Press Alt + R to read the document text or Alt + P to download or print.

No preview available

The URL can be used to link to this page

Home My WebLink AboutECAT11-013 SHC Nursery and Landscaping • r AGREEMENT BETWEEN EAGLE COUNTY AIR TERMINAL CORPORATION AND SHC NURSERY & LANDSCAPE CO. THIS AGREEMENT is made this 2 of December, 2011, by and between Eagle County Air Terminal Corporation ( "Corporation "), and, SHC Nursery & Landscape Co. ( "Contractor "), a Colorado corporation, with a principal place of business at 916B Chambers Ave. Eagle, CO 81631 -2049. WHEREAS, Corporation desires to have its airport terminal holiday lighting installed, maintained, and removed, from its airport terminal facility (the "Facility ") and stored by Contractor when not in use. WHEREAS, Contractor is authorized to do business in the State of Colorado, has experience and expertise necessary to provide said product and /or services to Corporation; and WHEREAS, Corporation 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 Corporation in connection with this Agreement. NOW, THEREFORE, in consideration of the foregoing premises and the following promises, Corporation and Contractor agree as follows: ARTICLE 1 — WORK 1.1 Contractor agrees to provide all services, labor, personnel and materials to perform and complete the services set forth in Exhibit A, Pages 1, 2, & 3 (hereinafter "Services" or "Work ") which is attached hereto and incorporated by this reference. Contractor and will use its expertise and skill to perform the Services. In the event of any conflict between the contents of this Agreement and Exhibit A, this Agreement shall control. Work includes the installation, maintenance and removal of all interior holiday lit and unlit decoration in the public side of the Facility, installation, maintenance and removal of exterior lighting to be located at five vestibules, including one wreath at the main Facility entrance, and installation, maintenance and removal of unlit pine garland on light posts directly in front of terminal. Contractor agrees to maintain the holiday decorations (as properly installed and in good working order) throughout the term of this agreement and to respond to and correct any problems that may arise with respect to the decorations as soon as possible, but no later than 48 hours after notification by Airport. Contractor will provide an inventory of items owned by Corporation that will be safely and securely stored by Corporation when not in use as outlined in Exhibit A. . ARTICLE 2 — CORPORATION'S REPRESENTATIVE 2.1 The Airport designee, shall be Contractor's contact with respect to this Agreement and the performance of the Services. ARTICLE 3 — TERM OF AGREEMENT AND TIMING FOR WORK 3.1 This Agreement shall commence upon execution of this Agreement by both parties, and, subject to the provisions of Article 11 hereof, shall continue in full force and effect until the Services are satisfactorily completed in accordance with the terms of this Agreement. All holiday decorations shall be installed on or before December 1, 2011, removed on or before January 12, 2012, and stored through January 12, 2013 or unless instructed for earlier removal from storage by Corporation, for purposes of reinstallation or otherwise. 1 "t I —Ot3 ARTICLE 4 — COMPENSATION 4.1 For the Services to be provided hereunder, Corporation will pay Contractor the amounts provided in Exhibit "A." The maximum amount of compensation under this Agreement shall not exceed Six Thousand, One Hundred and Forty -Nine Dollars and Fifteen Cents, ($6,149.15) without a signed amendment to the Agreement. 4.2 Payment will be made 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 invoice shall include a description of services performed. Upon request, Contractor shall provide Corporation with such other supporting information as Corporation may request. 4.3 Corporation 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 Corporation 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 Corporation 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 Corporation to enter into this Agreement, Contractor makes the following representations: 5.1 Contractor has familiarized itself with the nature and extent of the Services to be provided hereunder, the Facility, 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. 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 Corporation written notice of all conflicts, errors, or discrepancies that he has discovered in the Agreement. 5.6 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 like contractors. Further, in rendering the Services, Contractor shall comply with the highest standards of customer service to the public. Contractor shall provide appropriate supervision of its employees to ensure the Services are performed in accordance with this Agreement. ARTICLE 6 — ENTIRE AGREEMENT 6.1 This Agreement represents the entire Agreement between the parties hereto. There are no Contract Documents other than this Agreement and Exhibit A. The Agreement may only be altered, amended, or repealed in writing. 