HomeMy WebLinkAboutECAT10-003 Commercial Specialists of Western Colorado AGREEMENT FOR PROCUREMENT AND INSTALLATION SERVICES BETWEEN EAGLE COUNTY AIR TERMINAL CORPORATION AND COMMERCIAL SPECIALISTS OF WESTERN COLORADO, LLC. This A reement for Procurement and Installation Services ( "Agreement ") is made and entered into as I of the tay of September, 2010 by and between Commercial Specialists of Western Colorado, LLC ( "Contractor ") and Eagle County Air Terminal Corporation ( "Owner "), who agree as follows: 1) Scope of Work. Contractor agrees to procure the materials and equipment as specified and detailed in Exhibit A (the "Equipment ") and furnish all services, labor, personnel and materials necessary to perform and complete the procurement and installation of the Equipment consistent with the highest professional standards (the "Work "). If no date for the completion of the procurement of all Equipment and the performance of all Work ( "Date of Final Completion ") is specified in Exhibit A, Contractor agrees to furnish the Equipment and complete the Work in a timely and expeditious manner consistent with the applicable professional standard of care. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions of this Agreement shall prevail. In the event the Work relates to property owned by other federal, state or local governmental entities, or a public utility or other third party, Contractor agrees to comply with any additional terms and conditions required by applicable laws, codes, rules and regulations. 2) Compensation. The total "Compensation" for the Equipment procured and the Work performed by Contractor under this Agreement shall be on a lump sum basis of twelve thousand five hundred fifty -four Dollars and seventy -six cents ($ 12,554.76) (the "Lump Sum "). Contractor shall not be reimbursed for expenses that are not set forth on Exhibit A unless specifically approved in writing by Owner. Invoices for the Equipment procured and the Work performed shall be submitted to Owner by Contractor by the close of the month in which the Work is performed and shall be accompanied by documentation as may be required by Owner. Contractor payment shall be received within thirty (30) days provided that all of Contractor's complete invoice and insurance certificates are on file with Owner are current. 3) Changes. Any changes in the Equipment procured and/or the Work performed ( "Changes ") shall be performed by Contractor only upon the written request of Owner. Orders for Changes shall be on the form attached hereto as set forth in Exhibit B and shall be acknowledged by Owner and Contractor in writing, prior to the date that any such work identified as Changes are performed by Contractor. Failure by Contractor to obtain written authorization and acknowledgement by Owner for Changes shall result in non - payment for any such Changes or services performed. Except as otherwise agreed in writing by Contractor and Owner, all Changes shall be subject to the terms and conditions of this Agreement. Owner may also by written notice to Contractor make any reasonable reductions to the scope of the Work and the compensation payable to Contractor shall be reduced in a fair and reasonable amount on account thereof. 4) Assignment & Sub - Contractors. Contractor acknowledges that Owner 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 Changes Vtf 10 .� without Owner's prior written consent, which may be withheld in Owner's sole discretion. Owner shall have the right in its reasonable discretion to approve all personnel assigned to the Project during the performance of this Agreement and no personnel to whom Owner has an objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each sub- contractor, as approved by Owner and to the extent of the Work to be performed by the 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 Owner. Owner shall have the right (but not the obligation) to enforce the provisions of this Agreement against any sub - contractor hired by Contractor and Contractor shall cooperate in such process. 