND
RIVERRESTORA TION.ORG
/ This Agreement Regarding Provision of Professional Services ("Agreement") dated this
--I..!e- day of August, 2005, is between the County of Eagle, State of Colorado, a body corporate
and politic, by and through its Board of County Commissioners ("County") and
RiverRestoration.org, L.L.c., a Colorado limited liability company ("Contractor").
Recitals
A County desires professional water planning and engineering secvices to provide
the Secvices outlined in Section I hereunder with regards to the Eagle River Recreation
Enhancement Master Plan.
B. Contractor has submitted to County a proposal for performing the Secvices
(defined in Section 1 hereunder) and represented that it has the expertise and personnel necessary
to properly and timely perform the Services.
C. Contractor and County intend by this Agreement to set forth the scope of the
responsibilities of the Contractor in connection with the Secvices and related terms and
conditions to govern the relationship between the Contractor and County in connection with the
Secvices.
Agreement
Therefore, based upon the representations by the Contractor set forth in the foregoing
recitals, for good and valuable consideration, including the promises set forth herein, the parties
agree to the following:
I. Scope of the Services: The Services shall be comprised of the following:
a. Contractor shall provide the Scope of Services as more particularly described in
Exhibit "A" attached hereto and incorporated by reference ("Services").
b. Contractor shall be responsible for the completeness and accuracy of the Services,
including all supporting data and other documents prepared or compiled in performance of the
Services, and shall correct, at its sole expense, all significant errors and omissions therein. The
fact that County has accepted or approved the Professional Services shall not relieve Contractor
of any of its responsibilities. Contractor shall perform the Secvices in a skillful, professional and
competent manner and in accordance with the highest standards of care, skill and diligence.
c. The parties hereto recognize that the scope of the Services may change. When the
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Contractor believes that the scope of the Secvices has been changed or that by reason of a
decision of County it will be required to redo properly completed Services, Contractor shall
immediately advise County of such belief and shall also provide a statement of the maximum
additional charges for such secvices. Contractor shall not be entitled to be paid for any such
additional services unless and until County agrees in writing that the Scope of the Secvices has
changed and accepts the statement of the maximum additional charges.
d. Additional services, if required beyond the Scope of Services, shall be separately
negotiated and agreed to by both County and Contractor prior to the Contractor performing the
additional secvices.
2. Time of Performance and Termination:
a. Contractor shall commence the Secvices upon execution of this Agreement and
shall complete the Scope of Secvices as set forth in Exhibit "A" by December 31, 2005.
b. Either party may, in its sole discretion, terminate this Agreement, with or without
cause, upon ten (10) days written notice to the other party. In the event of any termination ofthis
Agreement, Contractor shall be compensated for Secvices satisfactorily completed prior to said
notice.
3. Compensation and Payment:
a. In consideration of Contractor's performance of the Scope of Services,
Contractor shall be reimbursed based on the proposed costs for each Task as set forth in Exhibit
"A." Based on the Contractor's proposal, the parties agree that reimbursement for the Scope of
Services shall not exceed an amount of$35,970.
b. Contractor shall submit to County monthly invoices upon the progressive
completion of the Services. Such invoices shall describe the Secvices performed, hours incurred,
and an itemized breakdown of any other expenses. Upon request, Contractor shall provide
County with such other supporting information as County may request. Upon receipt of a proper
invoice, County shall pay all proper charges within thirty (30) days of receipt of invoice.
c. Contractor shall maintain comprehensive, complete and accurate records and
accounts of its performance relating to this Agreement for a period of three (3) years following
final payment hereunder, which period shall be extended at County's reasonable request.
4. Independent Contractor: It is expressly acknowledged and understood by the parties
hereto that nothing contained in this Agreement shall result in, or be construed as establishing, an
employment relationship. Contractor shall be, and shall perform as, an independent Contractor.
No agent, subcontractor, employee, or servant of Contractor shall be, or shall be deemed to be,
the employee, agent or servant of County. Contractor shall be solely and entirely
responsible for its acts and for the acts of Contractor's agents, employees, and servants during
the performance of this Agreement.
