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HomeMy WebLinkAboutC05-246 CONSULTING AGREEMENT This Consulting Agreement ("Agreement") dated as of this day 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 Sullivan Green Seavy, LLC located at 2969 Baseline Road, Boulder, Colorado 80303 ("Consultant"). Recitals WHEREAS, the County is in the process of amending the Eagle County Land Use Regulations ("LUR") and researching various "growth management" tools which may take a variety of forms, including development moratoria, interim zoning, downzoning, time-limited development approvals and other growth management strategies; and WHEREAS, the County is in need of a law firm that can provide a diagnosis of the current LURs and research and provide the County with direction on how to implement the above stated growth management techniques; and WHEREAS, Consultant has represented that it has the experience and knowledge in the subject matter necessary to carry out the services outlined in Section 1.1 hereunder; and WHEREAS, the Consultant is a corporation authorized to do business in the State of Colorado; and WHEREAS, County wishes to hire Consultant to perform the tasks associated with such services outlined in Section 1.1 hereunder; and WHEREAS, County and Consultant intend by this Agreement to set forth the scope of the responsibilities of the Consultant in connection with the services and related terms and conditions to govern the relationship between Consultant and County in connection with the servICes. Agreement Therefore, based upon the representations by Consultant set forth in the foregoing recitals, for good and valuable consideration, including the promises set forth herein, the parties agree to the following: 1. Services Provided: 1.1 The Consultant will provide the consulting services as more particularly set forth in the attached Exhibit "A," (hereinafter called "Consulting Services" or "Services"). The Consulting Services are generally described as 1) Phase I would consist of a diagnosis of the existing Eagle County Land Use Regulations in light of policy direction from the Eagle County Board of County Commissioners and recommendations for short and long range revisions to implement the County's policies. 1.2 The Consultant agrees that Consultant will not enter into any consulting arrangements with third parties that will conflict in any manner with the Consulting Services. 1.3 Consultant has given the County a proposal for performing the Services and represented that it has the expertise and personnel necessary to properly and timely perform the Services. 2. Term of Agreement: 2.1 Consultant shall commence the Services no later than twenty (20) business days after the date of this Agreement. Consultant shall complete the Services by September 30, 2005. 2.2 County may terminate this Agreement, in whole or in part, for its convenience upon providing ten (10) days written notice to the Consultant. Upon such termination, the County shall be liable only for Services satisfactorily completed prior to the notice. At its sole discretion, the County may require that the Consultant complete particular portions of the Services on a time and reimbursable expenses basis consistent with Paragraph 3 hereof. Upon termination, the Consultant shall deliver to County all data and other documents entirely or partially completed, together with all material supplied to the Consultant by the County. Payment will be due within thirty (30) days after the Consultant has delivered the last of the partially completed documents, together with any records that may be required to determine the amount due. 3. Compensation and Payment: 3.1 In consideration of its performance of the Consulting Services, County shall pay Consultant for its time and reimbursable expenses, provided the total fees and expenses for the Services shall not exceed $35,000.00. Payment shall be made in accordance with the following: a. Consultant shall submit to the County progress invoices regarding one or more of the tasks identified in "Scope of Work." Such invoices shall describe the Services performed and reimbursable expenses incurred. The Consultant shall provide the County with such other supporting information as the County may request. b. Consultant 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. County shall have the right within such period to inspect such books, records and documents upon demand, with reasonable notice and at a reasonable time, for the purpose 2 of determining, in accordance with acceptable accounting and auditing standards, compliance with the requirements of this Agreement and the law. 4. Independent Contractor: 4.1 With respect to the provision ofthe Consulting Services hereunder, Consultant acknowledges that Consultant is an independent contractor providing Consulting Services to the County. Nothing in this Agreement shall be deemed to make Consultant an agent, employee, partner or representative of County. 4.2 The Consultant shall not have the authority to, and will not make any commitments or enter into any agreement with any party on behalf of County without the written consent of the Board of County Commissioners. 4.3 At all times during the term of this Agreement, Consultant shall maintain the following Insurance: Type of Insurance Coverage Limits Professional Liability $1,000,000 minimum Workers' Compensation Statutory limits All insurance required hereby shall be issued by an insurance company or companies authorized to do business in the State of Colorado. Consultant shall deliver certificates of required insurance to the County within fifteen (15) calendar days of execution of this Agreement by the Board. Before permitting any subcontractor approved by County to perform any Services under this Agreement, Consultant shall either (1) require each of its subcontractors to procure and maintain, during the life of its subcontracts, insurance which meets the requirements for the Consultant herein, or (2) provide for insurance of the subcontractor in Consultant's own policies in the amounts required hereinabove. 5. Ownership of Documents: All documents (including electronic files) which are obtained during or prepared in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Consultant or upon earlier termination of this Agreement. 6. No Assignment: The parties to this Agreement recognize that the Consulting Services to be provided pursuant to this Agreement are professional in nature and that in entering into this 3 Agreement County is relying upon the professional services and reputation of Consultant and its approved subcontractors. Therefore, neither Consultant nor its subcontractors may assign its interest in this Agreement or in its subcontract, including the assignment of any rights or delegation of any obligations provided therein, without the prior wTitten consent of County, which consent County may withhold in its sole discretion. Except as so provided, this Agreement shall be binding on and inure to the benefit of the parties hereto, and their respective successors and assigns, and shall not be deemed to be for the benefit of or enforceable by any third party. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Agreement. 7. Notices: 7.1 Any notice and all written communications required under this Agreement shall be given in writing by personal delivery, facsimile or U.S. Mail to the other party at the following addresses: (a) Eagle County Attorney 500 Broadway P.O. Box 850 Eagle, CO 81631 (b) Barbara J.B. Green, Esq. Sullivan Green Seavy, LLC 2969 Baseline Road Boulder, Colorado 80303 7.2 Notices shall be deemed given on the date of delivery; on the date the facsimile is transmitted and confirmed received or, if transmitted after normal business hours, on the next business day after transmission, provided that a paper copy is mailed the same date; or three days after the date of deposit, first class postage prepaid, in an official depository of the U.S. Postal Service. 8. Miscellaneous: 8.1 This Agreement shall be 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. Venue shall be in District Court in Eagle County. 8.2 Consultant shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement on the basis ofrace, color, religion, national origin, sex, ancestry, physical handicap, sexual orientation, age, political 4 affiliation or family responsibility. Consultant shall require all subcontractors to agree to the provisions of this subparagraph. 8.3 All documents (including electronic files) which are obtained during or prepared in the performance of the Consulting Services shall remain the property of the County and are to be delivered to County before final payment is made to Consultant or upon earlier termination of this Agreement. 8.4 This Agreement constitutes the entire Agreement between the parties related to its subject matter. It supersedes all prior proposals, agreements and understandings. 8.5 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. 8.6 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 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 Work, except by a written document of equal formality executed by both parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above wTitten. COUNTY OF EAGLE, STATE OF COLO By and Through Its BOA UNTY COMMISSIONERS By: County Commissioners SULLIV AN GREEN SEA VY, LLC By: 5 Barbara J.B. Green 2969 Baseline Road Boulder, CO 80303 Phone: 303-355-4405 Fax: 303-322-5680 lawgreen@earthlink.net July 25, 2005 VIA EMAIL: diane.mauriello@eaglecounty.us; walter .mathews@eaglecounty.us Board of County Commissioners of Eagle County c/o Diane Mauriello, Eagle County Attorney P. O. Box 850 Eagle, CO 81631 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations In response to your request, we are pleased to offer the following conceptual proposal for consultant services to Eagle County regarding review and amendment of the County's land use regulations. The Project Based upon our understanding of the scope of work at this time, we propose to organize the project into two phases. The Phase I would consist of a diagnosis of the existing County land use regulations in light of policy direction from the Board, and recommendations for near-term and long-range revisions to implement Board policies. Phase II would consist of actual revisions to the regulations based on the recommendations in Phase I agreed to by the Board. In lieu of the Phase I diagnosis, the Board may wish to consider a series of working sessions to identify the critical land use issues that face the County. Gunnison County has found that public work sessions, coupled with executive sessions addressing critical legal issues, works well to achieve a balance between public input and candid discussions of legal opportunities and constraints that the Board faces. The Team The consultant team for this project would comprise Barbara Green and Mary Keyes, of Sullivan Green Seavy, LLC; and Sara Jane Maclennan, Thorn Rounds and Edward Hocker ofURS Corporation. In addition, we will be subcontracting with a developer to review any proposed recommendations and revisions to the regulations. We believe that an interdisciplinary team is essential to the success of any land use process. Sullivan Green Seavy will mange the team so that our services are seamless. Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 2 Barbara J .B. Green Barbara Green is a founding partner of the law firm of Sullivan Green Seavy, LLC. Ms. Green graduated from Northwestern University in 1972 and holds a Masters in Public Administration and a Juris Doctor degree from the University of Colorado in Boulder. She was admitted to the Colorado Bar in 1985. Her clients include public and private sector entities addressing land use planning and development, intergovernmental decision-making, and environmental and natural resource matters. Ms. Green serves as special land use counsel to county and municipal governments throughout the state, assisting with land use planning, regulation and litigation. She also advises decision makers during the review of development applications. She has drafted numerous land use codes, and recently was selected by the State of Colorado to prepare a Model Land Use Code for Colorado counties. Ms. Green also represents private sector clients in issues that arise from the development of real property including rezoning, subdivision, annexation and development agreements. From this work, Ms. Green understands the interests of the regulated community and has knowledge of regulations that create unintended barriers to quality land use. As a result of her experience with both developers and local governments, Ms. Green has become adept at facilitating emotionally-charged intergovernmental cooperative efforts and public participation processes associated with master planning efforts. Ms. Green has served as General Counsel to Northwest Colorado Council of Governments since 1985 where she advises county and municipal governments on methods to mitigate impacts associated with growth, and strategies to protect the headwaters of the Colorado Basin. Ms. Green also is Town Attorney for the Town of Silver Plume, Colorado, and General Counsel to the Rocky Mountain Low-level Radioactive Waste Board, an interstate compact comprising the states of Colorado, New Mexico and Nevada, created by Congress to manage low-level radioactive waste in the three-state region. Ms. Green also has wide-ranging experience with environmental issues relating to hazardous waste, water quality, and National Environmental Protection Act (NEP A) compliance. Additionally, she represents clients in environmental compliance and enforcement actions, and has many years of experience in rule-making and quasi-judicial proceedings in front of administrative boards and commissions. Ms. Green has drafted environmental laws and regulations as well as intergovernmental agreements to manage environmental issues. Ms. Green is a member of the Colorado Water Resources and Power Development Authority Board, and has served on the Colorado Mined Land Reclamation Board and the Board of County Commissioners of Eagle County July 25,2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 3 Colorado Groundwater Commission where she focused on state and local relationships and issues arising out of extraction industries. She is a member of the University of Denver Water Law Review Advisory Board and serves on the Board of Directors of the Colorado Conservation Voters. Prior to attending law school, Ms. Green served as Town Administrator/Planner for the Towns of Oak Creek and Yampa, and was Assistant City Manager for the Cit~ of Steamboat Springs. She is admitted to practice law in the State of Colorado, the lOt Circuit Court of Appeals and the United States Supreme Court. Mary Keyes Mary Keyes is a legal assistant for Sullivan Green Seavy, LLC. Ms. Keyes has twenty years of staff experience in local government. She is experienced in the process of local government and has an extensive background working with elected officials, appointed commissions and citizen groups. Her experience includes code research and drafting codes, code interpretation, and staff support in the process of code adoption and for public hearings on land use issues and development proposals. Ms. Keyes has also worked in the private sector with responsibilities for code review on behalf of individual property owners and developers. Sara Jane Maclennan Sara Jane Maclennan is a Senior Associate with the Denver URS' Community Planning Unit. She has 20 years of experience in urban design and transportation/land use planning, landscape architecture, master and small area planning, downtown revitalization, transit station area planning, and public facilitation. She specializes in framework planning for downtowns, streetscape design, comprehensive planning, and corridor planning. Ms. Maclennan's experience includes the environmental and design teams for the US550/160 Feasibility Study in Durango, and the Gaming Corridor Study that focused on 119 in Blackhawk and Central City, Colorado. Most recently, She was also the senior advisor for the landscape architecture and aesthetics team for the Northwest Parkway project, which included the design of a featured bridge as well as landscape at key intersections and the toll plaza. These projects were designed to be practical, sustainable, and attractive. Ms. Maclennan is experienced in working with local leaders, practice leaders, citizens and governments to create special places and improve transportation systems that make the community a better place to live. Currently, she is project manager on the team designing road standards for different types of development in Pueblo County. Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 4 Thomas W. Rounds Thorn Rounds, with URS, has over 20 years of professional experience in city and regional planning, development process administration, streetscape design and construction, preparation of land use regulations, and public involvement strategies. Mr. Rounds' abilities in seeking common interests and mutually beneficial results have encouraged policy and design agreements that positively shape communities where he has worked. Mr. Rounds' experience includes preparation of the documentation and analysis related to the Environmental Impact Statement for the Winter Use Plan at Yellowstone and Grand Teton National Parks and John D. Rockefeller Memorial Parkway. Mr. Rounds' project experience also includes the preparation of a comprehensive study of the alternative transportation needs of national parks and related public lands under TEA-21, National Park Service, Bureau of Land Management, and Fish and Wildlife Service in the states of Colorado, New Mexico, Utah and Wyoming. This study included an evaluation of methods to enhance visitor experiences while protecting valuable natural resources and important local economies; assessment of federally managed park sites; and coordination of activities and opportunities with nearby sites managed by the states' and the parks' gateway communities. Mr. Rounds also has extensive experience in the day-to day aspects of land use administration, having served as an Arapahoe County Planner and a city planner for many years. As Director of the Land Use Services Department, City of Centennial he oversees all planning and engineering activities related to annexations and development applications. He also is responsible for oversight of the City's general planning activities, including interaction with other jurisdictions, contact and coordination on economic development activities, and interaction with neighborhood groups on planning and zoning issues. Mr. Rounds directed the preparation of the Centennial Comprehensive Plan, which is a framework plan intended to be augmented by detailed plans for sub-areas and key corridors. Edward Hocker Edward Hocker, also with URS, has extensive experience in the field of transportation planning as a consulting professional and in the public sector at the Colorado Department of Transportation. His experience includes policy and modal planning for highway, transit, bicycle/pedestrian, rail and aviation systems. His diverse experience includes alternatives analysis, network design, demographic and travel demand forecasting, and economic analysis. At CDOT, Mr. Hocker was instrumental in developing the current regional and statewide planning process that has gained acceptance and credibility across the state. Mr. Hocker's knowledge of Colorado's planning environment at the local, Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 5 regional and statewide level has proven invaluable in numerous successful planning projects. He is currently a member of the team designing road standards for different types of development in Pueblo County. Relevant Experience Revision of Land Use Regulations, Special Land Use Counsel, Boulder County: Assist the County to develop updated Regulations for Areas and Activities of State Interest, and flood hazard regulations. Serve as Special Counsel in land use litigation brought by University of Colorado against the County. Land Use Regulations, Costilla County Preparation of the County's first unified development code. Special Land Use Counsel. Land Use Regulations, Conejos County Review and consultation in preparation of land use regulations. Special Land Use Counsel. Land Use Regulations, Garfield County Preparation of unified development code. Revision of Land Use Regulations, Gunnison County Assist the County Commissioners to implement evolving vision to protect environment and quality of life. Preparation of Mining and Oil and Gas Production Regulations, Gunnison County Analyze state and federal regulations that apply to mining and oil and gas production; draft mining overlay district standards and criteria as well as oil and gas production standards and criteria for development of natural resource areas; negotiate new County regulatory structure with industry representatives and state agencies. Serve as Special Counsel to county in enforcement of land use regulations in federal court. Special Counsel, Gunnison County Serve as litigation counsel in challenge to county authority to regulate activities on federal land. Analysis of Land Use Regulations and Preparation of Regulations, City of Pueblo and Pueblo County Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 6 Analysis of City and County land use regulations and policy; identify conflicts in regulatory provisions and opportunities for common development code to facilitate Regional Comprehensive Plan. Draft development standards based on categories of development. Land Use Regulations, Yuma County Preparation of first land use code for the County. Land Use Regulations, Master Plans, Intergovernmental Agreements, Northwest Colorado Council of Governments General Counsel; provide advice and special counsel to member counties on implementation of land use regulations; preparation of various master planning documents; preparation of intergovernmental agreements relative to planning issues and water issues. Preparation of 1041 Regulations, Eagle County Preparation of Regulations for Areas and Activities of State Interest. Review of Land Use Regulations, Revision of 1041 Regulations, Elbert County Review and proposed revision to the County's land use regulations. Revision of Regulations for Areas and Activities of State Interest. Outside Development Review: Oversee the County permitting process, through Areas and Activities of State Interest (1041) permitting, for a front range water development project. Supervise multiple consultants and provide staff reports and permit recommendations to the Board of County Commissioners. Preparation of 1041 Regulations, Lake County Preparation of Regulations for Areas and Activities of State Interest. Preparation of 1041 Regulations, Park County Preparation of Regulations for Areas and Activities of State Interest. Outside Development Review: Oversee the County permitting process, through Areas and Activities of State Interest (1041) permitting, for a front range water development project. Supervise multiple consultants and provide staff reports and permit recommendations to the Board of County Commissioners. Preparation of 1041 Regulations, Summit County Preparation of Regulations for Areas and Activities of State Interest. Comprehensive Plan Review and Recommendation, City of Lakewood Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 7 Analyze draft Comprehensive Plan and zoning and subdivision regulations to ensure that Comprehensive Plan can be implemented and does not conflict with regulations. Design and Facilitation of Public Participation, City of Lakewood: Villa Italia Advisory Council. Facilitate meetings of panel appointed by City Council to guide redevelopment of Villa Italia Shopping Center into mixed use urban center. City of Lakewood Belmar Planning Committee. Design and facilitate meetings ofa committee appointed by the Mayor of Lakewood to develop planning policies for a large parcel ofland in the middle of Lake wood, Colorado. Rooney Valley Task Force. Design and facilitate an intergovernmental planning process to guide land use on 2,000 acres of undeveloped land lying within Jefferson County, Morrison and Lakewood, Colorado. The planning process is currently being implemented through the adoption of the Rooney Valley Master Plan as an amendment to the Lakewood Comprehensive Plan. Water Quality Regulations, Northwest Colorado Council of Governments Create model regulations for use in subdivision or zoning codes to address impacts to water quality associated with land use and development. East-West Mobility Study, Colorado Springs An evaluation of east-west transportation issues in the core area east of 1-25 in Colorado Springs. The study identified transportation issues and community interests and evaluated the full range of mobility options with the potential for improving east-west travel in the city while preserving core neighborhood values and amenities. The East- West Mobility Study used a community-based decision making process to engage the residents, businesses, property owners, and agencies in developing transportation options. U.S. 50 Corridor Study A study of the US 50 corridor in Colorado, from Pueblo to the Kansas state line, for development of a comprehensive plan to address highway improvements and, working with communities along the corridor, to develop improvements that will benefit the Lower Arkansas Valley economically. The study also included an economic analysis of the effects of highway improvements, including a series of potential bypasses, on local communities and the region. Montrose Gateway Corridors Plan Board of County Commissioners of Eagle County July 25, 2005 Re: Legal Consultant Services, Amendment of Eagle County Land Use Regulations Page 8 A comprehensive planning process to examine the needs of a rapidly growing community that serves as the gateway to the Black Canyon of the Gunnison National Park. The plan incorporates the needs of a diverse and growing economy with the need to preserve excellent quality of life through protection of view corridors, open space agricultural lands, and pedestrian/bicycle mobility. North Fork Rail Corridor Safety Improvement Plan, Delta County Analysis in conjunction with preparation of a Safety Improvement Plan for the planned increases in coal train traffic through communities in Delta County. Hourly Rates and Anticipated Cost My discounted hourly rate for QQ members is $220/hour; our legal assistant is available at $65/hour. The hourly rates for URS will be made available as soon as we receive them. We estimate that Phase I will cost approximately $35,000. Phase II can exceed $100,000, depending upon scope of revisions identified in Phase I. We will be happy to provide reference information for recent projects upon request. If you have any questions concerning the matters set forth in this letter or the services proposed, please do not hesitate to call me. Sincerely, Barbara J. B. Green