5) Warranties. (a) In addition to any specific guarantees required by this Agreement and any other documents related to this Agreement, Contractor promises to perform the Work in a workmanlike manner and guarantees all Work against defects in material or workmanship for a period of one (1) year from the Date of Final Completion, or such longer period as may be provided by law or by exceptions included in the plans and specifications. (b) All guarantees or warranties of Equipment and other materials furnished to Contractor or Subcontractors by any manufacturer or supplier are for the benefit of Owner. If any manufacturer or supplier of any Equipment or material furnishes a guarantee or warranty for a period of longer than one (1) year from the Date of Final Completion, Contractor's guarantee shall extend for a like period as to such Equipment and materials. (c) Contractor warrants that title to all Work, Equipment, and materials will pass to Owner either by incorporation in the construction or upon the receipt by Contractor of payment from Owner (whichever occurs first) free and clear of all liens, claims, security interests or encumbrances. Contractor further warrants that Contractor (or any other person performing Work covered by this Agreement) purchased all materials and/or Equipment free and clear of all liens, claims, security interests or encumbrances. (d) Contractor assumes all risk of loss with respect to the Equipment until title to the Equipment passes from Contractor to Owner, at which time Owner shall assume all risk of loss with respect to the Equipment. Title shall pass to Owner after Contractor has installed the Equipment and Owner has inspected and approved the Equipment as installed. (e) Within a reasonable time after receipt of written notice, Contractor shall correct at its own expense, without cost to Owner, and without interruption to Owner's occupancy: i. any defects in material or workmanship; and ii. any damage to other Work or property caused by such defects or the repairing of such defects. (0 Guarantees and warranties shall not be construed to modify or limit any rights or actions Owner may otherwise have against Contractor by law or in equity. 6) Insurance. Unless otherwise agreed to in writing by Owner, Contractor agrees to provide and maintain, at Contractor's sole cost and expense, the following insurance coverages: a) Types of Insurance. i) 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. ii) 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 and shall list as additional insureds Owner, Eagle County and any other persons and entities Owner shall designate. iii) Commercial General Liability, on the current ISO "occurrence" type commercial general liability form, with limits of liability of 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 advertising injury liability; and $2,000,000 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 additional insureds Owner, Eagle County and any other persons and entities Owner shall designate. iv) Professional Liability (Errors and Omissions) Insurance, with prior acts coverage for all Work and Changes required hereunder, in a form and with insurer or insurers satisfactory to Owner, with limits of liability of not less than $1,000,000 per claim and $1,000,000 in the aggregate. v) Additional Insured. Additional Insured referred to herein shall include Owner, Eagle County, their respective successors and assigns, and persons and entities that Owner shall designate. b) Other Requirements. i) All policies must contain an endorsement affording an unqualified thirty (30) days' notice of cancellation to Owner in the event of cancellation of coverage. ii) All policies must be written by insurance companies whose rating in the most recent Best's rating guide is not less than A- (VII). If any non - admitted (surplus or excess lines) insurer is used to provide any of the above policies, the policy must include an endorsement restricting the insurer's right to cancel the policy to the following circumstances after it has been in effect for sixty (60) days: (i) non - payment of premium; or (ii) discovery of fraud or material misrepresentation in the application for insurance. iii) Certificates of Insurance with the required endorsements evidencing the coverage must be delivered to Owner prior to commencement of any Work under this Agreement and must be provided on an annual basis commencing on the first (1 anniversary of the policy year and continuing thereafter, or at any time within fifteen (15) days after request therefor by Owner or an additional insured. Notwithstanding any other provision hereof, Contractor shall provide Owner a complete copy of any policy of insurance required hereunder within five (5) business days of a written request from Owner, and hereby authorizes Contractor's brokers, without further notice to or authorization by Contractor, to immediately comply with any written request of Owner for a complete copy of any policy required hereunder. iv) If Contractor fails to secure and maintain the insurance required by this Agreement and provide satisfactory evidence thereof to Owner, Owner shall be entitled to terminate this Agreement upon reasonable notice. v) Contractor's insurance shall be primary and the provisions of this Paragraph 6 shall survive termination of this Agreement. 