HomeMy WebLinkAboutC08-057DESIGN SERVICES AGREEMENT BETWEEN EAGLE COUNTY AND VAS, INC ARCHITECTS AND PLANNERS This Design Service Agreement ("Agreement") dated as this 11th day of March, 2008, is between Eagle County ("County"), and VAg, Inc Architects & Planners, ("VAG") WHEREAS, County desires to implement the initial phase of the Eagle County Administration Campus Grounds Xeriscape Demonstration Project (initiated May of 2007), which project goal is to reduce irrigation related water usage at County facilities by 50%; and WHEREAS, in furtherance of its goal, County desires to contract for the implementation of landscape improvements at the Eagle County Administrative Campus, which contract will include landscape design development, preparation of construction documents, and construction administration services as outlined in Section 1.1 hereunder; 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"): A. Phase A -Design Development Services. As part of Phase A, VAG will: i. Consult with County staff in finalizing the definition of the scope of work for Phase I Xeric landscaping at the County Administration Campus; ii. Prepare design development documents and opinion of probable construction costs based on schematic design documents prepared in 2007; iii. Review and approve design development documents and opinion of probable construction costs prior to commencing construction documents. iv. Upon consulting with County staff to identify specific direction on the desired scope of work, VAG will prepare a final (100% complete) design development submittal for approval of the County and prior to commencing Phase B Construction Document Services. The final design development submittal will include: a detailed planting plan and schedule specifying quantity, species, size and location of proposed plant and ground cover material; a final irrigation plan prepared by a certified imgation specialist who is a subconsultant to VAG for only the areas proposed to be newly landscaped specifying size and type of imgation equipment required, excluding method of supply, connection to and operation with existing irrigation system; an opinion of probable construction costs; draft specifications for the Division 2 construction specifications required to conduct the work including at least: soil amendment, site preparation, planting, rock placement, paving, fine grading, and irrigation. B. Phase B -Construction Document Services. i. VAG will prepare all construction documents including all drawings and specifications pertinent to the scope of work approved in the final Design Development submittal. ii. Based upon the ,approval and any corrections noted on the submission of the Design Development documents, VAG will prepare a 100% complete construction document set adequate for bidding and negotiation. The construction drawings will include: a final site and layout plan sheet(s) with general notes, and planting plan with complete plant identification list; detail sheet(s) with planting details for each type of plant and cross section(s) through each type of ground cover; a final irrigation plan prepared by a certified irrigation specialist who is a subconsultant to VAG for only the areas proposed to be newly landscaped specifying size and type of irrigation equipment required, excluding method of supply, connection to and operation with existing irrigation system; plus any other details necessary to fully define the entire scope of work. VAG will work with the County to prepare a complete specifications manual, where the County will provide all Division 1, General Conditions, specification sections and VAG will provide all Division 2, Site Construction and Civil specification sections including at least: soil amendment, site preparation, planting, rock placement, paving, fine grading, and irrigation specifications. VAG will provide a total of 3 sets of full size drawings of the final construction drawings and 3 copies of the written specification sections created by VAG, along with an electronic file of all drawing and word files appropriate for printing, in Adobe PDF file format. C. Phase C -Construction Administration. Construction administration services shall be limited to only those services specifically requested by County after completion of Phases A and B. Such services may include a periodic site review to confirm conformance with the construction documents, any submittal review set forth by the specification sections created by VAG and participation in the creation of a final punch list at the completion of the construction phase. It is agreed that the cost of these 2 services has not been included in the contract amount provided by Section 4 herein. Such services will be added only at the request of the County, and shall be incorporated by Change Order and paid for per the rates established by Exhibit "A" to this Agreement for labor and reimbursable expenses. However, prior to commencing construction administration services, County and VAG must first agree upon the maximum cost for such additional services. 2. Term of Agreement 2.1 This Agreement shall commence upon the execution of this Agreement and the parties target April 15, 2008 as the completion date for Phases A and B of the Work. Subject to the provisions of Section 2.2 hereof, Phase C and the project shall be completed by August 1, 2008. 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 satisfactorily completed, plus pre-approved expenses. 3. Indeuendent 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. 4. Remuneration 4.1 The Cost of the Work hereunder is established per Phase. This Agreement will also provide for an established hourly rate and reimbursable schedule anticipating any future change in scope as set for in Exhibit A, VAG Hourly Rate and Reimbursable Schedule, effective 1/1/OS - 06/1/08. Total reimbursement under this Agreement shall not exceed thirty two thousand dollars ($32,000.00) absent a written agreement to the contrary. Phases A & B, Design Development and Construction Documents $25,000 Irrigation Design $ 6,000 prepared by a certified irrigation specialist who is a subconsultant to VAG Project Expenses 1 000 Total $32,000 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 and shall be paid for Phase C construction administration services pursuant to the terms of Section 1.1 (C) herein. 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. 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. County recognizes that the documents prepared by VAG are to be based on data provided by County. County releases VAG from any liability arising from the use of data provided by County including inaccuracies in proposed grading, spot elevations, and area calculations for all area of work proposed in association with this contract. 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, 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 4 Attention: Valerie Hays (970)328-8881 (b) VAg, Inc Architects and 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. 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 VAG 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 VAG that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. 8.2 VAG 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 VAG does not employ any illegal aliens. If VAG is not accepted into the Basic Pilot Verification Program prior to entering into a public contract for services, VAG shall apply to participate in the Program every three months until VAG 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 hops://www.vis- dh s. com\empl oyerregi stration. 8.3 VAG 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 VAG obtains actual knowledge that a Subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, VAG shall be required to: A. Notify the Subcontractor and the County within three days that VAG 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 VAG shall not terminate the co:tract 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. 8.5 VAG 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. 8.6 If VAG 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, VAG 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 VAG the risks have been allocated such that the Owner and Contractor agree, to the fullest extent permitted by law, to limit the liability of VAG and his or her sub-consultants to the Owner for any and all claims, losses, costs, damages arising from any breach of this contract, so that the total aggregate liability of VAG and his or her sub-consultant to all those named shall not exceed the contract value of this agreement. 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 VAG (VAg, Inc. Architects & Planners) for this Project are instruments of VAG'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 VAG and upon appropriate compensation to VAG in an amount and kind satisfactory to VAG. ©VAg, Inc. 2008 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. 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 through its Board of Coun C issioners By: ~ Peter F. Runyon, Chairman FI+~c ATTEST: ~ o~ coo er to the Boa of County Comm moo le,~l . ~ D DESIGNER: Vail Architecture Group dba VAg, Inc. Architects & Planners By: ~~ Title STATE OF ) ss. COUNTY OF ) ,U Thee fo~r/e~going instrument was acknowledged before me by ~~''~ _ this ~ day of ~ [JlJ ` , 200 -! ~ ~e ~ I My commission expires• , 4„ 13 ~ ~ .~~~~°'a~ R fj p ~°~'r® ~ s~ t~ a~..: :. !~/79~> 'fi'r. Public ~ ': ~ t3 i A R Y"~ 'r ' -~. : ~~ ~ ~°e~~etaa a~ r~~~'+r~~°~'~~J . lfi~~~ ..~ ~- • ~~ VAg, Inc. Architects & Planners Hourly Rate Schedule January 1-December 31, 2008 Principal $205.00 *Sr. Architect / Sr. Landscape Design / Sr. Land Planner $130.00 Project Manager Architect /Landscape Designer $115.00 *Project Architect /Landscape Designer $80.00 Support Staff /Drafting Clerical $70.00 $40.00 "Note: For the Eagle County Administration Campus Grounds Xeriscape proposal dated January 24, 2008 these rates apply for Pedro Campos, ASLA Senior Landscape Designer and Neil Podoll, Project Landscape Designer 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 Physical Address: (970) 949-7034 Mailing Address: 90 Benchmark Rd., Suite 202 fax: (970) 949-8134 P.O. Box 1734 Avon, CO 81620 email: generaleu vagarchitects.com Vail, CO 81658-1734