HomeMy WebLinkAboutC11-076 Citadel Security and Investigations LLC AGREEMENT BETWEEN EAGLE COUNTY AND CITADEL SECURITY AND
INVESTIGATIONS LLC (CSI)
THIS AGREEMENT is made this U day of MU , 2011, by and between
Eagle County ( "County "), and Citadel Security and Investigations, LLC ( "Contractor "),
a company organized and existing by virtue of the laws of the State of Colorado and with
a principal place of business at 300 Railroad Ave., Rifle, CO 81650
WHEREAS, County desires to obtain security services for the Eagle Combined Courts at
1 4 the Eagle County Justice Center located at 0885 Chambers Rd., Eagle, CO, 81631 (the
"Facility ").
WHEREAS, Contractor is authorized to do business in the State of Colorado, has
experience and expertise necessary to provide said services to County; and
WHEREAS, County owns certain equipment including an x -ray parcel screening
machine, magnetometer, two (2) radios (with accessories), and two (2) hand -held wands
(the "Equipment ") that may be used by Contractor in performing security services under
this Agreement; and
WHEREAS, County and Contractor intend by this Agreement to set forth the scope of
the responsibilities of Contractor in connection with the services and related terms and
conditions to govern the relationship between Contractor and County in connection with
this Agreement.
NOW, THEREFORE, in consideration of the foregoing premises and the following
promises, County and Contractor agree as follows:
ARTICLE 1— WORK
1.1 Contractor will use its expertise, skill and its own employees to provide security
services for the Facility in order to ensure that unauthorized weapons and contraband are
not permitted inside the Facility (the "Services "). The Services will include the screening
of people and personal property entering the building using an x -ray parcel screening
system, a magnetometer and hand -held wands; patrolling the Facility to ensure that doors
are properly secured; alerting law enforcement personnel about the discovery of any
weapons or contraband or any other dangerous conditions; and maintaining open
communication with the court and law enforcement staff about the security status at the
Court.
1.2 At all times during the term of this Agreement, excepting State holidays when the
court offices are closed, Contractor will provide two (2) armed security officers to
perform the Services at the Facility between the hours of 8:00 a.m. and 5:00 p.m.,
Monday through Friday. At all times between the hours of 8:00 a.m. and 5:00 p.m., at
least one security officer will be stationed at the main Facility entrance to perform the
Services. The security officers will be properly trained and licensed to accomplish the
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Services. Contractor will provide County with a list of approved security officers who
may be stationed at the Facility during the term of this Agreement and will notify County
at its earliest convenience of any changes.
1.3 In connection with the Services, Contractor's security officers will coordinate
with the on -duty Eagle County Sheriff's Office Jail Administrator, the Clerk of Court,
Probations Office and the Office of the District Attorney on a daily basis for all
operational matters.
1.4 At all times while on duty and performing the Services under this Agreement,
Contractor's security officers will be clothed in a uniform distinguishing them as security
officers. Said uniform must be separate and distinct from the uniforms of the Eagle
County Sheriff's Office.
1.5 If Contractor uses the Equipment owned by Eagle ;County, Contractor shall be
responsible for maintaining such equipment in good working order. Contractor shall
conduct routine daily calibration tests on the Equipment prior to performing the Services
each morning and immediately notify County of any Equipment operating issues.
Testing and calibration will be using testing devices provided by County and using the
procedure recommended by County.
1.6 Contractor will ensure that its security officers accomplish the following in
connection with the Services:
a. Control access to the building by manning the main entrance to the
Facility in order to ensure that unauthorized weapons and/or contraband
are not brought into the Facility by members of the public.
b. Operate x -ray parcel screening system, magnetometer and hand -
held wands to screen members of the public entering the Facility.
c. Be familiar with the Facility so as to provide
accurate directions to
the public and accurate information to responding law enforcement
officers in emergency situations.
d. Maintain a friendly, helpful and approachable demeanor toward
the public and Combined Courts staff at all times.
e. Report the discovery of any unauthorized weapons or other
contraband or any other safety hazard to the appropriate law enforcement
personnel, including the Eagle County Sheriff's Office Jail Administrator.
f. Maintain a channel of open communications with Court, including
the Clerk of Court, Probations Department, District Attorney, and the
Sheriff's Department staff to anticipate security needs of the courts.