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5. Personnel: Contractor understands and hereby acknowledges that County is relying
primarily upon the expertise and abilities of Jason Carey and RiverRestoration.org, L.L.C.
Contractor may not assign, subcontract or delegate any part of the Services or substitute
subcontractors without County's written consent, which consent County may exercise in its sole
discretion.
6. Confidentiality: Contractor acknowledges that during the term of this Agreement,
Contractor may receive confidential information from County for use in connection with its
performance of the Secvices. Contractor further acknowledges that it may in the performance of
the Services develop information, including facts, data, and opinions, which are, or in County's
judgment should be, confidential or limited in terms of dissemination. Contractor shall take all
precautions necessary to maintain and protect the confidentiality of any such information and to
ensure that it shall be used only for the purposes of the Secvices. AIl facts, data, and opinions
developed by Contractor in the course of its performance of the Services shall be deemed to
belong to County and no such facts, data, or opinions shall be disseminated to anyone for any
purpose without CountYs express written consent. Contractor shall retain all knowledge and
information which it has acquired as a result of this Agreement in trust in a fiduciary capacity for
the sole benefit of County, its successors and assigns.
AIl documents (including electronic files) which are obtained during or prepared in the
performance of this Agreement shall remain the property of the County and are to be delivered to
County before final payment is made to Contractor or upon earlier termination of this
Agreement.
7. Insurance: Contractor shall purchase and maintain during the term of this Agreement
insurance of the kind and in the minimum amount specified below. However, the insurance
requirements below shall not be deemed to limit or define the obligations of the Contractor.
Contractor shall, prior to commencing work under this Agreement, obtain the following
minimum insurance:
a. Workers' Compensation Insurance: If services are performed within the State of
Colorado, Contractor shall carry Workers' Compensation Insurance to cover liability under the
laws of the State of Colorado in connection with work performed pursuant to this Agreement.
b. Professional Liability Insurance: Contractor shall carry Professional Liability
Insurance at limits of no less than $1,000,000.
c. Commercial General Liability Insurance: Contractor shall carry Commercial
General Liability Insurance with coverage of no less than $1,000,000 per occurrence and
$2,000,000 in the aggregate.
8. Indemnification: Within the limits allowed by law, Contractor shall indemnify, hold
harmless and defend County and its officials, boards, officers, principals and employees,
harmless from, all costs, claims and expenses, including reasonable attorney's fees, arising from
claims of any nature whatsoever made by any person in connection with the acts or omissions of,
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or representations by, the Contractor, the Contractor's officers, employees, agents or
subcontractors in the performance of this Agreement.
9. Notices: Any notice and all written communications required under this Agreement
shall be given by personal delivery, courier delivery, facsimile transmission together with a "hard
copy" by United States mail, or first class mail, to the appropriate party at the following
addresses:
Contractor: RiverRestoration.org, L.L. C.
Attn: Jason Carey
P.O. Box 0981
Grand Junction, Colorado 81502
Phone: 970-389-5987
Fax: 970-242-0201 (call prior to faxing)
County: Eagle County Attorney's Office
500 Broadway
P.O. Box 850
Eagle, Colorado 81631
Phone: 970-328-8685
Fax: 970-328-8699
Notice shall be deemed given on the first to occur of delivery, transmission by facsimile
(if transmitted during customary business hours, or the following business day if not), or three
(3) calendar days after deposit in the mails, as applicable.
10. Miscellaneous:
a. Contractor shall not discriminate against any employee or applicant for employment
to be employed in the performance of this Agreement on the basis of race, color, religion,
national origin, sex, ancestry, physical handicap, age, political affiliation, or family
responsibility .
b. The making, execution and delivery of this Agreement by the parties hereto has not
been induced by any prior or contemporaneous representation, statement, warranty or agreement
as to any matter other than those herein expressed. This Agreement, including Exhibit "A,"
embodies the entire understanding and agreement of the parties, and there are no further or other
agreements or understandings, written or oral, in effect between them relating to the subject
matter hereof This Agreement may not be amended, including by any modification of, deletion
from or addition to the Scope of Services, except by a written document of equal formality
executed by both parties hereto.