7) Indemnification. To the fullest extent permitted by law, including where applicable, Colorado Revised Statutes Section 13- 21- 111.5, as the same may be amended from time to time, Contractor agrees to indemnify, defend and hold harmless Owner and its affiliates, partners, shareholders, members, officers, directors, agents, employees, subsidiary and parent entities (collectively, "Owner Indemnitees") from and against any and all claims, demands, losses, liabilities, damages, disbursements, obligations, fines, penalties, costs, expenses (including, but not limited to, reasonable attorneys' fees and costs) and costs of every kind and character ( "Claims ") to the extent actually or allegedly caused by or attributable to (in whole or in part), the performance of the Work (including any Changes) provided by Contractor and its agents, employees, sub - Contractors and/or suppliers, and/or any negligent or otherwise wrongful statement, act or omissions of Contractor or any person or entity under Contractor's control, including damage to the environment or infringement of any patent, trademark, copyright or other property right. a) Contractor's duty to indemnify Owner Indemnitees shall not apply to liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the sole negligence of Owner or its agents or employees (which shall not include Contractor or its sub - contractors). Entitlement to recovery of defense costs shall include fees (of attorneys, contractors, consultants, expert witnesses, and others), costs and expenses incurred in good faith. In addition, Owner shall be entitled to recover compensation for all of its in -house expenses (including materials and labor) consumed in its defense. b) The indemnity and hold harmless provisions of this Agreement shall survive expiration or termination hereof and shall include, but are not limited to, all claims against Owner by any employee of former employee of Contractor, and Contractor hereby waives all immunity and limitation on liability of any industrial insurance act, including the provisions of the Colorado Workers' Compensation Act, as now or hereafter amended, or other workers' compensation act, disability benefit act, or any other employee benefit act of any jurisdiction which would otherwise be applicable in case of such claim, but such waiver is not intended to and shall not be construed or interpreted as applying or benefiting any person, except Owner. Owner and Contractor hereby certify and agree that the indemnity and hold harmless provisions of this Agreement have been freely and mutually negotiated. 8) Ownership of Documents. All documents prepared by Contractor in connection with Contractor's performance under this Agreement shall become the property of Owner and Contractor shall execute written assignments to Owner of all rights (including common law, statutory, and other rights, including copyrights) to the same as Owner shall from time to time request. For purposes of this paragraph, the term "documents" shall mean and include all reports, plans, studies, tape or other electronic recordings, drawings, sketches, estimates, data sheets, maps and work sheets produced, or prepared by or for Contractor (including any employee or sub - contractor in connection with the performance of the Work and any Changes under this Agreement). 9) Notices. All notices or other communications made pursuant hereto shall be in writing and shall be deemed properly delivered, given or served (i) when personally delivered, or (ii) two (2) calendar days after being deposited in the United States mail, certified or registered, postage prepaid, return receipt requested, (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below their signatures, or (iv) when sent via facsimile transmission so long as the sending party can provide a facsimile machine confirmation showing the date, time, and receiving facsimile number for the transmission. Either party may change its address for the purposes of this paragraph by giving not less than five (5) days prior written notice of such change to the other party. Owner: Eagle County Air Teminal Corporation Attn: Chris Anderson, Terminal Manager P.O. Box 850 Eagle, CO 81631 Telephone: (970) 328 -2680 Facsimile: (970) 328 -2687 Email: Chris.Anderson @eaglecounty.us With a copy to: Eagle County Attention: County Attorney's Office P.O. Box 850 Eagle, CO 81631 Contractor: Commercial Specialists of Western Colorado, LLC Attn: Tim Ward P.O. Box 3913 Eagle, CO 81631 Telephone: (970)328 -1951 Facsimile: (970)328 -1956 E -mail: cswc.tim @centurytel.net 10) Coordination. a) Contractor acknowledges that the development and processing of the work for the Project may require