HomeMy WebLinkAboutC12-319 Western Vegetation Management AGREEMENT BETWEEN EAGLE COUNTY, COLORADO
AND
WESTERN VEGETATION MANAGEMENT, INC.
THIS AGREEMENT ( "Agreement "), dated this day of September, 2012 is between
Eagle County, Colorado, ( "County ") and Western Vegetation Management, Inc. a Colorado
limited liability company ( "Contractor ") with its principal place of business at 337 Cleveland
Place, Carbondale, Colorado 81623.
RECITALS
WHEREAS, County desires to cut and remove marked lodgepole pine from the
properties described below, as well as to chip /masticate all residual slash, from approximately 5
acres of private and public land located on Forest Service Road 731, Eagle County, Colorado; as
part of the Tennessee Pass Hazardous Fuel Reduction Project (hereinafter collectively referred to
as the "Project "); and
WHEREAS, Contractor is authorized to do business in the State of Colorado and has
experience and expertise in logging and land clearing and wishes to provide the services
associated with the Project as more fully set forth herein to County; and
WHEREAS, County and Contractor intend by this Agreement to set forth the scope of
the responsibilities of Contractor in connection with the Project and the terms and conditions to
govern the relationship between Contractor and County in connection with this Agreement.
AGREEMENT
NOW, THEREFORE, based upon the foregoing recitals and the consideration set forth
herein, Eagle County and Contractor agree as follows:
1. SCOPE OF WORK The following will collectively be referred to as the "Work ":
A. Contractor agrees to furnish all services, labor, personnel and materials necessary
to perform and complete the Work including, but not limited to, providing logging and land
clearing services to Eagle County so as to cut, remove, process woody debris, and stage timber,
as set forth more fully in Exhibit "A," which is attached hereto and incorporated herein by this
reference, on the areas identified on the map which is attached hereto and
incorporated herein as Exhibit `B ".
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2. CONTRACTOR'S REPRESENTATIONS
A. Contractor has familiarized itself with the nature and extent of the Work, the
contract documents, locality, and with all local conditions, and federal, state, and local laws,
ordinances, rules, permits and regulations that in any manner may affect cost, progress, or
performance of the Work.
B. Contractor has studied carefully all reports of investigations including utility
locates, and tests of subsurface and latent physical conditions at the site or otherwise affecting
cost.
C. Contractor shall be responsible for the completeness and accuracy of the Work,
and shall correct, at its sole expense, all errors and omissions therein. The fact that County has
accepted or approved the Work shall not relieve the Contractor of any of its responsibilities.
Contractor shall perform the work in a skillful, professional and competent manner in accordance
with the standard of care, skill and diligence applicable to contractors, with respect to similar
work, in this area at this time.
D. Contractor represents and warrants that the Work shall comply with any and all
applicable laws, codes, rules and regulations. In the event the Work is to occur on property
owned by third parties, federal, state or local governmental entities, or a public utility, the
Contractor agrees to comply with any additional terms and conditions required by applicable
laws, codes, rules and regulations.
E. Contractor agrees that Contractor will not enter into any contracts, professional
service agreements or consulting arrangements with third parties that will conflict in any manner
with the Work to be provided under this Agreement.
F. Contractor agrees to perform the Work in an expeditious manner, within the
sound exercise of its judgment and professional standards. Time is of the essence with respect to
this Agreement. By executing this Agreement, Contractor confirms that the time limitations set
forth herein are reasonable for performance of the Work.
3. COMPENSATION
A. County shall compensate Contractor for the performance of the Work as set forth
in Exhibit "A ". The total cost for all of the Work shall not exceed fifteen thousand two hundred
ninety five US dollars ($15,295.00).
B. Payment shall be made in monthly progress payments equal to the total
Work performed by Contractor. An application for payment shall cover a calendar month
beginning on the first of the month and ending on the last day of the month following the
month in which the Work was performed and shall be accompanied by invoices or other
documentation as may be required by County. Payment shall be made within thirty days
of receipt of an invoice provided that invoices are complete and insurance certificates are
current and on file with County. Original invoices with accompanying support should be
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provided to Eric Lovgren, Wildfire Mitigation Manager, Post Office Box 850, Eagle, CO
81631 with a copy to the Eagle County Finance Department at the same address.
C. Notwithstanding anything to the contrary herein, final payment shall only
be made after the Work is complete and approved by County.
D. 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
Consultant in respect of any period after December 31, 2012 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).
E. 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. COMMENCEMENT AND COMPLETION OF THE WORK
Contractor shall commence the Work promptly after execution of this Agreement by both
parties. The Work by Contractor will be achieved no later than November 1, 2012 (the
"Completion Date "). Contractor agrees to immediately notify County if achievement of the
Work by the Completion Date appears unlikely. In such event, County and Contractor will meet
to discuss the reasons for delay and means of achieving timely completion.
5. ADDITIONAL WORK
Any additional work not identified herein, shall be performed by Contractor only after
written approval of County. Failure of Contractor to obtain written authorization and
acknowledgement by County for any additional work shall result in non - payment for any such
additional work. Also, County by written notice to Contractor may make any reasonable
reductions to the scope of Work and the compensation payable to Contractor shall be reduced in
a fair and reasonable amount on account thereof.
6. ASSIGNMENT AND SUB - CONTRACTORS
Contractor acknowledges that County has entered into this Agreement in reliance upon
the particular reputation and expertise of Contractor. Contractor shall not enter into any sub-
contractor agreements for the performance of any of the Work or additional work without the
County's prior consent, which may be withheld in County's sole discretion. County shall have
the right in its reasonable discretion to approve all personnel assigned to the subject Project
during the performance of this Agreement and no personnel to whom County has an objection, in
its reasonable discretion, shall be assigned to the Project. Contractor shall require each sub-
contractor, as approved by County and to the extent of the Work to be performed by sub-
contractor, to be bound to Contractor by the terms of this Agreement, and to assume toward
Contractor all the obligations and responsibilities which Contractor, by this Agreement assumes
toward County. County shall have the right (but not the obligation) to enforce the provisions of
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this Agreement against any sub - contractor hired by Contractor and Contractor shall cooperate in
such process.
7. INDEMNIFICATION
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.
8. INSURANCE
Unless otherwise agreed to in writing by County, Contractor agrees to provide and
maintain at Contractor's sole cost and expense, the following insurance coverages:
A. Workers' Compensation with policy limits as required by law, and Employers
Liability Coverage, with policy limits of $1,000,000 each accident for Bodily Injury by
Accident; $1,000,000 each employee for Bodily Injury by Disease; and $1,000,000 policy limit
for Bodily Injury by Disease.
B. Commercial Auto Coverage with limits of not less than $2,000,000 each accident
combined Bodily Injury and Property Damage Liability insurance, including coverage for
owned, hired and non -owned vehicles.
C. Commercial General Liability with limits of liability not less than $2,000,000 per
occurrence' $2,000,000 for bodily injury and property damage liability; $2,000,000 for personal
injury and $2,000,000 in annual aggregate limits.
D. Contractor shall name Eagle County as an additional insured on the policies
identified in paragraph 8 B and C above.
E. Contractor shall maintain the foregoing coverage in effect until the Work is
completed and all applicable statutes of limitation have run. All policies must contain an
endorsement affording an unqualified thirty days' notice of cancellation to County in the event of
cancellation of coverage.
9. ENFORCEMENT REMEDIES
A. The Contractor's obligations hereunder shall survive termination of the
Agreement.
B. County and Contractor agree that this Agreement may be enforced for specific
performance, injunctive, or other appropriate relief, including damages, as may be available
according to the laws and statutes of the State of Colorado. It is specifically understood that by
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executing this Agreement, the Contractor commits themselves to perform pursuant to these terms
contained herein. In the event that an action is brought to enforce this Agreement, the prevailing
party shall be entitled for the recovery of its costs and fees, including reasonable attorney's fees.
10. TERMINATION
County may terminate this Agreement, with or without cause, upon seven days written
notice to Contractor. County shall be responsible for the cost of Work satisfactorily performed
prior to such notice.
11. MISCELLANEOUS:
A. This Agreement shall be governed and construed in accordance with the laws of
Colorado. Venue for any action arising out of any dispute pertaining to this Agreement shall be
in the State of Colorado, District Court in and for Eagle County, Colorado.
B. This Agreement, and the rights and obligations created hereby, shall be binding
upon and inure to the benefit of County and. Contractor and their respective successors and
assigns. Nothing herein expressed or implied is intended or should be construed to confer or
give to any person or entity other than County or Contractor and their respective successors and
assigns, any right, remedy or claim under or by reason hereof or by reason of any covenant or
condition herein contained.
C. If any portion of this Agreement is held invalid or unenforceable for any reason
by a court of competent jurisdiction, such portion shall be deemed severable and its invalidity or
its unenforceability shall not affect the remaining provisions; such remaining provision shall be
fully severable and this Agreement shall be construed and enforced as if such invalid provision
had never been inserted into this Agreement.
D. This Agreement may be amended, modified, changed, in whole or in part only by
written agreement duly authorized and executed by both County and Contractor. This
Agreement represents the full and complete understanding of County and Contractor and
supersedes any prior agreements, discussions, negotiations, representations or understandings of
County and Contractor with respect to the subject matter contained herein.
E. The parties hereto agree that neither has made or authorized any agreement with
respect to the subject matter of this instrument other than expressly set forth herein, and no oral
representation, promise, or consideration different from the terms herein contained shall be
binding on either party, or its agents or employees hereto.
F. All of the covenants herein contained shall be binding upon and inure to the
benefits of the parties hereto, their respective successors and assigns.
G. It is expressly acknowledged and understood that nothing contained in this
Agreement shall result in, or be construed as establishing and employment relationship between
County and Contractor or County and Contractor's employees. Contractor and its employees
shall be and perform as independent contractors.
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12. NOTICE AND AUTHORIZED REPRESENTATIVES
Any notice and all communications required under this Agreement shall be given in
writing by personal delivery, fax or mail to the appropriate party at the following addresses:
County: Contractor:
Eric Lovgren, Wildfire Mitigation Manager Mike Uncapher, CEO
County Community Development Department Western Vegetation Management, Inc.
P.O. Box 179 337 Cleveland Place
500 Broadway Carbondale, Colorado 81623
Eagle, Colorado 81631 970 - 618 -2567 (cell)
(970) 328 -8742 (p)
(970) 328 -7185 (f)
Notices shall be deemed given on the date of delivery or three days after the postmarked date of
deposit, first class postage prepaid, in an official depositary of the U.S. Postal Service.
13. PROVISION MANDATED BY HOUSE BILL 1343: 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 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 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. Contractor /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
Contractor /Consultant that the subcontractor shall not knowingly employ
or contract with an illegal alien to perform work under the public contract
for services.
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 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/prograrns /gc 1185221.6781.50.shtm
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C. The Contractor /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 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
(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 /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 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.
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IN WITNESS WHEREOF, COUNTY and CONTRACTOR have executed this Agreement on
the day and year first written above.
COUNTY OF EAGLE, STATE OF
COLORADO, by its County Manager
By
Keith P. Montag
•
Western Vegetation Management, Inc.
Carbond • e CO 8162
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BY:
Mike Unc . pher
Estimator/ Project Manager /Owner
STATE OF D )
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COUNTY OF c-Lv _ )
The foregoing instrument was acknowledged before me by M 1/1-4 0110104 this 22 day
of cericrvt ✓ - , 2012.
My commission expires: - • - za )
NELSON SUAREZ
NOTARY PUBLIC
STATE OF COLORADO
MY COMMISSION EXPIRES 01 -27 -2014
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PROPOSAL FORM
This form is to be submitted as part of the Proposal.
Upon due consideration and review of the Invitation for Bid, I/We do hereby submit the following proposal and
establish a Lump Sum Price for the Tennessee Pass Fuel Reduction Project, Eagle County, Colorado.
I. Lump Sum Price, WRNF Hazard Tree Units $ &D , °
2. Lump Sum Price, Defensible Space Units $ . , U ,0- 4.1P
3. Indicate hourly rates for all changes in scope for all levels of self performed work:
General Labor $ \ /hour
Supervision $/` /hour 2, / .t1Prrtos:4` 6or�.G4 /c,2,` ;c1J.lts:3g—
4. Indicate Contractor all equipment and number of people you plan to use to accomplish project work.
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5. Indicate which elements of work you would propose to perform with your own forces.
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Bidder acknowledges these instructions to Bidders and hereby provides a completed Proposal Form.
Respectfully submitted:
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