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HomeMy WebLinkAboutC13-065 Affordable Fellers, Inc. Agreement AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND AFFORDABLE FELLERS, INC. FOR WOOD CHIPPING SERVICES • THIS AGREEMENT ( "Agreement "), dated th IZ - day of kiculk\ , 2013 is between Eagle County, Colorado, ( "County ") and Affordable Fellers, Inc., a Colorado corporation with a mailing address of 51 Timber Drive, Durango CO 81303. ( "Contractor "). WITNESSETH WHEREAS, County desires to hire a Contractor for professional services to chip and/or mulch tree material collected at the Eagle County Landfill, located at 815 the Creek Road, Wolcott, Colorado; and WHEREAS, Contractor is authorized to do business in the State of Colorado, has experience, expertise required in chipping and /or mulching of tree material and wishes to provide said services 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 services or work provided and related terms and conditions to govern the relationship between Contractor and County in connection with this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing premises and the following promises, County and Contractor agree as follows: 1. SCOPE OF WORK The following will collectively be referred to as the "Work" or "Services" A. Contractor will provide wood chipping services for all tree material located in the tree pile at the north side of the Landfill disposal area in accordance with its proposal dated December 12, 2012, attached hereto as Exhibit A and incorporated herein by this reference. Contractor will stockpile all chipped or mulched tree material in the same general location, as directed by Landfill staff. B. Contractor will begin the Work as soon as possible and will complete all Work in accordance with this Agreement no later than June 30, 2013. Contractor shall provide the County with at least ten (10) days notice prior to commencement of the Work. 1 CIS- 0(0 C. No assignment or subcontracts for any work will be allowed without prior approval from Eagle County. Any work performed by a sub - Contractor will be subject to the same conditions applied to the Contractor and the Contractor shall be responsible to the county for such sub - contractors performance. D. Contractor will be responsible for their equipment, fuel and laborers needed to complete wood grinding/ mulching project in a timely manner. E. Contractor will provide 4" minus material as the product of the Work. 2. CONTRACTOR'S REPRESENTATIONS A. Contractor is an independent contractor, and nothing herein contained shall constitute or designate the Contractor or any of the Contractor's employees or agents as employees or agents of the County. B. Contractor has familiarized itself with the nature and extent of the contract documents, work, 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. 3. CONTRACT PRICE A. Upon satisfactory completion of the Work, Contractor shall provide an invoice, along with any other documentation or detail as may be requeseted by the County and County will pay Contractor an amount not to exceed seventy two thousand, five hundred ten dollars ($72,510.00) within thirty (30) days of receipt of Contractor's properly submitted invoice. B. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement, nor shall any payments be made to Contractor in respect of any period after December 31 of any year 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). 4. TERM A. The term of this Agreement shall be begin upon execution of this Agreement by both parties and shall expire upon the earlier of the completion of the Work, or December 31, 2013. B. County may terminate this Agreement, in whole or in part, for any reason, at any time, with or without cause, upon providing seven (7) days' notice to Contractor. 2 County shall pay Contractor for all Work satisfactorily completed prior to the date of termination. 5. 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, including, but not limited to attorney fees and costs, incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. 6. ENFORCEMENT REMEDIES 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 executing this Agreement, both County and the Contractor commit 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. 7. 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. 3 D. This Agreement may be amended, modified, changed, or terminated 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. In the event of conflict between the terms of this Agreement and any exhibits hereto, the terms of this Agreement shall control. 8. EAGLE COUNTY SOLID WASTE AND RECYCLING PERSONNEL RESPONSIBILITY: A. Upon notice by Contractor, Eagle County staff will assist with transporting waste deemed not acceptable for grinding. [I.e. pallets, extra -large root balls, plastic bags, etc.] 9. INSURANCE REQUIREMENTS The successful respondent(s) shall comply with the following which shall be included in the agreement to be awarded: A. The Contractor shall procure and maintain at its expense during the term of this Agreement and any amendments thereto the following insurance from insurance companies authorized to do business in Colorado, covering all operations and services to be performed by Contractor under this Agreement. a. Workers Compensation Insurance in accordance with the provisions of the Colorado Workers' Compensation Act. b. Commercial general liability insurance in the minimum amount of one million dollars ($1,000,000) per injury, and the minimum aggregate amount of two million dollars ($2,000,000). County shall be named as an additional insured. c. Automobile Liability, Injury and Property Damage with a limit of one million dollars ($1,000,000) per occurrence, combined single limit including owned, hired and non -owned autos. County shall be named as an additional insured. B. All insurance required hereby shall be issued by an insurance company or companies authorized to do business in the State of Colorado. Certificates of Insurance acceptable to County shall be filed with County prior to commencement of the Work. 4 Coverage afforded under the policies will not be canceled until at least thirty days prior written notice has been given County. Contractor and his subcontractors shall not permit any of his subcontractors to start Work until all required insurance have been obtained and certificates with the proper endorsements have been filed with County. Failure of the Contractor to comply with the foregoing insurance requirements shall be the basis for immediate termination by County and shall in no way waive the County's rights hereunder. 9. NOTICE AND AUTHORIZED REPRESENTATIVES Any notice and all communications required under this Agreement shall be given in writing by personal delivery, fax, e-mail or mail to the appropriate party at the following addresses: County: Contractor: Ken Whitehead, Solid Waste Director Hans Hartman, Owner Solid Waste & Recycling Department Affordable Fellers, Inc. P.O. Box 473 51 Timber Drive Wolcott, Colorado 81655 Durango, CO 81303 (970) 328 -3465 (p) (970) 749 -8213 (p) (970) 328 -3466 (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. 10. PROHIBITIONS ON PUBLIC CONTRACT FOR SERVICES 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 work under this Contract. A. Contractor 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 that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. 5 B. 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 C. 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. D. 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. E. 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). F. 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. G. The County will notify the office of the Colorado Secretary of State if Contractor violates this provision of this Contract and the County terminates the Contract for such breach. IN WITNESS WHEREOF, this Agreement is effective on the date first set forth above. 6 + i COUNTY OF EAGLE, STATE OF COLORADO, By and Throu;h Its BOARD OF COUNTY COMMISSIONERS 4 1 By: A El Jon iF ey, Chairman Contractor: Affordable Fel le Inc. BY: j44/ Hans H. an STATE OF Ca /r, 1e, ) ) SS. COUNTY OF LA. A { ) The foregoing instrument was acknowledged before me by d74, 64: , ,, of /��I�l �cllcscz me this 4 day of 1e( . , 2013 My commission expires: / ?,I5 DIANE BRADY L J cr v� G r NOTARY PUBLIC Notary Public STATE OF COLORADO NOTARY ID 19984007915 MY COMMISSION EXPIRES DECEMBER 5, 2016 7