c. This Agreement shall be governed by and interpreted in accordance with the laws
of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts
thereof The parties agree that venue in any action to enforce or interpret this Agreement shall be
in the District Court in the Fifth District for the State of Colorado. If any action is brought to
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enforce the provisions of this Agreement, the prevailing party shall be entitled to reasonable
costs and attorney fees.
d. This Agreement does not and shall not be deemed to confer upon or grant to any
third party any right enforceable at law or equity arising out of any term, covenant, or condition
herein or the breach thereof
e. The funds appropriated for this project are equal to or in excess of
the contract amount. Notwithstanding anything to the contrary contained in this Agreement,
County shall have no obligations under this Agreement, nor shall any payment be made to
Contractor in respect of any period after any December 3 I of each calendar year during the term
of this Agreement, without an appropriation therefor by County in accordance with a budget
adopted by the Board of Eagle County Commissioners in compliance with applicable provisions
oflaw.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written.
COUNTY OF EAGLE,
STATE OF COLORADO
Bya rough Its Board of
C 0 missioners
to
of County Commissioners
RiverRestoration.org, L.L.C.
B~ ~---~-~?
STATE OF COLORADO ) Jason Carey C"- ______~
-- ~
) ss:
COUNTY OF EAGLE )
(?~ {Ii",-
Notary Public Q
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Eagle River Recreation Enhancement Master Plan
Scope of Work
July 15,2005
Revised August 1, 2005
RiverRestoration.org
970-389-5987
PO Box 0981
Grand Junction, CO 81502
This Scope of work has been revised from the July 15,2005 version to remove Task 4 per
the request of the Eagle County Board of County Commissioners on July 26,2005.
RECREATIONAL RIVER ACCESS
Task 1) RECREATIONAL RIVER ACCESS INVENTORY AND ASSESSMENT
Forty-one River access locations have been inventoried and assessed for general habitat
conditions in a project supported by the Eagle River Watershed Council. This Task is to
build on this existing assessment. Up to 10 additional sites will be inventoried including
assessment of undeveloped and open space parcels along the Eagle River and Gore
Creek. Ownership and the level of formal access agreements will be identified for all
sites Prioritization of the sites and the integral connection of each site in the basin will be
developed. This will create a planning tool that will support the long-term development
of recreational River access in Eagle County. Cost for this Task 1: $6,650
Task 2) CONCEPTUAL DESIGN AND COST ESTIMATE FOR UP TO FIFTEEN
EAGLE RIVER RECREATION ENHANCEMENTS SITES
The prioritization of sites in the above Task will also reveal the sites that would benefit
from improvement. This Task is to select up to 15 high priority sites and develop a
conceptual plan for improvement at each site. The conceptual plan will include the
feasibility of connecting utilities to the site, recommendations for drainage, bank access,
parking and eddies, and recommendations for facilities. A cost estimate will be included
with the conceptual design that will relate the magnitude of funding needed to improve a
site and estimate the costs of surveying, engineering and design. Cost for this Task 2:
$15,000.
IN-CHANNEL HAZARDS
Task 3) IN-CHANNEL RECREATIONAL HAZARDS INVENTORY AND
ASSESSMENT
Recreational hazards in the channels of the Eagle River and Gore Creek would be
inventoried and assessed. The channels would assessed at bridges, diversions, and
known obstacles for removal, navigation improvement and hazard reduction. Equipment
access, reduction methods and approximate improvement costs would be estimated. The
locations would be located with 10 meter accurate GPS. GPS inventory of these hazards
would also be useful to Eagle County Search and Rescue. This work would be similar to,
EXHIBIT
b A
:is
.D
is
but not include, the proposed work for the "Eagle River Gorge Iron Litter Removal
Design". Cost for this Task 3: $7,120.
Task 1) EAGLE RIVER GORGE IRON LITTER REMOV"^~L DESIGN
The River near the Eagle Mine is excessivoly littered with industrial, non toxic debris.
