HomeMy WebLinkAboutC08-245
CONSULTING AGREEMENT BETWEEN EAGLE COUNTY, COLORADO
AND DESIGN WORKSHOP, INC.
This Consulting Agreement ("Agreement") dated as this 12- day of August, 2008, is
between the County of Eagle, State of Colorado, a body corporate and politic, by and through its
Board of County Commissioners ("County"), and Design Workshop, Inc., a consultant having its
principal place ofblisiness in Austin, Texas, with a mailing address of 80 1 Congress Avenue, Suite
330, Austin, Texas, 78701 ("Consultant").
WHEREAS, County is in need of a consultant to provide the services outlined in Section 1.1
hereunder;
WHEREAS, Consultant has represented that it 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.
NOW, 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 Provid"ed:
1.1 The Consultant will provide the consulting services as more particularly set forth in
Consultant's proposal dated June 11, 2008, attached hereto as Exhibit "A," and incorporated
herein by this reference (hereinafter "Consulting Services"). The Consulting Services are
generally described as the Jobs Housing Balance Analysis Project.
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 The Consultant will provide the Consulting Services hereunder in Eagle, Colorado or
elsewhere as may be mutually agreed.
1.4 Consultant has given the County a proposal (Exhibit" A") for performing the Services and
represented that it has the expertise and personnel necessary to properly and timely perform
the Consulting Services.
2. Term of Agreement:
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2.1 This Agreement shall commence upon execution of this Agreement by both parties and,
subject to the provisions of Section 2.2 hereof, shall continue in full force and effect until
the Consulting Services have been completed.
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.
2.3 In the event of any termination of this Agreement, Consultant shall be compensated for
all hours of work then satisfactorily completed, plus approved expenses.
3. Independent Contractor:
3.1 With respect to the provision of the Consulting Services hereunder, Consultant
acknowledges that Consultant is an independent contractor providing Consulting Services to
County. Nothing in this Agreement shall be deemed to make Consultant, its employees,
subcontractors and agents, an agent, employee, partner or representative . of County.
Moreover, this Agreement creates no entitlement to participate in any of the Employee
Benefit Plans of County 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 For the Consulting Services provided hereunder, County shall pay to the Consultant in
accordance with the fee schedule provided in Design Workshop, Inc.' s 2008 Published
Billing Rates, attached hereto as Exhibit "B," and incorporated herem by this reference, but
in no case shall total compensation due Consultant under this Agreement exceed a total of
five thousand dollars ($5,000), absent an amendment to this Agreement signed by both
parties. Fees will be invoiced upon the completion of services. Fees will be paid within
thirty (30) days of County's receipt of a proper and accurate invoice from Consultant
respecting Consulting Services. The invoice shall include a description of services
performed during the period for which payment is requested. Upon request, Consultant shall
provide County with such other supporting information as County may request.
4.2 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.
4.3 Notwithstanding anything to the contrary contained in this Agreement, no charges shall be
made to the County nor shall any payment be made to the Consultant in excess of the amount
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for any work done without the written approval in accordance with a budget adopted by the
Board in accordance with provisions of the Colorado Revised Statutes. Moreover, the parties
agree that the County is a governmental entity and that all obligations beyond the current
fiscal year are subject to funds being budgeted and appropriated.
5. Ownership of Documents:
All documents (including electronic files) which are obtained during or prepared in the performance
ofthe 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. Indemnification:
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 ofthis 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.
7. Consultant's Professional Level of Care:
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 errors and omissions therein. The fact
that the County has accepted or approved the Consulting Services shall not relieve Consultant of any
of its responsibilities. Consultant shall perform the Consulting Services in a skillful, professional
and competent manner and in accordance with the standard of care, skill and diligence applicable to
consultants, with respect to similar services, in this area at this time.
8. Notices:
8.1 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 Housing and Development Department
500 Broadway
PO Box 850
Eagle, CO 81631
Phone Number: (970) 328-8698
Fax: (970) 328-8787
(b) Design Workshop, Inc.
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Attention: Rebecca Leonard
801 Congress Avenue, Suite 330
Austin, IX 78701
Phone Number: (512) 499-0222
Fax: (512)499-0229
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.
9. Jurisdiction and Confidentiality:
9.1 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.
9.2 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
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 any person, firm or
corporation, any knowledge, information or facts concerning any of the past or then business
operations, pricing or sales data of County and shall retain all knowledge and information
which he has acquired as the result of this Agreement in trust in a fiduciary capacity for the
sole benefit of County, its successors and assigns during the term of this Agreement, and for
a period of five (5) years following termination of this Agreement.
10. Miscellaneous:
10.1 This Agreement constitutes the entire Agreement between the parties related to its
subject matter. It supersedes all prior proposals, agreements and understandings.
10.2 This Agreement is personal to the Consultant and may not be assigned by Consultant.
10.3 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.
11. Provision Mandated by C.R.S. ~ 8-17.5-101: PROHIBITIONS ON PUBLIC
CONTRACT FOR SERVICES
If Contractor/Consultant has any employees or subcontractors, Contractor/Consultant shall comply
with C.R.S. ~ 8-17.5-101, et seq., regarding Illegal Aliens - Public Contracts for Services, and this
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Contract By execution of this Contract, Contractor/Consultant certifies that it does not knowingly
employ or contract with an illegal alien who Will perform under this Contract and that
Contractor/Consultant will participate in the Basic Pilot VerificatioIi Program in order to confirm the
eligibility of all employees who are newly hired for employment to perform work under this
Contract.
A. Contractor/Consultant shall not:
(i) Knowingly employ or contract with an illegal alien to perform work under
this contract for services; or
(ll) Enter into a contract with a subcontractor that fails to certify to the
Contractor/Consultant that the subcontractor shall not knowingly employ or
contract with an illegal alien to perform work under the public contract for
seIVlces.
B. Contractor/Consultant has confirmed the employment eligibility of all employees
who are newly hired for employment to perform work under this Contract through
participation in the Basic Pilot Verification program, as administered by the United
States Department of Homeland Security. If the Contractor/Consultant is not
accepted into the Basic Pilot Verification Program prior to entering into a public
contract for services, the Contractor/Consultant shall apply to participate in the
Program every three months until the Contractor/Consultant 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 \emoloverregistration
C. The Contractor/Consultant shall not use either the Basic Pilot Verification Program
procedures to undertake pre-employment screening of job applicants while the public
contract for services is being performed.
D. If the Contractor/Consultant obtains actual knowledge that a subcontractor
performing work under the public contract for services knowingly employs or
contracts with an illegal alien, the Contractor/Consultant shall be required to:
(i) Notify the subcontractor and the County within three days that the
Contractor/Consultant has actual knowledge that the subcontractor is
employing or contracting with an illegal alien; and
(ll) Terminate the subcontract with the subcontractor if within three days of
receiving the notice required pursuant to subparagraph (i) of the paragraph
(0) the subcontractor does not stop employing or contracting with the illegal
alien; except that the Contractor/Consultant 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
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or contracted with an illegal alien.
E. The Contractor/Consultant 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 established in C.R.S. ~ 8-17.5-
102(5).
F. If a Contractor/Consultant violates these prohibitions, the County may terminate the
contract for a breach of the contract. If the contract is so terminated specifically for a
breach of this provision of this Contract, the Contractor/Consultant shall be liable for
actual and consequential damages to the County as required by law.
G. The County will notify the office of the Colorado Secretary of State if
Contractor/Consultant violates this provision of this Contract and the County
terminates the Contract for such breach.
IN WIlNESS WHEREOF, the parties hereto have executed this Agreement the day and year first
above written.
ATTEST:
Clerk to the oard of
County Commissioners
~4:b-- ~
, [)ru1v,"-.
STATE OF
)
) SS.
)
COUNTY OF
COUNTY OF EAGLE, STATE OF
COLORADO, By and Through Its
BOARD OF COUNTY COMMISSIONERS
B >::;;;/
Peter F. Runyon, Chairman
:g~~
, this
day
The foregoing instrument was acknowledged before me by
of . 2008.
My commission expires:
Notary Public
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EXHIBIT
j A
June 11, 2008
Alex Potente
Eagle County Housing and Development
PO Box 850
500 Broadway
Eagle, CO 81631-0850
Dear Alex:
Thank you for calling Design Workshop, Inc. about the Jobs Housing Balance Analysis
project. My work at Eagle County was some of my life's most rewarding and I am
overjoyed to see some of it become a legacy. We are very pleased to submit this Letter
of Authorization to Eagle County to provide you with analysis of the Jobs Housing
Balance in Eagle County.
Based upon our conversation on June 11, it is our understanding that we will be
providing the following scope of services.
SCOPE OF SERVICES
1. Guidance to the GIS department in retrieving data from the Bureau of Labor
Statistics Quarterly Census of Employment and Wages data for each business
(with address) [http://www.bls.gov/cew/cewover.htm] and the county assessed
value for each dwelling unit.
· The Quarterly Census of Employment and Wages data shall be
averaged per planning area as depicted in the County
Comprehensive Plan Jobs Housing Balance Map (100% of average,
120% of average and 140% of average).
· The assessed value for each dwelling unit shall be grouped, but not
averaged by planning area as depicted in the County Comprehensive
Plan lobs Housing B8Iance Map. This is important so that the
number of units at or below the thresholds mentioned above Map
(100% of average, 120% of average and 140% of average) can be
determined.
2. Once the data has been retrieved and organized in an Excel table by the GIS
department, we will plug 1000.10 of average, 120% of average and 140% of
average wage for each planning area into the County's formula for affordability
P:\Mudce1:ing\PIo Due or Pending 2OO8\Eagle County lobs Housing RaJ.m..A\080611 - ContnIct.doc
found in the Housing Needs Assessment and Nexus Study. This will provide
three thresholds for each planning area. The number of units affordable at each
threshold will be evaluated.
3. Once the analysis has been conducted, a summary letter will be provided to the
County explaining the methodology and summa.rizi:Dg the findings.
By signing this letter, you are authorizing Design Workshop, Inc. to commence
services immediately on a time and materials basis in an amount not to exceed $5,000
pursuant to the terms and conditions of the Contract Provisions attached hereto as
Attachment A. All work (with the exception of minor administrative functions) will ~
conducted by Rebecca Leonard at her standard hourly rate of$175. This fee does not
include reimbursable expenses (e.g. printing, photography, and travel) which will be
billed at cost plus 15%. Invoices from Design Workshop are to be paid within 30 days
of the date of billing.
Please call me at 512-499-0222 if you have any questions regarding this proposal. We
will begin work immediately once we receive a copy of this authorization with your
signature. Our fax number is 512-499-0229.
Thank you again for selecting Design Workshop to assist you in achieving your goals
for this project.
Sincerely,
DESIGN WORKSHOP, INC
~~~
Rebecca Leonard
Principal
APPROVED BY CLIENT:
By:
Title:
Date:
2
Employee Classification
Principal
Rebecca Leonard
EXHIBIT
I B
DesiP Workshop, IDe.
2008 Published DUling Rates
AssociatelProject Planner
Intern
Project Assistant
Hourly BiDing Rates
$175 to $400
$175
$75 to $200
$55 to $65
$65 to $110
Note: Project Specialists will be billed at their applicable billing rates not to exceed $175
