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HomeMy WebLinkAboutC07-174 Vail Architecture Group dba VAg Architects & PlannersDESIGN SERVICES AGREEMENT This Design Service Agreement ("Agreement") dated as this 2& day of May, 2007, is between Eagle County ("County"), and Vail Architecture Group dba VAg Inc Archit cts & Planners ("VAG"). WHEREAS, County desires to explore various water conservation measures with the goal to reduce irrigation related water usage at County facilities by 50%; and WHEREAS, in furtherance of its goal, and as County is considering reduced irrigation water use, County desires to pursue a yet undefined level of landscape improvements, possibly incorporating appropriate Xeriscape principals at County facilities, to commence with addressing the Administrative Campus; WHEREAS, County desires to contract for design services for landscaping schematic designs and budgets as outlined in Section 1.1 hereunder in order to seek Board of County Commissioner direction and approval for the desired scope of landscape improvements; WHEREAS, VAG 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; WHEREAS, County and VAG intend by this Agreement to set forth the scope of the responsibilities of VAG in connection with the services and related terms and conditions to govern the relationship between VAG and County in connection with the services. Agreement Therefore, based upon the representations by VAG 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 VAG will provide the following services to County (hereinafter referred to as "Work"): Phase 1 design services. Assist County staff in finalizing the criteria for evaluation of eliminating sod areas for other more water conservative surfaces with a goal of 50% less irrigation water. VAG will attend a Design Work Session hosted by County and, along with other interested parties, develop the preliminary design criteria. Prior to the Design Work Session the County will provide three Exhibits created by County staff demonstrating the existing irrigation zones, microclimate conditions, and drainage problem as well as topographic base data sufficient to create a base map for the life of the project VAG will consider existing building character as formal and public. VAG will preserve the desired permanent landscape features and will advise County on modifications to the existing irrigation system integral to deleted sod areas and other new landscapes. VAG will provide recommendation on living and non -living ground covers suitable for replacing existing sod where deleted. VAG will address drainage problems at all areas under consideration of Phase 1. VAG will prepare a schematic design presentation board and budget estimate for Phase 1. Phase 2 design services. Develop the water -wise landscape improvement concepts to a greater level of detail, to provide demonstration gardens and educational opportunities at select campus areas. VAG will meet with the County to coordinate and review design approach at least once for Phase two. VAG will more fully develop the landscape improvement concepts to include Xeric demonstration gardens and public educational opportunities. Additional areas of sod elimination will be expanded and developed, with more emphasis provided to aesthetics, reaching beyond the underlying goal of water conservation of Phase 1. VAG will prepare a schematic design presentation board and budget estimate for Phase 2. Phase 3 design services. Further develop landscape improvement concepts from Phase 2 will be brought to an even greater level of detail to provide for site furnishings, outdoor gathering spaces, walkways, additional trees and shrubs, and possible parking improvements. VAG will meet with the County to coordinate and review design approach at least once for Phase three. VAG will completely develop the landscape improvements and Xeric concept to include added trees and shrubs enhancing site cooling and shading, VAG will develop walkways and paths consistent with those established by use, provide outdoor seating and gathering spaces, and consider parking as it relates to design and function of the campus. VAG will prepare a schematic design presentation board and budget estimate for Phase 3. Upon completion of all three design phases, VAG will prepare a report that compiles the entire process, the deliverable of each phase and documents the goals and objectives of the effort. VAG will present this report to the Board of Eagle County Commissioners. This presentation shall occur on or before August 21, 2007. 2. Term of Agreement 2.1 This Agreement shall commence upon the execution of this Agreement and, subject to the provisions of Section 2.2 hereof, shall be completed by August 21, 2007. This Agreement may be extended beyond the time referred to in this Section 2.1 on terms and conditions as may be mutually agreed between the parties hereto. 