Vihat is in there? How do we get it out? \Vhat do we do with it? Inventory and sunley of
the debris and na'/igation hazards in the channel v/ilI be performed tD answer these
questions. Feasibility costs and preliminary plans for the reduction of in channel hazards
will be de'/elopod. Banks and channel 'will be measured for access and equipment
requirements. This project needs to be perfDrmed during 10'11 ""'atilr and coordinated with
CDPHE, Eagle Mine and private O'.voers tD be executed. Cost for this Task 1: $7,920.
RECREATIONAL RIVER OPPORTUNITIES
RECREATIONAL RIVER USES AND OPPORTUNITIES
Task 5) Many recreational River opportunities exist throughout the Eagle River and Gore
Creek. Recreational opportunities range from bank fishing to park and play kayaking,
from passive enjoyment of the riparian zone to guided raft trips. The uses of the River
are as multiple and diverse as the River itself. The many users need to have their uses
accommodated without undue conflict with each other or the environment. A basin wide
integral use pattern, including timing and limits, will be conceptually evaluated. This
will be an evaluation of the recreational uses in relation to the hydro graph, reaches and
the seasons. The environmental factors that currently limit use and how the quality of
recreation is degraded by overuse will be evaluated. Projects to enhance and concentrate
uses will be identified and, where applicable, coordinated with the environmental
restoration projects that have been prioritized in the Eagle River Watershed Inventory and
Assessment. Cost for this Task 5: $7,200
Total Cost: $35,970
Curriculum Vitae
RiverRestoration.org
PO Box 0981
Grand Junction, CO 81502
970-389-5987
BACKGROUND
RiverRestoration.org is a new and growing company dedicated to River
issues on the Western Slope of Colorado. RiverRestoration.org provides the
planning, engineering and technical support required in any River project.
Our philosophy is to take a whole system approach to River projects to meet
the multiple needs of ecology, recreation and water users for an overall
higher functioning system. Mr. Jason Carey led the start-up of
RiverRestoration.org in the Spring of 2004. Mr. CareylS intimate knowledge
of River Systems originated from recreating on the Rivers.
RiverRestoration.org recognizes that the ability to recreate in these natural
areas will inspire new River stewards, and thus create popular support for
the protection of these systems. We embrace River recreation and look for
solutions that accommodate recreation without degrading ecology nor
conflicting with other uses.
PERSONNEL
Currently, RiverRestoration.org is in the direct charge of Mr. Jason Carey.
RiverRestoration.org utilizes a broad support network of sub-consultants
when a project requires peer review or a specialized field of expertise.
Jason Carey, P.E. has seven years of practice in water resources, hydraulic,
and civil engineering. Mr. CareylS primary expertise is in the field of river
mechanics. As a water resources engineer, Mr. Carey has managed
numerous projects involving river restoration, geomorphic assessment,
natural channel design, wetlands creation, river stability analysis, bio-
stabilization, water and sediment routing, floodplain determination, reservoir
capacity analyses, dam break analysis, hydraulic design of structures in the
river environment, design of erosion control measures, design of irrigation
systems, hydraulic bridge design and design of habitat for endangered fish
species. Mr. Carey has performed and reviewed thorough hydrologic,
hydraulic, geomorphic and sediment transport analyses and excels in
alternatives development. Mr. Carey has performed and reviewed
preliminary design, quantities takeoffs, cost estimates, risk analyses, plans
and specifications. Mr. Carey has done extensive report writing and
compiling for NEPA compliant work. Mr. Carey has also planned and
executed extensive hydrographic data collection efforts including survey
control, aerial survey control, bathymetric survey and topographic survey.
Mr. Carey is currently registered as a Professional Engineer in Colorado
(#38797) and California (#C64838). Mr. Carey is a member of the American
Society of Civil Engineers. Mr. Carey holds a Master of Science in Civil
Engineering from the University of Utah and a Bachelor of Science in Physics
from Fort Lewis CoHege.
SELECTED PROTECTS AND CONTACTS
. Eagle River Recreation Enhancements at Avon, Phase 1 (2005-current)-
RiverRestoration.org has taken the lead role in designing a whitewater
destination at Bob the Bridge in Avon, Colorado. The project includes the
survey, design and engineering of plans and specifications for a recreation
enhanced river channel. Completed to date are hydrographic survey of the
channel, hydraulic modeling, preliminary design, alternatives analysis and
permit applications. Town of Avon, Mayor Ron Wolf, 970-376-6945.
. Vail Whitewater Park Modifications (2005- current)- RiverRestoration.org
has contracted with Vail, Colorado to maximize whitewater potential at the
existing Town of Vail Whitewater Park. Vail desires to improve the original
park performance in order to meet the expanding skill level of freestyle
kayaking. Floodway issues, a smaH channel and limited flow have required a
high level of technical expertise to be applied to look at overall system issues
and the potential of adjustable features. RiverRestoration was retained to
develop a project through plans and specifications for construction.
Completed to date are flood way analysis and alternatives development.
Town of Vail, Gregg Barrie, Landscape Architect, 970-479-2107.
. Black Gore Creek Capital Projects (2004-current)- RiverRestoration.org is
identifying, surveying and designing projects to be implemented along Black
Gore Creek for the dean-up and restoration of traction sand impacts. Projects
range from stabilizing sediments on vaHey floors to pumping deposits out of
the river and placing them on sound berms throughout the Vail vaHey. This
work supports ongoing efforts of the Eagle River Watershed Council,
Caroline Bradford, Director, 970-827-5406.
. Consolidation of the Williams and Walker Ditches, Yampa River (2004-
current)- RiverRestoration.org is leading the technical design for an
environmentaHy sensitive diversion structure that will aHeviate river
degradation, provide fish and boat passage, and provide efficient irrigation
delivery. This project is the first phase of implementation that resulted from
the Section 206, Yampa River Hayden Restoration feasibility study, managed
by Mr. Carey. Current irrigation practices include dredging and channel
excavation that has exacerbated river migration, causing major loss of lands.
Bob Stoddard or John Fetcher, Upper Yampa Water Conservancy District,
Steamboat Springs, CO, 970-879-2424.
. Black Gore Creek Total Maximum Daily Load (2004-current)-
RiverRestoration.org is supporting a multi agency, multi disciplinary Team in
developing a TMDL to address the impacts of 1-70 on Black Gore Creek at
Vail pass. Construction, operation and maintenance of 1-70 have caused
adverse sedimentation in Black Gore Creek, impairing aquatic life. My Carey
has been instrumental in developing the structure for the TMDL and
performing monitoring to support implementation of the TMDL. This work
supports ongoing efforts of the Eagle River Watershed Council, Caroline
Bradford, Director, 970-827-5406.
. Eagle River Recreation Enhancements at Avon, Project Scope and Conceptual
Plan (2005)- RiverRestoration.org contracted with Town of Avon to assess
potential recreation improvements along the Eagle River as well as identify
use patterns and limitations. Thirteen locations were assessed for river
recreation and a conceptual plan with project cost estimates was developed at
each site. This project has empowered the Town and opened the door for
working with stakeholders to move towards implementation of projects.
Town of Avon, Mayor Ron WoIf, 970-376-6945.
. Eagle River Watershed Inventory and Assessment, Recreational River Access
(2004-2005)- RiverRestoration.org assisted in developing a draft inventory
and assessment of recreational river access in the Eagle River Watershed. A
narrative of use, impacts and potential for improvement to drainage, bank
access, parking, signage, restrooms and waste facilities, and trail connection,
is developed for each access point. The Eagle River and Gore Creek are very
popular recreational destinations and this work supports ongoing efforts of
the Eagle River Watershed Council, Caroline Bradford, Director, 970-827-
5406.
. Upper Colorado River Endangered Fish Recovery Program (2000-2004)- Mr.