close coordination between various contractors and/or subcontractors. Contractor shall coordinate the Work required hereunder with the other contractors and/or subcontractors that are identified by Owner to Contractor from time to time, and Contractor shall immediately notify such other contractors and/or subcontractors, in writing, of any changes or revisions to Contractor's Work that might affect the work of other contractors and/or subcontractors providing services for the Project and concurrently provide Owner with a copy of such notification. Contractor shall not knowingly cause other contractors and/or subcontractors extra work without obtaining prior written approval from Owner. If such prior approval is not obtained, Contractor shall be subject to any offset for the costs of such extra work. Owner shall provide Contractor with legal access to the Project site as required by Contractor to perform and complete the Work. Such access should be verified in advance by Contractor with Owner prior to entering the property. b) Owner appoints Owner's Representative to act for Owner and Contractor appoints Contractor' s Representative to act for Contractor in all matters covered by this Agreement. All inquiries, requests, instructions, authorizations and other communications with respect to the matters covered by this Agreement will be made to Owner's Representative or Contractor's Representative, as the case may be. Either party may change its Representative under this Agreement at any time by giving not less than five (5) days' prior written notice of such change to the other party. Owner's Representative: Chris Anderson Contractor's Representative: Tim Ward 11 Termination & Suspension. a) If either party to this Agreement fails to substantially perform in accordance with the terms, covenants and conditions of this Agreement or is otherwise in default of any of the terms of this Agreement (the "Defaulting Party "), then the non - defaulting party, after giving seven (7) days' notice to the Defaulting Party of the alleged default, and upon the Defaulting Party's failure to cure said breach within said seven (7) days, may initiate the dispute resolution process outlined in Paragraph 12 below. However, Contractor shall continue to perform the Work in a timely and expeditious manner during all disputes, actions or claims that are subject to Paragraph 11 below, unless this Agreement is terminated under Subparagraphs (b) or (c) below (or as otherwise agreed between Contractor and Owner in writing). b) Notwithstanding Subparagraph (a) above, Owner may terminate this Agreement at any time and for any reason with seven (7) calendar days' prior written notice to Contractor. On termination of this Agreement by Owner under this paragraph, Owner shall pay to Contractor as payment in full for all Work, labor, and services performed, all Equipment and materials supplied, and expenses incurred by Contractor as follows: (i) the agreed compensation for all Work, Equipment, and approved Changes actually performed by Contractor under this Agreement up to the effective date of termination. Concurrent with Contractor's receipt of such payment, Contractor shall sign and deliver to Owner true and complete copies of Contractor's work product and final unconditional lien release(s) of all lien rights for itself and any person, firm or entity with whom it has contracted for the procurement of the Equipment and performance of the Work (including any Changes) hereunder. As used herein, the "effective date of termination" shall be that date which is seven (7) calendar days after Contractor's receipt of the notice of termination. c) Notwithstanding Subparagraphs (a) and (b) above, if Owner, through no fault of Contractor, fails to pay Contractor within seven (7) days after the date established for payment under this Agreement, Contractor shall have the right to terminate this Agreement upon seven (7) additional days written notice to Owner and Owner's failure to cure said breach within the seven (7) day cure period. In the event of termination by Contractor, the "effective date of termination" shall be that date which is seven (7) days after Owner's receipt of the notice of termination. 12) Mediation and Litigation. All claims, disputes and other matters in question between Owner and Contractor shall, in the first instance, be subject to non - binding mediation. Either party may notify the other of a claim or dispute. Within fifteen (15) days after the delivery of such notification, the parties shall appoint a mutually acceptable mediator, and in the event they are unable to agree upon such a mediator, a neutral mediator shall be appointed by JAMS Colorado Office of Dispute Resolution. Within thirty (30) days following the appointment of the mediator, the parties shall participate, in good faith, in mediation proceedings before the appointed mediator to attempt to resolve their claims and disputes. The cost of the mediator shall be borne equally by both parties. Owner and Contractor further agree to cooperate fully with the appointed mediator's attempt to resolve the claim or dispute, and also agree that litigation may not be commenced by either party for a period of sixty (60) calendar days from notice of claim or dispute, provided, however, that the other party is proceeding in good faith with the mediation process. This mediation provision may be asserted by either party as grounds for staying such litigation until good faith efforts to mediate have been made, but in no event longer than the foregoing sixty (60) calendar day period. Any and all remaining claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. The parties agree that Owner shall have the right, but not the obligation, to join Contractor, other consultants and, subcontractor(s), sub - consultant(s) and(or) guarantor(s) in any action or proceeding arising in connection with this Agreement and no provision or condition contained herein shall prevent the joinder of such parties. The parties also acknowledge and agree that Owner shall have the right to join Contractor, other consultants and any contractor(s), subcontractor(s), sub - consultant(s) and (or) guarantor(s) in any resulting mediation and (or) litigation. The parties acknowledge and agree that Owner shall have the right to stay any such proceedings until such time as Contractor has completed the Work required under this Agreement (or this Agreement has otherwise been terminated) so that all such matters can be resolved in consolidated proceedings. 13) General Conditions. a) Contractor represents that its personnel are, and covenants that its personnel shall at all times remain, duly licensed, as required under all applicable laws, to perform the Work and Changes within the applicable jurisdiction(s). I , • b) Each of the Exhibits referred to herein and attached hereto is an integral part of this Agreement and is incorporated herein by reference. c) Contractor agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. By executing the Agreement, Contractor confirms that the time limitations set forth herein are reasonable period(s) for performing the Work. d) Contractor, its agents, employees, and subcontractors shall strictly observe all rules and regulations affecting the Premises and/or the site of any Project including, without limitation, rules and regulations regarding badges, passes, lists of employees, safety, or conduct on the Premises. e) This Agreement shall be construed and interpreted under and shall be governed and enforced according to the domestic laws of the State of Colorado (without reference to the doctrine of conflicts of law). fj Contractor shall pay all taxes imposed by any federal, state or local taxing authority on all payrolls and compensation of its employees and subcontractors and any other taxes, fees and charges levied against Contractor on account of this Agreement. g) This Agreement constitutes an agreement for the performance of Work and provision of Equipment by Contractor as an independent contractor and not as an employee of Owner. h) Nothing contained in this Agreement shall be deemed to create a relationship of employer - employee, master - servant, partnership, joint venture or any other relationship between Owner and Contractor except that of independent contractor. Contractor shall have no authority to bind Owner or to approve any Changes, unless specifically approved by Owner in writing. i) This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understandings between the parties with respect thereto. j) This Agreement may not be amended or supplemented, nor may any obligations hereunder be waived, except by a written instrument signed by the party to be charged. k) Contractor shall not assign any portion of this Agreement without the prior written consent of Owner. 1) This Agreement and the covenants contained herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors -in- interest. m) No failure or delay by either party in the exercise of any right given to such party hereunder shall constitute a waiver thereof. No waiver of any breach of any agreement or provision contained herein shall be deemed a waiver of any preceding or succeeding breach thereof or of any other agreement or provision contained herein. I n) Whenever the context hereof shall so require, the singular shall include the plural, the male gender shall include the female and the neuter, and vice versa. o) The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. p) This Agreement may be executed by facsimile and/or in any number of counterparts, any or all of which may contain the signatures of less than all the parties, and all of which shall be construed together as but a single instrument and shall be binding on the parties as though originally executed on one originally executed document. All facsimile counterparts shall be promptly followed with delivery of originally executed counterparts. IN WITNES , , REOF, the parties have executed this Agreement the day and year first above written at l , Colorado. CONTRACTOR: OWNER: Commercial Specialists of Western Eagle County Air Terminal Corporation Colorado, LLC By: �;�CIGf/t � By: .. j Sara Fisher Tim Ward Its: President Its: 6,02,_. ft.kX.11 #-- Contractor's Contact Information: Street Address: P.O. Box 3913 City: Eagle State: CO Zip Code: 81631 Contact Name: Tim Ward Tax I.D. Number: 8e k - isi051e4 EXHIBIT A (Materials and Equipment) Agreement For Procurement and Installation Between Eagle County Air Terminal Corporation And Commercial Specialists of Western Colorado, LLC This Agreement shall become effective upon execution by both parties. Installation work within the Eagle County Aix Terminal building shall not commence until all necessary plan reviews and required permits are in place. Contractor shall be ready to mobilize and complete the installation Work within seven (7) business days of Owner's receipt of all approved plans and permits for the Work. C WC NOTIF1ER C ammerciai S peeialista of Western C oMrado, tie PO Box 3313 Eagle. CO. B1631 Voice : (3701325.1951 Fax: (970132[.1356 DATE : 26-Aug-10 QUOTE NUMBER : 100603.1 JOB NAIE : EAGLE COUNTY AIRPORT REPLACEMENT OF THE AFP -400 l T1E TO NEW IFS2- 40 ATIN : CHRIS ANDERSON - EAGLE COUNTY AIRPORT Equipment Design. Programing and Certification: $12,554.1 Nam _ 71ieRims Mow amasser/ wale MacNeil Omit ix. We are pleased to quote the following ROTIFER EQUIPMENT QUAN SUPP PART NUMBER AND DESCRIPTION 1 N CPU2 -8 J PFS-040 CENTRAL PROCESSING, UNIT 12C MAC 1 N I03MFR2 - KEYBOARD DISPLAY MODULE 1 N I-1SNCJA- W -PEfWC CCCIYIRCLMODIIEWORE 1 N XPSG XRITRANSPOPI133 CONTROL MODULE B GCTS 1 - N XP -R XPB1RANSPOIEER RELAY MODULE B CTCTS NB 2 _ N ACAS -01O PECRESSNRE POWER SUPPLY CAi 1Ci4 2 N BAT -12550 55.0 MINHO R BATTERY 1 _ N NFS-LBB LARGE BATT .BOX.UPTC}TWO56N*ii3.BLACK 2 _ N BIM - BLANK MCOULE DRESS PLATE 1 N CHs-4L CHASSIS L.ON FRORLE 2 N DP-1B BLANK PLATE OCNERS CABINET RUNS - BLACK _ 1 N DP- DI.Sf2 - PRAS2-0+10 CRESS RATE DISPLAY - BOCK PROJECT SPECIFIC QUAHFICA11OtIS INCLUDESALL PERMTAN] PLAN REV W FEES RJR GYPSUM FIRE PROTECTION. • INGUUCES ALL APPLICABLE TAXES FOR TIIS PROJECT. " INCLUDES ALL TESIGN MID DRAFTING MR FRE ALARM SHOP DRAIVIhriS FCR A C 0lFLETE OPERATIONAL SYSTEM AS PER GYPSUtI FRRE PROTB DT I'. TFC . IBC MC NFPA -7Z • INCIU3ES I'EW NFS2-040 UL 971 -1 E DMON LISTED FIREC0P41WL PAPS_ "° INCLUDES TWO NEW UL 0TH Ei7RION POWER SUPPLES FOR EXISTING STROEE OMITS 6ICLUDE5 ONE NEW W-CC FOR EXJST1NG SPEAKER ORCX.IfTS. • INCLUDES TWO NEW 55AMPHR BATTERIES AND PEW BATTERY CAMEL EL. • 6VCLUDES ONE NEW XP BR FOR EXISTING PAPS_ RELAYS. INCLUDES NEW DRESS RATES FOR PANEL INTERIOR " INCLUDES All LABORTO ARECLDBACKSOXTONEW SYSItM LAYCIUT. — muses ALL RE-PPoOGRAhL G CIF 11-E NEW FIRE CONTROL PAPA (WW2- 840). • "CLUES TESTING AM) C E RTIFICAT1ONWITHGYPSUMFITREMD EXHIBIT B Agreement For Procurement and Installation Between Eagle County Air Terminal Corporation And Commercial Specialists of Western Colorado, LLC Requests for Changes must be made in the format attached: EXHIBIT B AGREEMENT FOR PROCUREMENT AND INSTALLATION SERVICES — CHANGES Commercial Specialists of Western Colorado, LLC ( "Contractor ") and Eagle County Air Terminal Corporation ( "Owner ") are parties to an Agreement dated ( "Agreement ") and wish to amend the Agreement as follows: A. Contractor has been requested to perform and agrees to perform the following Changes in the Equipment to be procured and the Work to be performed: B. The compensation for said Changes shall be billed as time and materials to a maximum of $ , which is in addition to the amounts stated in the Agreement. This Amendment No. amount $ Previous Add'l Services Amount $ Total of Additional Services to date $ Original Contract Amount $ Contract Amount to date $ Except as expressly amended or modified herein, the Agreement shall remain unmodified and in full force and effect. This Amendment is executed on the day of , 20, at Colorado. OWNER: CONTRACTOR: Commercial Services of Western Eagle County Air Terminal Corporation Colorado, LLC By: By: Its: Its: