HomeMy WebLinkAboutC11-137 KRW Consulting Agreement AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN
EAGLE COUNTY, COLORADO
AND
KRW CONSULTING, INC.
THIS AGREEMENT ( "Agreement ") dated as of this ate day ofAQQ.I V , 2011, is
between the County of Eagle, State of Colorado, a body corporate and politic, (hereinafter "County ")
and KRW Consulting, Inc. a Colorado corporation (hereinafter "Consultant ").
RECITALS
WHEREAS, the County desires to contract with Consultant for the provision of the Services at
the Eagle County Landfill as outlined in Section 1 hereunder ; and
WHEREAS, Consultant has represented that it has the experience and knowledge in the subject
matter necessary to carry out the Services outlined in Section 1 hereunder; and
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
NOW THEREFORE, based upon the foregoing recitals and for good and valuable consideration,
including the promises set forth herein, the parties agree to the following:
SECTION 1
SERVICES
1.1 The Consultant will provide the following Services to County (hereinafter "Services" or
"Consulting Services "):
A. Annual groundwater monitoring to include two (2) sampling and reporting events. The
first test shall be completed by April 30, 2011 and the second test shall be completed by
December 31, 2011. All groundwater monitoring shall comply with all applicable
statutes and regulations including, but not limited to, CDPHE rules and regulations.
B. Annual methane monitoring to include four (4) sampling and reporting events. The tests
shall be performed on a quarterly basis. Two (2) of the four (4) samplings shall occur
concurrently with groundwater monitoring set forth in paragraph 1.1A above. All
methane monitoring shall comply with all applicable statutes and regulations including,
but not limited to, CDPHE rules and regulations.
C. Annual storm water inspections and reporting to include two (2) inspections and two (2)
memos detailing inspection results and one (1) annual report. County will be responsible
for collecting samples and shipping the samples and providing results to Consultant.
Consultant will make every effort to combine travel associated with storm water
inspections with other Services being provided under this Agreement. Storm water
testing shall comply with all applicable statutes and regulations including, but not limited
to, CDPHE rules and regulations.
1
1.2 The Consultant agrees that Consultant will not knowingly enter into any consulting arrangements
with third parties that will conflict in any manner with the Consulting Services.
1.3 Consultant has represented to County that it has the expertise and personnel necessary to
properly and timely perform the Services.
SECTION 2
TERM OF AGREEMENT
2.1 This Agreement shall commence on the date first set forth above, and subject to the provisions
of Section 2.2 hereof, shall continue in full force and effect until December 31, 2011 or until the
Agreement is otherwise terminated in accordance with Section 2.2 hereof.
2.2 This Agreement may be terminated by either party for any reason upon seven (7) days written
notice, 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
incurred costs and hours of work then satisfactorily completed.
SECTION 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 the County.
Nothing in this Agreement shall be deemed to make Consultant an agent, employee, partner or
representative of County.
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 the Board of
County Commissioners.
3.3 The Consultant will maintain the following insurance:
i) Workers' Compensation, with policy limits as required by law, and Employers
Liability Coverage, with policy limits of $500,000 each accident for Bodily Injury by
Accident; $500,000 each employee for Bodily Injury by Disease; and $500,000 policy
limit for Bodily Injury by Disease.
ii) Commercial Auto Coverage, with limits of not less than $1,000,000 each accident
combined Bodily Injury and Property Damage Liability insurance, including coverage
for owned, hired, and non -owned vehicles and shall list Eagle County as an additional
insured.
iii) Commercial General Liability, on the current ISO "occurrence" type commercial
general liability form, with limits of liability of not less than $1,000,000 per occurrence;
$1,000,000 for bodily injury and property damage liability; $1,000,000 for personal
injury and advertising injury liability; and $1,000,000 in annual aggregate limits. The
policy shall provide products - completed operations coverage, blanket contractually
assumed liability coverage with the employee exclusion deleted. The policy shall list as
Eagle County as an additional insured.
2
iv) Professional Liability (Errors and Omissions) Insurance, with prior acts coverage for
all Services required hereunder with limits of liability of not less than $1,000,000 per
claim and $1,000,000 in the aggregate.
SECTION 4
COMPENSATION
4.1 For the Consulting Services provided hereunder, County shall pay Consultant on an hourly basis
at the rates set forth in Exhibit A hereto. All materials and expenses shall be charged at cost with
no mark -up thereon. In no event shall the cost of the Services (including materials and expenses)
exceed $23,578. The Services (including materials and expenses) set forth in paragraph 1.1A
hereof shall not exceed $19,535. A more detailed breakdown of the anticipated cost of Services
under paragraph 1.1A is set forth in Exhibit B. The Services (including materials and expenses)
set forth in paragraph 1.1B hereof shall not exceed $2,104. The Services (including materials and
expenses) set forth in paragraph 1.1C hereof shall not exceed $1,939. If additional services are
required, Consultant shall obtain written permission of County to perform such Services in
advance. Consultant will not be entitled to bill at overtime and/or double time rates for work
done outside of normal business hours unless specifically authorized to do so by County. Fees
for any additional services will be as set forth in an executed addendum between the parties.
