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HomeMy WebLinkAboutC07-168 THK AssociatesCONSULTING AGREEMENT This Consulting Agreement ("Agreement") dated as this 4th day of May, 2007, by and between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners ("County"), and THK Associates, Inc., a consultant with a mailing address of 2953 South Peoria Street, Suite 101 Aurora, Colorado 80014 ("Consultant"). WHEREAS, County is in need of a person to provide the services outlined in Section 1.1 hereunder; WHEREAS, Consultant has represented that he has the experience and knowledge in the subject matter necessary to carry out the services outline in Section 1.1 hereunder; WHEREAS, County wishes to hire Consultant to perform the tasks associated with such services outline in Section 1.1 hereunder; 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 following consulting services (herein after called "Consulting Services") to County basically describes as: A. Identify and evaluate financing mechanisms and strategies for transportation improvements within Eagle County based on local development trends and public financing strategies. B. A more detailed statement of Consulting Services is set forth in the attached Exhibit "A." 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. including insurance, paid vacation and recognized holidays. 3.2 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 a senior management representative of County. 3.3 The Consultant will maintain liability, unemployment and workman's compensation insurance on his/her own behalf, as necessary. 4. Remuneration: 4.1 In consideration of its performance of the Services, County shall pay Consultant for its time and reimbursable expenses, provided the total fees and expenses for the Services shall not exceed $28,000. Time will be paid in accordance with the Rate Schedule included in Exhibit "A", attached hereto and incorporated herein by this reference. 4.2 Not more often than once per month, fees will be invoiced upon the completion of services. Fees will be paid within thirty (30) days of receipt of a proper and accurate invoice from Consultant respecting Consulting Services. The invoice shall include a description of services performed. Upon request, Consultant shall provide County with such other supporting information as County may request. 4.3 County will not withhold any taxes from monies paid to the Consultant hereunder and Consultant 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. S. Indemnification: 5.1 Within the limits allowed by law, Consultant shall indemnify County for, and hold and defend the 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 presentations by, the Consultant in the performance of this Agreement. This indemnification shall not apply to claims by third parties against the County to the extent that the County is liable to such third party for such claim without regard to the involvement of the Consultant. 6. Consultant's Professional Level of Care: 6.1 Consultant shall be responsible for the completeness and accuracy of the Consulting 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 10.2 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 County. 11. Notices: 11.1 Any notice to be given by any party to the other shall be in writing and shall be deemed to have been duly given if delivered personally, by facsimile transmission or if sent by prepaid first class mail, and for the purposes aforesaid, the addresses of the parties are as follows: (a) Eagle County Engineer 500 Broadway PO Box 850 Eagle, CO 81631 Phone Number: (b) THK Associates, Inc., 2953 South Peoria Street, Suite 101 Aurora, CO 80014 (c) Notices shall be deemed given on the date of delivery; on the date a FAX 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 depositary of the U.S. Postal Service. 12. Jurisdiction and Confidentiality: 12.1 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 the Fifth Judicial District for the State of Colorado. 12.2 The Consultant and County acknowledge that, during the term of this Agreement and in the course of the Consultant rendering the Consulting Services, the Consultant may acquire non-public knowledge of the business operations of County to the point that the general method of doing business, the pricing of products, the lists of customers and other aspects of the business affairs of County will become generally known and the Consultant shall not disclose, use, publish or otherwise reveal, either directly or through another, to an y person, tion, any knowledge, information or facts concerning any of the fp past or then rm or abusiness 5 SCOPE OF SERVICES —TRANSPORTATION/ECONOMIC FINANCING ANALYSIS TASK ONE — SUMMARIZE EXISTING INFORMATION The initial efforts will be to obtain and review all relevant transportation plans, studies, and other data available for the Eagle/Gypsum/Eagle County region. Proposed/identified projects will be cataloged and summarized. This will include identifying proposed projects and needs in the study area, as detailed in the existing documents and reviewing this material with the traffic engineers. Anticipated costs for the needed improvements will also be summarized. Costs will be presented in total, by project, and required annual revenues to retire debt/funding for the anticipated cost. The various needs/proposed improvements will be discussed with appropriate local officials. Deliverable Summary report and memorandum detailing projects, costs, and schedules. TASK TWO - LEGAL ISSUES Prior to identifying potential funding sources and alternatives for the needed/proposed improvements, THK Associates, Inc. will meet with the Eagle County, Gypsum, and Eagle Attorneys and others to discuss the legal avenues that can be pursued. This will avoid us pursuing alternatives that cannot be legally or realistically achieved. This would include discussions of Transportation District/Authority, IGA's, etc. Deliverable Memorandum describing legal avenues and revenue sources which can be followed and the "pro's and con's" of each. TASK THREE — FUNDING SOURCES This task will be the "meat" of the analysis. The first portion of this effort will be to review county, municipal, and other budgets to determine: Existing revenues,,expenses, and bonding capacities, by jurisdiction Existing assessed and other values, by jurisdiction Projected growth in assessed and other values, by jurisdiction Week Three — Meet with legal counsel and other to discuss viable options and funding sources. Week Three — Meeting with client to discuss progress and findings to date. Week Four — Prepare summary memorandum. Week One to Week Five — Determine bonding capacities, by jurisdiction, assemble assessed values, prepare initial growth projections, current tax rates, etc. Week Six — Meeting with client to review assembled data and projections Week Six to Nine — Discuss funding/bonding alternatives with bond under writers, prepare draft of findings. Week Nine - Meeting with client to review initial findings. Week Ten to Week Twelve — Refine draft report. Week Twelve — Review draft report with legal counsel to ensure viability. Week Thirteen — Present final draft to client. Client#: 21796 — 34UECRC8270 .___ ACORD,: CERTIFICATE OF ------- -- THKASSO --- -_ LIABILITY INSURANCE ----____ DATE (P.q M:CDlY Y'r Yj 1 PRODUCER ---.--. 5/26/06 HRH of Colorado 720 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE S. Colorado Blvd Ste 600-N HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND Box 469025 OR ALTER 7HE COVERAGE AFFORDED BY THE POLICIES BELOW. ✓er, CO 80246-9025-- -- INSURED -- INSURERS AFFORDING COVERAGE 11_ —� _ NAIC # THK Associates Inc INSURER A Hartford Insurance Group i 29424 Attn: Rita Swint; 2953 S. Peoria Street '"SURER a --- ---- #101 INSURER Aurora, CO 80014 0R msoRER D' (Ger person) S — --- --- INSURER E ------- COVERAGES -� THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS .TRNSRtl TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION ---------- -" --- LATE (MMrDDrYY+_ DATE IMM/DD)YY LIMITS A c_ENERAL uasalTv 34SBAKK0479 05/22/06 05/22/07 ' X EACH OCCURRENCE i' -g, �1 _000000 GOGIMERCIAL GENERAL UA81L(TY DAMAGE Ti? RENTED - f '__ fF---- CLAIMS MADE � OCCUR R NW ES •r rusurren,-e,; _$300,000 rXj .: SS00 08 MED EXP pAny ocie oef-m j410000 05 PERSONALS ADV INJURY S1 000000 GENER4L AGGREGATE $2000000 GREGATE LIMIT A.PPL,!=S PER ���� PRC- (�� PRoOUcrs-C OMP)oP AaG ; �2 000,000 POLICY I I JECT 1 1 L�UC A AUTOMOBILELIABILITY --- — 34UECRC8270 05122106 05/22!07 X ALL AUTO I COMBIE aal deD)5!r;GLE LibttT $1 000,000 ALL 0��`iNEQ Ai!TOS 11_ SCHEDULED AUTOS BODILY!PLiURY X (Ger person) S !RED AI -T S I ,`liPJ�•':',nl D4U'.17;i E:CILYIN,LjRY I I ?ROPERT" DAMa;^_ I :Pe GARAGE LIABILIT',- ahY _ 4 TJD r,Lv v.'�C�u A Exc=_ss)uMeRELLA LIABILITY34SBAKKO479 05/22/06 05/22/07 AIT15 I X� OCCUR CLlal � n+A.aE EACH �C 'R ;. � s1 OOO OOO II A,,CRE-3A7c x1,000.000 -- I GEDUCTiBLE 10000__ — I S 'S A ' WORKERS COMPENSATION AND ------ EMPLOYERS' LIABILITY 34VVECJJ5452 05/22/O6 05/22/O7 X AP!y PROPRIE'OR PARTNERtFXECU T LVE T'zRV : _r4 c IRrCCRIMr=r:+3. �' 'JGc`v? FjCI:! E L EACH AC iDENT S500,000 _ a�:!AeSPP °nnli?rJs haT•,,E - - __ASF_ - EA EMPL' =cI s500,000 I OTHER - -_ =x.sE Ov ' 4500,000 DESCP.IPTION OF CPERATIONS I LOCATIONS! VEHICLES l EXCLUSIONS.AODED 9Y ENDORSEMENT / SPECIAL PROVI Ic pNS ACORD 25 i2001!081 1 of 3 #M291086 SHOULD ANY OF THEABCV,� DCcC;4,S=D POLICIES BE CANCcL.LED 3L -CR•= THE EXPfRATiC DAT= T�+RE:a=. THE IjSU7NG P4:iIlREB b`1 N_. ENDEAVOF, TO 7AAIL —3.0� CA.YS 7Y°IfiE� `0 N:E TO '- E CcRT F CA i E hOD ,? NAGteC TO LEFT. BUT rA:-_URE TO DC SO SHALL i:.iPl SE 7,,, Jt3UaA TION R iIA�ILTY C7F_ ANY; -,,:4D UPON 7;.,c ;y SUR -R. ,"�.. _...' S CR ' U?HCR:ZE� REPP=S _NTA I;': ----------..------ TNIR O ACORD CORPORATION I: j ACORD-,., CERTIFICATE OF LIABILITY INSURANCE DATE(MdiDD/YYYYI aRODUCER 11l301Qg HRH of Colorado THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 720 South Colorado Boulevard HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Suite 60ON ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. er, CO 80246 -- INSURERS AFFORDING COVERAGE NAIC k THK Associates Inc INSURERA Lexington Insurance Company 19437 Attn: Rita Swint I'' RER 3- 2953 S. Peoria Street #101 INSURER c Aurora, CO 80014 INSURER D: INSURER E: COVERAGES THE Pot ICIFS nF Iv.^I laenrre I rcTcn ANY REQUIREMENT, TERM OR CONDITION OF 11—c or-EIN �ZDUIZU I U THE INSURED NAMED THE POLICY PERIODANY CONTRACT OR OTHER DOCUMENT WITH REOSPECTOTO WHICH HIS CERT FICATEA MAY BE ISSUED OR I G MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. R NSR _, TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION AT M, iDD/YY DA MIDDIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENER.4i. LIABILITY DAMAGE TO RENTED $ C L41MS M IDE gCCUIZ MED EXP (Any one person) $ GEN'L AGGREGATE LIMIT POLICY PRO- JECT AUTOMOBILE LIABILITY ANY AUTO ALL CWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON-GNiNEO AUTOS AGE LIABILITY ANY AUTO ES PER: EXCESS; UMBRELLALIABILITY _ OCCUR � CLAIMS MADE DECUCTtBLE RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PRCPRIETORIPARTNERiEXECUTIVE OFFICERiMEMBER EXCLUDED? If Yes, descibe urder _ 'SPECIAL PRt7Jl S51GNS 5eiaw A ( Professional JOIHER ,Liability 0517157 PERSONALS ADV INJURY $ ZENERALAGGREGATE $ 'RODUCTS - COMPIOP AGG $ COMBINED SINGLE LIMIT ,Ea accident) $ BODILY INJURY iper person) $ BODILY INJURY (Per accident) $ PRCPERTY CAM.V3E -Per acc!dent) AUTD ONI-"f . EA ACCIOE`, i 3 OTHER THAN "A ACC $ AUTO •ONLY: 13 E.L. DISEASE - EA EMPLOYEE $ E I.. D,SEABE • POLICY;_;,,uT $ 12101106 12/01/07 $1,000,000 Each Claim 1 $2,000,000 Aggregate UE:SCRIPTION OF OPERATIONS i LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SP L--- SPECIAL PROVISIONS r a,;;C)RD 25 (2001,108) 1 of 3 M505697 CANCELLATION SHOIJLD ANY OF THE C.Br„y= UESCRIBED POLICIES 'dE CANC: LLED BEFORE T,F EXP!RATif: DA FE NEPEDF. THE ISSUING lti :.JRER r'ALI. E`.'.EAVOR TO VAIL _-3a! DAYS '4RI771 E!: W,71f =— TO 'FIE fJERTIP rATc LOe �,-R `�,:Ncn T„ TH_ LcFT: °UT FAILIRE TO CO SO SHALL Iy, PG3E ?:0 CBLIGAT17N t�.,:� L,;.BILi ."% )r A'1'' iU `.D s1;`G.y Tac IN 5'.iRER. ITS AGcNiT3 .OR PEPP.ESENTATIV E:i RUTH>R4c.0 ftEPRESE N T1'!�, _= — -- 8CMAR ACORD CORPORATION 19 j ACORD CERTIFICATE 4F LIABILITY INSURANCE - DATE (pAMIDDlYYYY) PRODUCER 5/26!06 HRH of Colorado THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 720 S. Colorado Blvd Ste 600-N HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Box 469025 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. L ✓er, CO 80246-9025 INSURERS AFFORDING COVERAGE NAIC # INSURED "— ---- - THK Associates Inc itIsuRER A Hartford Insurance Group 1 29424 Attn: Rita Swint; 2953 S. Peoria Street IPoSURER B 1 #101 NSURER C ---- Aurora, CO 80014 Ir+suRER D _ — -- - -- INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REMIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE ,MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN �• -- _ LTR NSRF TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTNE POLICY EXPIRATION D.47E MMIDDryY DATE (MMIDDlYY LIMITS A I GENERAL LIABILITY ' 34SBAKKO479 05!22!06 05/22/07 I EACH OGCL RRENCE I S1 000 000 )( COMMERCIAL GENERAL L'A81LIT. Y DAMAGE TD REN. Eb I CLAIMS MADE OCCUR PREnn!s-9:F, ntrL'�e { $30000o XA.I.: SSOO 08 MED EXP (Any one oearn> --�S 10 000__ -- I 04l05 PERSONAL s ADV INJURY S1 000000 ''"Er"L AOGREGATE UNIIT APPLIES PER GENERAL AGGREGATE -,2 000 ODO .. 7 POLICY _ �_.JECT ! OC PRA,iG j 32,000.000 A AUTOMOSILELIA131LITY 34UECRC8270 05122!06 x ANY AUTO ALL OVVNEp AUTOS SCHEDULED AU IGS X`I!R-0 AUTOS I i j i X , 7vva v'�at1EJ AU'03 GARAGE UAB!LITY '—t ANY h_..., A ' £XCESSIUMBRELLALIABILITY 34SBAKKO479 05!22!06 I �OCCUR �7 CLAIMS MADE DEDUCTIBLE X RETENTION 3 10000 A WORKERSCOMPENSATIONAND 34WECJJ5452 05!22!06 EMPLOYERS' LIABILITY _ ANY PROPRIETORtP.ARTNER/EX-CUTIVE I '��fICER/f.+E:"ABcR r,XCLUD'cD? i If yas. descrioe unuer I OTHER 05/22/07 OMBINED;:wGLELIMIT Ea amdent) 151,000,000 05!22/07 05/22107 DESCRIPTION OF CPERATiONS / LOCATIONS/VEHICLES! EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS IIA l�uu I usI 1 of 3 , #M291086 BODILY IN,A;RY I i% pe+son) —I S i &'•OILy INJURY ( dertt S iFe. xc",fept) S TO !;LDAMACE -=ACH 51,000,006 A,_GRE3A,E 1,71,000,000 ii (=EASE- EA CMP -EEI *500,000 vuml .3500,000 SF'DULD,INY Cr" T'rf£A90V, O.`SCR;Bcb POL,CIZS BE CANCELLED 3:iFOP,c" TFIE EXPIaATIC 'wATE TricREGP. 7H£ ISSUING 4^:_54RER'l1L_ EN6EA�Cfi 7� FitAIL __3Q" :;AYS'NR!iicM1 TO'HE CERTIF!C,ATc "OL:i4R !:4 ",icD TC THE ;,EFT. BUT =Ail -URE TO OG SO 3HALL i -"'POSE NC OBLIGATION C'R -_IA a_�"r CJ. t.NY "INC UPON Inc IN SUR7R. 175 QR REPRESENTATIV_S ----- T1'1R 0 ACORD CORPORATION I' .