Carey acted as Project Manager for evaluations, alternatives development,
preliminary design, and construction design for endangered species habitat
enhancement. Bottomland areas of the Colorado, Gunnison, and Green Rivers
are being re-designed to improve natural interaction and function with the
main channels. Hydraulic, hydrologic, geomorphic, and sediment transport
analyses were performed by Mr. Carey in developing deSign. Mr. Carey has
acted as a hydrographic survey crew chief for initial reconnaissance,
construction stakeout and monitoring. Mr. Carey has developed plans and
specifications and cost estimates for the restoration of six bottomland sites.
This work was performed in conjunction with the US Fish & Wildlife Service,
Pat Nelson, Habitat Director, 303-969-7322 X226.
. Section 206, Yampa River Hayden Restoration (2001-2004)- Mr. Carey acted
as Project Manager for an ecosystem approach to river restoration of
approximately 10 miles of the Yampa River in Colorado. Mr. Carey directed
surveying efforts, characterized existing conditions, identified environmental
degradations, developed alternative solutions, and analyzed cost
effectiveness to present a recommended plan of action. Mr. Carey was
instrumental in the development of a Data Identification Report and a
Detailed Project Report and an Environmental Assessment for the
Sacramento District COE. This project required that Mr. Carey deliver a very
high level of coordination between project sponsors, stakeholders, The
Nature Conservancy, the Fish and Wildlife Service, and the COE. The project
includes the design of environmentally sensitive diversion structures,
irrigation delivery systems, and invasive fish species exclusion structures.
Brad Hubbard, Project Manager, Corps of Engineers, 916-557-7054.
. Section 206, Arkansas River Fisheries Habitat Restoration Plan, Pueblo,
Colorado (1999-2002)- Mr. Carey has acted as Project Engineer in defining
existing conditions, developing alternatives, estimating project costs, and
developing preliminary design for the comprehensive rehabilitation of 10
miles of the Arkansas River and the adjacent floodplains. Mr. Carey has
contributed greatly to the development of an Ecosystem Restoration Report
and an Environmental Assessment for this project. Mr. Carey acted as crew
chief in reconnaissance-level field investigations of the study area for
vegetation delineation, materials sampling, and geomorphic characterization.
Hydraulic, hydrologic, and sedimentation analyses were performed by Mr.
Carey. Mr. Carey then developed a full range of conceptual alternatives for
the restoration and enhancement of the ecosystem. Basic alternatives included
in-stream hydraulic structures (bendway weirs, vortex weirs, cross vanes,
boulder clusters, and grade control structures), in channel bank stabilization
and modifications (stone toe protection and vegetated bars), fisheries habitat
structures, riparian and wetland plantings, island habitat formation, and
community access. Mr. Carey recommended and performed preliminary
design on a dual use fish passage and kayak park on a major in-stream
diversion structure. Preliminary cost estimates were developed by Mr. Carey
including construction costs and OMRR&R costs based on materials and
construction quantities. Restoration design has been performed by Mr. Carey
including comprehensive hydraulic modeling, channel realignment, and
preliminary design drawings. Mr. Carey has also participated in a Value
Engineering Study and provided design input to the COE for development of
final Plans and Specifications. Throughout this effort, Mr. Carey has been
involved in high-level communications and coordination with the
Albuquerque District COE and local sponsors. Construction of this project
initiated in the Fall of 2004. Scott Hobson, Planner, City of Pueblo, 719-543-
6006.
. Section 206, South Fork New River Restoration Plan, Boone, North Carolina
(2000-2002)- Mr. Carey has acted as Project Engineer in defining existing
conditions, developing alternatives, estimating project costs, and developing
plans and specifications for the comprehensive rehabilitation of 1,700 feet of
the South Fork New River and the adjacent floodplains. Mr. Carey led this
project from initiation through construction support and post project
monitoring. Throughout the completion of this effort, Mr. Carey has been
involved in high-level communications and coordination with the
Huntington District COE and local sponsors. Construction of the project was
completed in May of 2002, and in the Summer of 2002, the Project Delivery
Team was nominated for the CELRD CommanderrB Project Team of the Year
Award. The project survived a 50-year storm event in the Fall of 2004 with
the formation of beneficial scour holes and refreshment of alluvium. Jim
Byrne, Manager, Town of Boone, NC, 828-265-3206.