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g. Immediately follow the directions of any uniformed law
enforcement personnel in an emergency or urgent situation.
h. Staff the main entrance of the Facility with at least one security
officer at all times, unless directly instructed otherwise by any uniformed
law enforcement personnel.
1.7 Contractor shall submit the names and qualifications of all security officers or
other personnel and any subcontractors proposed to work under this Agreement. The
County shall have the right to disapprove of any proposed personnel and subcontractors
prior to commencement of or during the provision of any Services under this Agreement.
1.8 Contractor shall be responsible for replacement of any of the Equipment broken
or damaged as a result of the negligent or willful conduct of its security officers.
Replacement shall be with the same or equivalent equipment, as approved by County.
ARTICLE 2 — COUNTY'S REPRESENTATIVE
2.1 The Services to be performed are under the authority of the Eagle County Jail
Administrator in conjunction with the Eagle County Public Works Department. The
Director of the Public Works Department, or his designee, shall be Contractor's contact
with respect to this Agreement and the Jail Administrator, or his designee is to the
Contractor's contact with respect to the performance of the Services.
ARTICLE 3 — TERM OF AGREEMENT
3.1 This Agreement shall commence on January 1, 2011, and, subject to the
provisions of Article 11 hereof, shall continue in full force and effect for a period of 1
year, commencing with the effective date of this Agreement. This Agreement may be
extended for up to two additional term years beyond the time referred to in this Article 3
on terms and conditions as may be mutually agreed between the parties in writing.
ARTICLE 4 — COMPENSATION
4.1 For the Services to be provided hereunder, County shall pay Contractor monthly
based on the number of hours actually worked by its security officers. County will pay
Contractor at the rate of $25.25 per hour, per authorized security officer on duty. It is
estimated that there will be 2 full -time officers scheduled during the business days of
Monday through Friday 8:00 a.m. through 5:00 p.m. (with each officer taking a one -hour
lunch break) for an estimated annual hours of 2,000 hours per officer. County will not
compensate Contractor for its officer break times. Additional staffing must be first
authorized by County in writing. The maximum amount of compensation under this
Agreement shall not exceed $104,000 without a signed amendment to the Agreement.
4.2 Fees for Services satisfactorily performed will be paid within thirty (30) days of
receipt of a proper and accurate invoice from Contractor respecting the Services. The
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invoice shall include a description of services performed. Upon request, Contractor 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 Contractor hereunder
and Contractor 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.
4.4 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 Contractor in excess of
the amount for any Services 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.
ARTICLE 5- CONTRACTOR'S REPRESENTATIONS
In order to induce County to enter into this Agreement, Contractor makes the following
representations:
5.1 Contractor has familiarized himself with the nature and extent of the Contract
Documents, Services, locality, and with all local conditions, and federal, state, and local
laws, ordinances, rules and regulations that in any manner affect cost, progress, or
performance of the Services.
5.2 Contractor will make, or cause to be made, examinations, investigations, and tests
as he deems necessary for the performance of the Services , in accordance with other
terms and conditions of the Contract Documents.
5.4 To the extent possible, Contractor has correlated the results of all such
observations, examinations, investigations, tests, reports, and data with the terms and
conditions of this Agreement.
5.5 To the extent possible Contractor, has given County written notice of all conflicts,
errors, or discrepancies that he has discovered in the Agreement.
5.6 Contractor acknowledges that it will be acting as an independent contractor for
County. Contractor warrants that it will advise its employees, agents and officers that
while they will be working closely with the Eagle County Sheriffs Office to perform
Services under this Agreement, they will not be deemed employees of Eagle County for
any purpose.
5.7 Contractor will be responsible for provision of the Services and shall perform the
Services in a skillful, professional and competent manner and in accordance with the
standard of care, skill and diligence applicable to security service companies. Further, in
rendering the Services, Contractor shall comply with the highest standards of customer
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service to the public. Contractor shall provide appropriate supervision of its employees
to ensure the Services are performed in accordance with this Agreement.
ARTICLE 7 — ENTIRE AGREEMENT
7.1 This Agreement represents the entire Agreement between the parties hereto.
There are no Contract Documents other than this Agreement. The Agreement may only
be altered, amended, or repealed in writing.
ARTICLE 8 — MISCELLANEOUS
8.1 No assignment by a party hereto of any rights under, or interests in the Agreement
will be binding on another party hereto without the written consent of the party sought to
be bound; and specifically, but without limitation, moneys that may become due and
moneys that are due may not be assigned without such consent (except to the extent that
the effect of this restriction may be limited by law), and unless specifically stated to the
contrary in any written consent to an assignment, no assignment will release or discharge
the assignor from any duty or responsibility under the Agreement.
8.2 County and Contractor each binds itself, its partners, successors, assigns and legal
representatives to the other party hereto, in respect to all covenants, agreements, and
obligations contained in this Agreement.
8.3 Notwithstanding anything to the contrary contained in this Agreement, County
shall have no obligations under this Agreement after, nor shall any payments be made to
Contractor in respect of any period after December 31, 2011 without an appropriation
therefore by County in accordance with a budget adopted by the Board of County
Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes,
the Local Government Budget Law (C.R.S. § 29-1-101 et seq.) and the TABOR
Amendment (Colorado Constitution, Article X, Sec. 20).
8.4 Provision Mandated by C.R.S. § 8- 17.5 -101 et seq. PROHIBITIONS ON
PUBLIC CONTRACT FOR SERVICES
8.4.1 If Contractor has any employees or subcontractors, Contractor shall comply with
C.R.S. § 8- 17.5 -101, et seq., regarding Illegal Aliens — Public Contracts for Services, and
this Contract. By execution of this Contract, Contractor certifies that it does not
knowingly employ or contract with an illegal alien who will perform under this Contract
and that Contractor will participate in the E- verify Program or other Department of Labor
and Employment program ( "Department Program ") in order to confirm the eligibility of
all employees who are newly hired for employment to perform Services under this
Contract.
8.4.2 Contractor shall not:
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(i) Knowingly employ or contract with an illegal alien to perform
work under this contract for services; or
(ii) 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.
8.4.3 Contractor has confirmed the employment eligibility of all employees who are
newly hired for employment to perform work under this Contract through participation in
the E- verify Program or Department Program, as administered by the United States
Department of Homeland Security. Information on applying for the E- verify program
can be found at:
http://www.dhs.gov/xprevprot/programs/gc_1185221678150.shtm
8.4.4 The Contractor shall not use either the E- verify program or other Department
Program procedures to undertake pre - employment screening of job applicants while the
public contract for services is being performed.
8.4.5 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:
(i) 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
(ii) 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.
8.4.6 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 established in C.R.S. § 8- 17.5 - 102(5).
8.4.7 If a Contractor 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 shall be liable for actual and consequential
damages to the County as required by law.
8.4.8 The County will notify the office of the Colorado Secretary of State if Contractor
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violates this provision of this Contract and the County terminates the Contract for such
breach.
8.5 ATTORNEY'S FEES: In the event of litigation between the parties hereto
regarding the interpretation of this Agreement, or the obligations, duties or rights of the
parties hereunder, or if suit otherwise is brought to recover damages for breach of this
• Agreement, or an action be brought for injunction or specific performance, then and in
such events, the prevailing party shall recover all reasonable costs incurred with regard to
such litigation, including reasonable attorney's fees.
8.6 Invalidity or unenforceability of any provision of this Agreement shall not affect
the other provisions hereof, and this Agreement shall be construed as if such invalid or
unenforceable provision was omitted.
ARTICLE 9 - JURISDICTION AND VENUE:
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.
ARTICLE 10 - INDEMNIFICATION:
10.1 The Contractor shall, to the fullest extent permitted by law, indemnify and hold
harmless County and any of its officers, agents and employees against any losses, claims,
damages or liabilities for which County or any of its officers, agents, or employees may
become subject to, insofar as any such losses, claims, damages or liabilities arise out of,
directly or indirectly, this Agreement, or are based upon any performance or
nonperformance by Contractor hereunder; and Contractor shall reimburse County for any
and all legal and other expenses incurred by County in connection with investigating or
defending any such loss, claim, damage, liability or action. 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
Contractor.
ARTICLE 11- OWNERSHIP OF DOCUMENTS AND EQUIPMENT:
11.1 All documents (including electronic files) which are obtained during or prepared
in the performance of the Services 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.
11.2 The Equipment, as now exists and as may be updated, replaced or modified
during the term of this Agreement, shall remain the property of Eagle County, shall be
maintained by Contractor and will be returned in the same condition to County before
final payment is made to Contractor or upon earlier termination of this Agreement.
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ARTICLE 12 - TERMINATION:
12.1 County may terminate this Agreement, in whole or in part, for any reason, at any
time, with or without cause. Any such termination shall be effected by delivery to
Contractor of a written notice of termination specifying the reason and date upon which
termination becomes effective. Upon termination, Contractor shall deliver all Equipment
and any other material supplied to Contractor by County, as well as any documents
belonging to County. In such event, Contractor shall be compensated for all Services
satisfactorily completed up to the date of termination for such Services.
ARTICLE 13 — NOTICE
13.1 Any notice required under this Agreement shall be personally delivered, mailed in
the United States mail, first class postage prepaid, or sent via facsimile provided an
original is also promptly delivered to the appropriate party at the following addresses:
The County: Eagle County Facilities Management
P.O. Box 850
Eagle, Colorado 81631
(970) 328 -8786 (p)
(970) 328 -8899 (f)
and a copy to: Eagle County Attorney
P.O. Box 850
Eagle, Colorado 81631
(970) 328 -8699 (f)
The Contractor: Justin Hale
Citadel Security and Investigations
300 Railroad Ave.
Rifle, CO 81650
(877) 639 -4301 (p)
(970) 625 -8333 (f)
13.2 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.
ARTICLE 14 — INDEPENDENT CONTRACTOR
14.1 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
employment relationship between County and Contractor or County and Contractor's
employees. Contractor and its employees shall be, and shall perform as, independent
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contractors. No officer, 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 the means and methods to carry out the Services under
this Agreement and for Contractor's acts and for the acts of its officers, agents,
employees, and servants during the performance of this agreement. Neither Contractor
nor its officers, agents, subcontractors, employees or servants may represent, act, purport
to act or be deemed the agent, representative, employee or servant of County.
ARTICLE 15 — INSURANCE REQUIREMENTS
15.1 At all times during the term of this Agreement, Contractor shall maintain
insurance on its own behalf in the following minimum amounts:
Workmen's Compensation, disability benefits, and other similar employee benefit
acts, with coverage and in amounts as required by the laws of the State of
Colorado;
Comprehensive Automobile Insurance shall be carried in the amount of
$1,000,000 for bodily injury and $1,000,000 for property damage, each
occurrence. All liability and property damage insurance required hereunder shall
be Comprehensive General and Automobile Bodily Injury and Property Damage
form of policy.
Comprehensive liability and property damage insurance issued to and covering
Contractor and any subcontractor with respect to all Work performed under this
Agreement and shall also name County as an additional insured, in the following
minimum amounts:
Bodily Injury Liability:
Each Person: $1,000,000
Each Accident or Occurrence: $1,000,000
Property Damage Liability:
Each Accident or Occurrence: $1,000,000
15.2 Contractor shall purchase and maintain such insurance as required above and shall
provide certificates of insurance in a form acceptable to County upon execution of this
Agreement.
/ /SIGNATURE PAGE TO FOLLOW //
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written.
COUNTY OF EAGLE, STATE OF
COLORADO, by the Board of County
Com '•ners ,f
1,
By: .
J 1 avney
an
ATTEST:
OGLE
4 w ? G ?
Teak Simonton, ' - * * '
Clerk to the Board of Eagle c ° LoRP► °
County Commissioners
1 4 4', i % �� . 01(�v i .
CITADEL SECURITY & INVESTIGATIONS
By: ��
Title: � Q/& frieU4 v f r7fm
STATE OF TEXAS )
) ss.
COUNTY OF W i Cu 1944 S c Al )
The foregoing instrument was acknowledged before me by j v 5 T t,", k*L E ,
this 3.- day of P-e,40 . , 20/t.
My commission expires: C j (5, ( of -
tary Public K
IWitt
su OF
*Caw SW OS. tit
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