2 ARTICLE 7 — MISCELLANEOUS 7.1 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. 7.2 Corporation 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. 7.3 Notwithstanding anything to the contrary contained in this Agreement, Corporation 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 Corporation 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). 7.4 Provision Mandated by C.R.S. § 8- 17.5 -101 et seq. PROHIBITIONS ON PUBLIC CONTRACT FOR SERVICES 7.4.1 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. 7.4.2 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. 7.4.3 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: li www .dhs.gov'xprevprot programs, gc_ 1185221678150.shtm 7.4.4 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. 7.4.5 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: 3 (i) Notify the subcontractor and the Corporation 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. 7.4.6 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). 7.4.7 If a Contractor violates these prohibitions, the Corporation 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 Corporation as required by law. 7.4.8 The Corporation will notify the office of the Colorado Secretary of State if Contractor violates this provision of this Contract and the Corporation terminates the Contract for such breach. 7.5 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. 7.6 Contractor acknowledges that Corporation has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any sub - consultant agreements for the performance of any of the Services or without Corporation's prior written consent, which may be withheld in Corporation's sole discretion. Corporation shall have the right in its reasonable discretion to approve all personnel assigned to perform the Work and no personnel to whom Corporation has an objection, in its reasonable discretion, shall be assigned. Contractor shall require each sub - consultant, as approved by Corporation and to the extent of the Services to be performed by the sub - consultant, 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 Corporation. 7.7 Contractor agrees that the items and materials owned by Corporation and stored by Contractor under this Agreement shall be kept in good condition during the period of storage and that Contractor shall replace any items damaged or destroyed during such storage. ARTICLE 8 - JURISDICTION AND VENUE: 8.1 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. 8.2 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. ARTICLE 9 - INDEMNIFICATION: 4 9.1 The Contractor shall indemnify and hold harmless Corporation and any of its officers, agents and employees against any losses, claims, damages or liabilities for which Corporation 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 or any of its subcontractors hereunder; and Contractor shall reimburse Corporation for any and all legal and other expenses incurred by Corporation 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 Corporation to the extent that the Corporation is solely liable to such third party for such claims without regard to the involvement of the Contractor. ARTICLE 10 - OWNERSHIP OF DOCUMENTS AND MATERIALS: All documents (including electronic files) and flooring materials which are obtained during, purchased or prepared in the performance of the Services shall remain the property of the Corporation and are to be delivered to Corporation before final payment is made to Contractor or upon earlier termination of this Agreement. ARTICLE 11 - TERMINATION: 11.1 Corporation 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. In such event, Contractor shall be compensated for all Services satisfactorily completed up to the date of termination for such Services. ARTICLE 12 — NOTICE 12.1 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 Corporation: Eagle County Air Terminal Corporation 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 (0 The Contractor: SHC Nursery & Landscape Co. PO Box 2049 916B Chambers Avenue Eagle, CO 81631 -2049 (970) 328 -5484 (p) (970) 328 -5485 (0 12.2 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 5 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 13 — INDEPENDENT CONTRACTOR 13.1 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 Corporation and Contractor or Corporation and Contractor's employees. Contractor and its employees shall be, and shall perform as, independent contractors. No officer, agent, subcontractor, employee, or servant of Contractor shall be, or shall be deemed to be, the employee, agent or servant of Corporation. 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 Corporation. ARTICLE 14 — INSURANCE REQUIREMENTS 14.1 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 Corporation 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 14.2 Contractor shall purchase and maintain such insurance as required above and the certificate of insurance is attached hereto as Exhibit B. Remainder of page intentionally left blank. Signature page follows. 