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 Service
performed, and hours spent on each task. Upon request, Consultant shall provide County with
such other supporting information as County may request.
42 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 Contractor in
excess of the amount for any work done in respect of any period after December 31st of
the calendar year of the Term of this Agreement, without the written approval in
accordance with a budget adopted by the Board of County Commissioners in compliance
with the provisions of 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).
SECTION 5
OWNERSHIP OF DOCUMENTS
5.1 All documents (including electronic files) which are obtained during or prepared, either partially
or wholly, 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 Consultant or upon earlier termination
of this Agreement.
SECTION 6
INDEMNIFICATION
6.1 The Consultant shall, to the fullest extent ermitted by law, indemnify and hold harmless
p Y � Y
County and any of its officers, agents and employees against any losses, claims, damages
or liabilities, of or by anyone whomsoever, for which County or any of its officers,
3
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 Consultant or its sub - consultants hereunder.
6.2 Notwithstanding the foregoing, Contractor acknowledges that County does not waive or
intend to waive the monetary limitations, or any other rights, immunities and protections
provided by the Colorado Governmental Immunity Act, (C.R.S. § 24 -10 -101 et seq.), as
from time to time amended or as otherwise available to County, its commissioners,
officers and employees, all of which rights, immunities and protections County expressly
retains. Further, the minimum insurance requirements prescribed herein shall not be
deemed to limit or define the obligations of Contractor hereunder.
SECTION 7
CONSULTANT'S PROFESSIONAL LEVEL OF CARE
7.1 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 errors and omissions therein.
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.
SECTION 8
ASSIGNMENT
8.1 The parties to this Agreement recognize that the Consulting Services to be provided pursuant to
this Agreement are professional in nature and that in entering into this Agreement County is
relying upon the professional services and reputation of Consultant and its approved
subcontractors. Therefore, neither Consultant nor its subcontractors may assign its interest in
this Agreement or in its subcontract, including the assignment of any rights or delegation of any
obligations provided therein, without the prior written consent of County, which consent
County may withhold in its sole discretion.
SECTION 9
NOTICE
9.1 Any notice and all written communications required under this Agreement shall be given in
writing by personal delivery, facsimile or U.S. Mail to the other party at the following
addresses:
County: Ken Whitehead, Director,
Eagle County Solid Waste and Recycling Department
P.O. Box 473, Wolcott, Colorado 81655
Phone: 970 - 328 -3465 Facsimile: 970 - 328 -3466
with a copy to:
Eagle County Attorney's Office
500 Broadway, PO Box 850
Eagle, CO 81631
Phone: 970 - 328 -8685 Facsimile: 970 - 328 -8699
4
Consultant: Ted Alexander
KRW Consulting, Inc.
8000 West 14 Avenue
Lakewood, CO 80214
Phone: 303 - 239 -9011 Facsimile: 303 - 239 -0745
9.2 Notices shall be deemed given on the date of delivery; on the date the facsimile 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 depository of the U.S. Postal Service.
SECTION 10
JURISDICTION AND CONFIDENTIALITY
10.1 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.
10.2 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 and County may
acquire knowledge of the business operations of the other party not generally known deemed
confidential. The parties shall not disclose, use, publish or otherwise reveal, either directly or
through another, to any person, firm or corporation, any such confidential knowledge or
information 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 the other party during the
term of this Agreement, and for a period of five (5) years following termination of this
Agreement. Any such information must be marked as confidential. The parties recognize
that the County is subject to the Colorado Open Records Act and nothing herein shall
preclude a release of information that is subject to the same.
SECTION 11
MISCELLANEOUS
11.1 This Agreement constitutes the entire Agreement between the parties related to its subject
matter. It supersedes all prior proposals, agreements and understandings.
11.2 This Agreement is personal to the Consultant and may not be assigned by Consultant.
11.3 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.
11.4 In the event of any conflict or inconsistency between the terms and conditions set forth in
the exhibits and the terms and conditions set forth in this Agreement, the terms and
conditions set forth in this Agreement shall prevail.
5
SECTION 12
PROHIBITION ON PUBLIC CONTRACTS FOR SERVICES
If Consultant has any employees or subcontractors, Consultant 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, Consultant certifies that it does not knowingly employ or contract
with an illegal alien who will perform under this Contract and that Consultant 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 work under this Contract.
A. Consultant shall not:
(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
Consultant that the subcontractor shall not knowingly employ or contract
with an illegal alien to perform work under the public contract for
services.
B. 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 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
C. The Consultant 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.
D. If the Consultant obtains actual knowledge that a subcontractor performing work
under the public contract for services knowingly employs or contracts with an
illegal alien, the Consultant shall be required to:
(i) Notify the subcontractor and the County within three days that the
Consultant 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 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 or contracted with an illegal alien.
E. The Consultant shall comply with any reasonable request by the Department of
6
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 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 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 Consultant
violates this provision of this Contract and the County terminates the Contract for
such breach.
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
COUNTY MANAGER
By: Keith Montag, County Manager
KRW CONSULTING, INC.
A t / a/(A
By: Ted Alexander
hA.A.icrt- CtAAte/tt.t&t
Title
STATE OF COLORADO )
) ss
County of O e , i. )
The foregoing was acknowledged before me this .S day of Apr; 1 , 2011
by Ted Alexander of KRW Consulting, Inc.
Witness my hand and official seal. `'\\�,,
� G ORY . � ,
My commission expires: /9 Ck (7 2 o (Z <
/MI6 Q
No .0 u b �.,��� OF ...O�O� �p����ry
otimint10 4t.
7 Expires0
Apr 25 2011 9:20AM HP LASERJET FAX p.2
Lollar and Ernployment 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 ai Consult t violates these prohibitions, the County may terminate the contract
for !a breach f the contract. If the contract is so terminated specifically for a
breach of thi provision of this Contract, the Consultant shall be liable for actual
anti consequential damages to the County as required by law,
G. The County vyi11 notify the office of the Colorado Secretary of State if Consultant
violates this provision of this Contract and the County terminates the Contract for
sudh breach,
IN WITNESS WHREOF, tlip parties hereto have executed this Agreement the day and year first above
written.
COUNTY OF EAGLE, STATE OF
COLORADO, By and Through Its
COUNTY MANAGER
� I
By: Keith Montag, County ► ' alter
KRW CONSULTING, INC.
l
By: Ted Alexander
6 ,47.41r;tize4
Title
STATE OF COLORADO )
) ss
County of Sr )
The foregoing was acknowledged before me this . d ay of _A 1 , 2011
by Ted Alexander of KRW Consulting, Inc.
a u �irr
Witness my hand and official seal. \,\ � a � �C�Y
My commission expires: a■- (7 24 12 ICt O TAft fi
1- '
D
o
G
No • b �'�i0 FCOk-
7 ekpltee
EXHIBIT A
KRW FEE SCHEDULE
9
KRW Fee Schedule
June 2008
Engineering
Principal Engineer $113.00
Project Engineer /Scientist $96.00
Field Engineer /Scientist I $78.00
Field Engineer /Scientist II $68.00
Staff Engineer /Scientist $78.00
Staff Engineer /Scientist $61.00
Technician $55.00
Secretary $40.00
Surveying
Survey Manager $87.00
Survey Technician $63.00
CAD Technician $61.00
Survey Crew (2 -man conventional Total Station) $131.00
Survey Crew (3 -man conventional Total Station) $155.00
Survey Crew (1 -man GPS or Robotic Total Station) $118.00
Survey Crew (2 -man GPS RTK) $143.00
Survey Crew (3 -man GPS RTK) $168.00
Secretary $40.00
Information Technology
IT Technician $63.00
Direct Costs and Equipment
Vehicle Mileage (outside Denver Metro Area) $0.58
Photo Ionization Detector (PID) $90.00
Flame Ionization Detector (FID) $105.00
GEM Landfill Gas Monitor $105.00
SE 2000C Hermit Data Logger w/ Pressure Transducer $160.00
Nuclear Moisture/Density Gauge $105.00
Per Diem (varies per locations) i.e. Rifle Colorado = $10.50/hour cost
Subcontracted Services (e.g., drilling, laboratory, construction, subconsultants, etc.) cost
Materials/Parts cost
Rental Equipment cost
NOTES:
2. A 15% scrvicc fcc will bc applied to all reimbursable expenses. If reimbursable expense items
arc included on your invoice, your account will bc credited thc amount of thc scrvicc fcc if the
All invoices arc duc nct 30 days unless indicatcd otherwise on thc invoice. Interest will be
charged at a rate of 1.5% per month on thc unpaid balance.
EXHIBIT B
Detail for Services Identified in Paragraph 1.1A of the Agreement
Between Eagle County and KRW Consulting, Inc.
unit
item qty units cost cost
mileage 232 miles $0.58 $134.56
travel time 4 hr $78.00 $312.00
misc time (shipping) 1 hr $78.00 $78.00
shipping 1 is $86.35 $86.35
on -site 28 hr $78.00 $2,184.00
per diem 2 day $150.00 $300.00
consumables 1 is $185.50 $185.50
analysis 1 is $4,320.00 $4,320.00
reporting 1 is $1,087.10 $1,087.10
project mgt 2 hr $96.00 $192.00
Subtotal $8,880
contingency 10% $888
Total per event $9,767
total for 2 annual events $19,535
10