2.2 This Agreement may be terminated by either party for any other reason at any time, with or without cause, and without penalty whatsoever therefore, on at least five (5) days prior written notice to that effect to the other party. 2.3 In the event of any termination of this Agreement, Consultant shall be compensated for all hours of work then completed, plus approved expenses. 2 3. Independent Contractor 3.1 With respect to the provision of the Work hereunder, VAG acknowledges that VAG is an independent contractor providing services to County. Nothing in this Agreement shall be deemed to make VAG an agent, employee, partner or representative of County. 3.2 VAG shall not have the authority to, and will not make any commitments or enter into any, agreement with any party on behalf of County. 3.3 VAG will maintain liability, unemployment and workman's compensation insurance on his/her own behalf. 4. Remuneration 4.1 The Cost of the Work hereunder is established per Phase. This Agreement will also provide for an established hourly rate anticipating any future change in scope as set for in Exhibit 1, VAG Hourly Rate Schedule, effective 1/1/07 — 12/31/07. In addition, in the event that sub -consultant, Marty Jones, provides any services under this contract, he will be paid at a rate of $100.00 per hour he works in the field and $125.00 for each hour he provides consulting services. Such compensation shall not be made for Work not provided for in this agreement unless such Work was pre -authorized by County. Phase one $4160 Phase two $7820 Phase three $7820 Final Report and Board Presentation $1,500 Total $21,300 Fees will be paid within thirty (30) days of receipt of a proper and accurate invoice from VAG showing the Work provided during the invoiced period. All invoices shall include a description of services performed to date. Upon request, VAG shall provide County with such other supporting information as County may request. 4.2 VAG shall only be entitled to payment for the specific work set forth herein. Any work beyond the above described Work must be authorized by County and a mutually agreeable fee determined prior to commencement of said work. 4.3 County will not withhold any taxes from monies paid to VAG hereunder and VAG agrees solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. 3 5. Release 5.1 VAG does forever release County, its agents, employees, and assigns, from all claims, liabilities, damages, losses, or expenses on account of damage to property, bodily injury, or death resulting from Consultant's performance of the Work herein. 5.2 It is understood and agreed by VAG that this instrument is a full and final release of all claims of every nature and kind whatsoever, whether known or unknown. VAG agrees to indemnify, defend, and hold harmless County, its agents, employees, and assigns from and against all claims, liabilities, damages, losses, or expenses (including reasonable attorney fees) of any third party arising from or in connection with VAG's performance of the Work herein. 5.3 VAG acknowledges that it maintains, and will maintain during its performance of the Work, general and professional liability insurance, unemployment insurance, and workman's compensation insurance on its own behalf with minimums in accordance with Federal and State laws. 6. Notice Any notice to be given by any party to the other shall be made in writing and delivered to the addresses of the parties as follows: (a) Eagle County Facilities Management PO Box 850 Eagle, CO 81631-0850 Attention: Valerie Hays (970) 328-8881 (b) VAg, Inc Architects & Planners PO Box 1734 Vail, CO 81658 Attention: Pedro Campos (970) 949-7034 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 Services. 7. Miscellaneous 7.1 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. El 7.2 This Agreement constitutes the entire Agreement between the parties related to its subject matter. It supersedes all prior proposals, agreements and understandings. 7.3 This Agreement is personal to VAG and may not be assigned by VAG. In addition Eagle County may not assign this agreement to an independent Owner's consultant. 7.4 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. Prohibitions on Public Contract for Services 8.1 The Contractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services; or enter into a contract with a subcontractor that fails to certify to the contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. 8.2 The Contractor shall verify or attempt to verify through participation in the Basic Pilot Verification program, as administered by the United States Department of Homeland Security, that the Contractor does not employ any illegal aliens. If the Contractor is not accepted into the Basic Pilot Verification Program prior to entering into a public contract for services, the contractor shall apply to participate in the Program every three months until the contractor is accepted or the public contract for services has been completed, whichever is earlier. Information on applying for the Basic Pilot Verification Program can be found at https://www.vis-dhs.com\employerregistration. 