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. EAGLE COUNTY AIR TERMINAL CORPORATION, by and through the Eagle County Manager ili '� By : ilib- . in.-� eith Montag ATTEST: / / /. Cler to the B rd 7. O CONTRACTOR: SHC Nursery & Landscape Co. i By: Title: s r-es v (C9,-, STATE OF Allci a ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me by V'‘; L h u .. e t I. 54evoS , of 5IC Nvl j �lc1 fe C 02- day of De Ce A X e, , 2011. My co 'ss'on expires: )2 I (5/20 1 l Notary C - IA.. 4%.,‘,. Nota blic �- P O 1 f v�, p TA% i y:9 I 1 ,1% �� . ■ co-0 t My Commission Expires 12-15-2011 7 EXHIBIT A [INSERT PROPOSAL AND /OR SCOPE OF WORK] I I 8 EXHIBIT B [INSERT INSURANCE CERTIFICATE] 9 EXHIBIT A, PAGE 1 PROPOSAL c SHC Nursery & Landscape Co. PO Box 2049 916 B Chambers Avenue Eagle, CO 81631 -2049 • DEM Phone: (970) 328-5484 e Fax: (970) 328 -5485 �y� decorating decorating Authenzodikstautor nu41o6u0 D:snibmor Submitted to: Eagle County Airport: Contact: Chris Anderson Eagle County Airport Home Phone: Gypsum, CO 81637- Work Phone: (970) 328 -2680 Item Quantity Total Peppermint Sticks (Red /Clear) $0.00 48" Sierra Wreath (Clear) $0 18" 7 -Loop Bow (Red) $0.00 Notes: Installation will be the same as previous years. Total Product: $0.00 Install Charge: $1,285.20 Removal Charge: $771.12 • Storage: $600.00 Shipping: $0.00 Tax: $0.00 Acceptance of Proposal: Grand Total: $2,656.32 Acceptance of Proposal - The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment to be made in full on acceptance. All material is guaranteed to be as specified. All work to be completed In a workmanship manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will become an extra charge over and above the estimate. All agreements contingent upon strikes, accidents or delays beyond our control.Owner to carry fire, tornado and other necessary insurance while in Brite Ideas Decorating storage or on owners property. Our workers are fully covered by Workman's Compensation insurance. This proposal: product, labor & prices are valid for the next 60 days. Signature: - Date: Customer Signature: _- Date: EXHIBIT A, PAGE 2 PROPOSAL SHC Nursery & Landscape Co. , BAT 1 9 a ; 1 PO Box 2049 i 916 B Chambers Avenue _ , Eagle, CO 81631 -2049 . Phone: (970) 328-5484 , , Fax: (970) 328 -5485 decorctilg decorating Authowed Elm 6tulor MO enzed D41 ;Mum Submitted to: Eagle County Airport: Contact: Chris Anderson Eagle County Airport Home Phone: Gypsum, CO 81637- Work Phone: (970) 328 -2680 Item Quantity Total LED Snowflake (White) $0.00 LED 48" Sierra Wreath (White) Concave $0 Notes: Install LED linkable snowflakes over 5 exterior entrances. Total Product: $0.00 Install 5 LED wreaths -1 over each exterior entrance. Install Charge: $767.50 Removal Charge: $460.50 Boom truck is needed. Storage: $0.00 Tax: $0.00 Acceptance of Proposal: Grand Total: $1,228.00 Acceptance of Proposal -The above prkes, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment to be made in full on acceptance. All material is guaranteed to be as specified. All work to be completed In a workmanship manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will become an extra charge over and•above the estimate. All agreements contingent upon strikes, accidents or delays beyond our control.Owner to carry fire, tornado and other necessary insurance white in Srite Ideas Decorating storage or on owners property. Our workers are fully covered by Workman's Compensation insurance. This proposal: product, labor & prkes are valid for the next 60 days. Signature: Date: Customer Signature: Date: • EXHIBIT A, PAGE 3 PROPOSAL IB I EI SHC Nursery & Landscape Co. 1 ; 1 PO Box 2049 ' ",, z l 916 B Chambers Avenue �� Eagle, CO 81631 -2049 Itilt/AS , Phone: (970) 328 -5484 - I Fax: (970) 328 -5485 decorating decorating Amhatind DJUnIm M lhatur ua tatntwtw Submitted to: Eagle County Airport: Contact: Chris Anderson Eagle County Airport Home Phone: Gypsum, CO 81637- Work Phone: (970) 328 -2680 item Quantity Total 12 "X9' Non Lit Pine Garland 6 $93.60 Notes: Job includes 6 new garlands (10% of display) to replace used and worn Total Product: $93.60 garlands. Install Charge: $1,350.00 15 outside wooden poles with flags to be rapped. Removal Charge: $810.00 Storage: $0.00 Shipping: $11.23 Tax: $0.00 Acceptance of Proposal: Grand Total: $2,264.83 Acceptance of Proposal - The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment to be made in full on acceptance. All material is guaranteed to be as specified. All work to be completed in a workmanship manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will become an extra charge over and above the estimate. All agreements contingent upon strikes, accidents or delays beyond ourcontrol.Owner to carry fire, tornado and other necessary insurance while in Brite Ideas Decorating storage or on owners property. Our workers are fully covered by Workman's Compensation Insurance. This proposal: product, labor & prices are valid for the next 60 clays. Signature: Date: Customer Signature: Date: