HomeMy WebLinkAboutC05-326 McLaughlin Shitewater Design Group
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO
AND
MCLAUGHLIN WHITEWATER DESIGN GROUP
This Agreement Regarding Provision of Professional Services ("Agreement") dated this
3rd day of October, 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 McLaughlin
Consulting Company d/b/a McLaughlin Whitewater Design Group, a Colorado corporation
("Contractor") .
Recitals
A. County desires professional engineering services to provide the Services outlined
in Section 1 hereunder with regards to the investigation of optimal locations for a whitewater
park on the Eagle River.
B. Contractor has submitted to County a proposal for performing the Services
(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 Services and related terms and
conditions to govern the relationship between the Contractor and County in connection with the
Services.
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:
1. 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
the Proposal for Whitewater Park Siting Study designated as Exhibit "A" and 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 Services in a skillful, professional and
competent manner and in accordance with the highest standards of care, skill and diligence.
1
c. The parties hereto recognize that the scope of the Services may change. When the
Contractor believes that the scope of the Services 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 services. 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 Services 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 services.
2. Time of Performance and Termination:
a. Contractor shall commence the Services within ten (10) days of execution of this
Agreement and shall proceed in a reasonable and continuous manner consistent with sound
professional practices. The Scope of Services as set forth in Exhibit "A" shall be substantially
completed within sixty (60) days of execution of this Agreement provided the County has
provided to Contractor the information as set forth in Exhibit" A," Scope of Work.
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 of this
Agreement, Contractor shall be compensated for Services 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 on an hourly basis based on the proposed rates 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 $13,267.00, unless approved and agreed upon in
writing by the County.
b. Contractor shall submit to County monthly invoices upon the progressive
completion of the Services. Such invoices shall describe the Services 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
2
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.
5. Personnel: Contractor understands and hereby acknowledges that County is relying
primarily upon the expertise and abilities of McLaughlin Whitewater Design Group. 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 Services. 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 Services. All 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 County's 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.
All 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.
8. Indemnification: Within the limits allowed by law, Contractor shall indemnify, hold
3
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,
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: McLaughlin Whitewater Design Group
2300 15th Street, Suite 220
Denver, Colorado 80202
Phone: 303.964.3333
Fax: 303.964.3355
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 mail, 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
4
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
enforce the provisions of this Agreement, the prevailing party shall be entitled to reasonable
costs and attorney's 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 31 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
of law.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written.
COUNTY OF EAGLE,
STATE OF COLORADO
By and T ough Its Board of
Coun 0 missioners
Teak J. Simont n, Clerk to the
of County Commissioners
MCLAUGHLIN CONSULTING COMPANY
D/B/A MCLAUGHLIN WHITEW ATER
DESIGN GROUP
tf1!l/2 ( /~/'
B: . . /7' V
Rick McLaughlin
5
Exhibit A
Proposal for Whitewater Park Siting Study
Background
Eagle County wishes to investigate optimal locations for a whitewater park on the Eagle River. The
County is currently conducting a review of land ownership issues which will be used to help evaluate the
various potential sites, The County is also planning on improving its diversion which is located within
the reach of interest. The County has retained Resource Engineering, Inc (REI) to complete the design of
the diversion improvements.
Scope of Work
InformationIWork Provided by the Client
The County will provide: All mapping including contour mapping, land ownership, the provided aerial
image in digital form, utility maps; survey sections taken previously; floodplain HEC Runs and work
maps (by Matrix); supporting design documentation for the proposed diversion; and any design
requirements.
The County has already provided the proposed design drawings of the diversion, a review by of the
diversion design by REP, and a paper copy of the aerial photographic map. The reach to be investigated
includes that shown on the aerial map provided by the County
Data Acquisition and Review:
MWDG will review the information provided with regards to the impact on its recommendation and
analysis for the siting of the proposed whitewater park.
Base Drawing and Initial Calculations
MWDG will develop a base drawing or figure to identify three or four potential locations of the proposed
whitewater park. The existing hydraulic models used for floodplain mapping will be reviewed and used
to assist with this siting effort. Review of the hydraulic analysis performed by REI will also be conducted
to evaluate siting options.
Review of Proposed Diversion Improvements
The proposed diversion structure will be reviewed in relationship to the siting and interrelationships to the
identified whitewater park sites.
Presentation of Siting: Recommendations
Conclusion of the white water park siting evaluation will be presented at a time and date to be determined
by the County.
Schedule
The McLaughlin Whitewater Design Group (MWDG) will begin work within ten days of authorization by
the Client and will proceed in a reasonable and continuous manner consistent with sound professional
practices. The MWDG will be substantially completed within 60 days from the date this contract is
signed and all information requested above is received from the County. The Client may stop
engineering services (all or a designated part) upon a ten day written notice to the MWDG. The MWDG
shall stop charges and cease services as soon as practical. In such case, the Client will pay only for that
portion of the engineering services completed, with profit prorated. The Client shall not be liable for loss
of unexpected profit by the MWDG for services not completed.
Compensation
The MWDG shall work on an hourly basis with a not-to-exceed limit (without prior notice) of $13,267.
Statements will be billed and paid on a monthly basis according to the attached hourly rate schedule.
Attachments
The following attachments are made part of this proposal.
Attachment A Current Hourly Rate Schedule
Attachment B Project Budget Worksheet
Attachment A . Schedule of Hourly Rates - Rates effective February 1, through December 31, 2005
2005
Personnel Minimum Qualifications Hourlv Rate
Senior Principal Engineer MS in Engineering, 25+ years relevant experience, Professional $122
Registration, recognized expertise
Principal Engineer BS in Engineering plus 20+ years relevant experience, or MS in $116
Engineering plus 15+ years relevant experience, Professional Registration
Senior Project Engineer BS in Engineering plus 15+ years relevant experience, or MS in $95
Engineering plus 13+ years relevant experience, Professional Registration
Project Engineer BS in Engineering plus 8+ years relevant experience, or MS in $87
Engineering plus 6+ years relevant experience, Professional Registration
Professional Engineer BS in Engineering plus 4+ years relevant experience, Professional $79
Registration
Engineer in Training BS in Engineering plus passed FE examination $58
Resident Engineer/ BS in Engineering plus 4+ years relevant experience; or 10 years relevant $74
Senior Resident experience
Resident Inspector BS degree or 4+ years relevant experience in heavy construction $61
Survey Crew Two person survey crew complete with Total station or other equipment $120
Senior Designer with CAD 10 years relevant experience $81
Station and software
Engineering drafter with 4 years relevant experience $69
CAD Station and software
Engineer Technician $43
Secretarial 10 years experience with word processing and graphics experience $41
.Laughlin Whitewater -~------- Attachment B - PROJECT BUDGET WORKSHEET ------------- --~-- - - ----
-" -
Whitewater Park Siting Study --~----
_deSign group Eagle County "--"-
McLaughlin Whitewater Desian GrOUD
ESTIMATED HOURS
__Wh!tew~er Specialists Extended _~ubto~l_
--
Richard Aaron Jay Kincaidl Desianer Secret- Expenses Task Cost
TASKS McLaughlin Asquith John Anderson w/CAD arial &Travel
$116 $87 $116 $81 $41
TOTAL HOURS 44.0 24.0 26.0 24.0 1.0 1190 $13 267 $13267
1 Evaluate Whitewater Course Options $13,267
1a Kick-Off Meeting With County & Stakeholders 6 8 480 $2,104
1b Data Collection 2 $232
From County; Site Maps, Land Ownership. Utility Maps,
Survey Sections, Floodplain HEC Runs And Work Maps
(Matrix Study) , Town Design Requirements
150 $150
1c Base Drawings & Initial Design Calculations 4 8 2 16 $2,688
1d Hydraulic Modeling 2 8 $928
1e Identify Options 6 8 5 1 $2,013
1f Review Current Diversion Upgrade Plan 4 $464
19 2 Progress Meetings 16 8 560 $3,344
1h 'l'echncial Memorandum Outlining Options 4 2 8 $1,344
TOTAL FEE $13,267