8.3 The Contractor shall not use the Basic Pilot Verification Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. 8.4 If the Contractor obtains actual knowledge that a Subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor shall be required to: A. Notify the Subcontractor and the County within three days that the Contractor has actual knowledge that the Subcontractor is employing or contracting with an illegal alien; and B. Terminate the Subcontract with the Subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the Subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the Subcontractor if during such three days the Subcontractor provides information to establish that the Subcontractor has not knowingly employed or contracted with an illegal alien. 5 C. The Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority. D. If a Contractor violates the prohibitions set forth in this Article 8, the County may terminate the contract for a breach of the contract. If the contract is so terminated, the Contractor shall be liable for actual and consequential damages to the County. Consequential damages are limited to those violations of this Article 8 and are inapplicable to any other violations of this Agreement. 9.0 Limit of Liability In recognition of the relative risks and benefits of the project to both the Owner and Contractor the risks have been allocated such that the Owner and Contractor agree, to the fullest extent permitted by law, to limit the liability of the Contractor and his or her sub - consultants to the Owner for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses from any breach of this contract, so that the total aggregate liability of the Contractor and his or her sub -consultant to all those named shall not exceed the contract value. Such claims and causes of action do not include any claim that may arise under section 8 of this Agreement. 10.0 Copyright All documents, including the drawings, specifications, renderings, models, which are prepared in the performance of the Work shall remain the property of the County and are to be delivered to the Project Manager before final payment is made to VAG, or upon earlier termination of this Agreement. However, County acknowledges that the drawings, specifications, electronic media, rendering, models, and other documents prepared by the Contractor (VAg, Inc. Architects & Planners) for this Project are instruments of the Contractor's service for use solely with respect to this Project. No person, whether having come rightly into possession hereof or otherwise, shall employ these documents on any other project, unless with the prior express written consent of the Contractor and upon appropriate compensation to the Contractor in an amount and kind satisfactory to the Contractor. © VAg, Inc. 2007 All rights reserved. County recognizes that the documents are for the sole use in respect to this project and the location for which they are designed. County may have the use of reproducible copies of the contract documents (not including electronic media) for use on this property only. The documents can be transferred with the property. The Contractor assumes no liability whatsoever for the completeness or accuracy of the documents no matter what the use, this includes sales square footage estimates and renovations and additions. R IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF E LE, STATE OF COLORADO By and throug its Board of County Commissioners , Chairman ATTEST: Clerk to the Board of County Commission ,zoo DESIGNER: Vail Architecture Group dba VAg, Inc. Architects & Planners By: Title 7 • . � xl--k I rte-`,- i -�-- I VAg, Inc. Architects & Planners Physical Address: 90 Benchmark Rd., Suite 202 Avon, CO 81620 Hourly Rate Schedule January 1— Decemeber 2007 Principal $205.00 *Sr. Architect / Sr. Landscape Architect / Sr. Land Planner $130.00 Project Manager Architect / Landscape Architect $115.00 *Project Architect / Landscape Architect $80.00 Support Staff / Drafting $70.00 Clerical $40.00 *Note: For the Eagle County Administration Campus Grounds Xeriscape proposal dated March 28, 2007 these rates apply for Pedro Campos, Senior Landscape Architect and Jennifer Kovarik, Project Landscape Architect in association with proposed fees for completion of tasks detailed in the scope of work. Reimbursable Schedule Accounting $75.00 per hour Blueprints (in-house) 24 X 36 = $1.50 30 x 42 = $2.00 36x48=$2.50 Blueprints (out of house) Cost plus 15% Sheet printing (paper) $0.25 per sheet Plotting/Scans $2.00 per square foot /$6.00 per square foot Fax $1.00 per sheet Xerox $0.25 per sheet Film $32.00 processed per roll Presentation 4 -color plots (glossy) $10.00 per square foot Postage Cost plus 15% Zip Disk $10.00 each CD/DVD $5.00 each Digital Camera work $75.00 per hour Color Prints (photo quality) $3.00 each (970)949-7034 fax: (970)949-8134 email: general@vagarchitects.com Mailing Address: P.O. Box 1734 Vail, CO 81658-1734