HomeMy WebLinkAboutLC14-009 Mountain Maintenance and Asphalt Agreement AGREEMENT FOR PROCUREMENT
AND INSTALLATION SERVICES BETWEEN
LAKE CREEK VILLAGE LLC
AND
IRA WEISS d/b/a MOUNTAIN MAINTENANCE AND ASPHALT
THIS AGREEMENT("Agreement")is effective as of the day of December,2014 by and between Ira
Weiss,d/b/a Mountain Maintenance and Asphalt(hereinafter"Contractor")and Lake Creek Village LLC,a
Colorado limited liability company(hereinafter"LCV").
RECITALS
WHEREAS,LCV has the need for Contractor to grind down bumps caused by root systems pushing up through the
surface(the"Project")throughout the entire sidewalk and parking lot area of Lake Creek Village located at 4923
Lake Creek Village Drive,Edwards,Colorado(the"Property");and
WHEREAS,Contractor is authorized to do business in the State of Colorado and has the time,skill,expertise,and
experience necessary to provide the equipment,materials and installation services as set forth below in Paragraph 1
hereof;and
WHEREAS,this Agreement shall govern the relationship between Contractor and LCV in connection with the
procurement of equipment,materials and services.
AGREEMENT
NOW,THEREFORE,in consideration of the foregoing and the following promises Contractor and LCV agree as
follows:
1. Services or Work. Contractor agrees to procure the materials,equipment and/or products("Equipment")
necessary for the Project and agrees to diligently provide all services,labor,personnel and materials necessary to
perform and complete the procurement and installation services described in EAakil("Services"or"Work")
which is attached hereto and incorporated herein by reference.The Services shall be performed in accordance with
the provisions and conditions of this Agreement.
a. Contractor agrees to furnish the Services no later than December 10,2014. The Contractor agrees
to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By
signing below Contractor represents that it has the expertise and personnel necessary to properly and timely perform
the Services.
b. 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 set forth in this Agreement
shall prevail.
c. LCV shall have the right to inspect all Equipment. Inspection and acceptance shall not be
unreasonably delayed or refused. In the event LCV does not accept the Equipment for any reason in its sole
discretion,then Contractor shall upon LCV's request and at no charge to LCV:
i. take the Equipment back;
ii. exchange the Equipment;or
LL(1-(-OC�j
iii. repair the Equipment.
2. LCV's Representative, The Maintenance Supervisor,William Wright,the Housing Department's designee
shall be Contractor's contact with respect to this Agreement and performance of the Services.
3. Term of the Agreement. This Agreement shall commence upon the date first written above,and subject to
the provisions of Paragraph 11 hereof,shall continue in full force and effect through the 10th day of December,
2014.Warranties shall survive termination of this Agreement.
4. Extension or Modification, Any amendments or modifications shall be in writing signed by both parties.
No additional services or work performed by Contractor shall be the basis for additional compensation unless and
until Contractor has obtained written authorization and acknowledgement by LCV for such additional services in
accordance with LCV's internal policies. Accordingly,no course of conduct or dealings between the parties,nor
verbal change orders,express or implied acceptance of alterations or additions to the Services,and no claim that
LCV has been unjustly enriched by any additional services,whether or not there is in fact any such unjust
enrichment,shall be the basis of any increase in the compensation payable hereunder.In the event that written
authorization and acknowledgment by LCV for such additional services is not timely executed and issued in strict
accordance with this Agreement,Contractor's rights with respect to such additional services shall be deemed waived
and such failure shall result in non-payment for such additional services or work performed.
5. Compensation. LCV shall compensate Contractor for the Equipment and performance of the Services in a
sum computed and payable as set forth in Exhibit A. The Equipment and performance of the Services under this
Agreement shall not exceed$1,440.00. Contractor shall not be entitled to bill at overtime and/or double time rates
for work done outside of normal business hours unless specifically authorized in writing by LCV.
a. Payment will be made for Equipment and Services satisfactorily performed within thirty(30)days
of receipt of a proper and accurate invoice from Contractor. All invoices shall include detail regarding the hours
spent,tasks performed,who performed each task and such other detail as LCV may request.
b. If,at any time during the term or after termination or expiration of this Agreement,LCV
reasonably determines that any payment made by LCV to Contractor was improper because the Equipment or
Services for which payment was made were not provided or performed as set forth in this Agreement,then upon
written notice of such determination and request for reimbursement from LCV,Contractor shall forthwith return
such payment(s)to LCV. Upon termination or expiration of this Agreement,unexpended funds advanced by LCV,
if any,shall forthwith be returned to LCV.
c. LCV 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.
6. Subcontractors. Contractor acknowledges that LCV has entered into this Agreement in reliance upon the
particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for
the performance of any of the Services or additional services without LCV's prior written consent,which may be
withheld in LCV's sole discretion. LCV 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 LCV has an
objection,in its reasonable discretion,shall be assigned to the Project. Contractor shall require each subcontractor,
as approved by LCV and to the extent of the Services to be performed by the subcontractor,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 LCV.LCV shall have the right(but not the obligation)to
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LCV Procurement and Installation Final 5(14
enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall
cooperate in such process.The Contractor shall be responsible for the acts and omissions of its agents,employees
and subcontractors.
7. jnsurance. Contractor agrees to provide and maintain at Contractor's sole cost and expense,the following
insurance coverage with limits of liability not less than those stated below:
a. Types of Insurance.
i. Workers'Compensation insurance as required by law.
ii. Auto coverage with limits of liability 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.
iii. Commercial General Liability coverage to include premises and operations,
personal/advertising injury,products/completed operations,broad form property damage with limits of liability not
less than$1,000,000 per occurrence and$1,000,000 aggregate limits.
b. Other Requirements.
i. The automobile and commercial general liability coverage shall be endorsed to include
LCV,its associated or affiliated entities,its successors and assigns,elected officials,employees,agents and
volunteers as additional insureds.A certificate of insurance consistent with the foregoing requirements is attached
hereto as gxhibit B.
ii. Contractor's certificates of insurance shall include subcontractors,if any as additional
insureds under its policies or Contractor shall furnish to LCV separate certificates and endorsements for each
subcontractor.
iii. The insurance provisions of this Agreement shall survive expiration or
termination hereof.
iv. The parties hereto understand and agree that LCV is relying on,and does
not waive or intend to waive by any provision of this Agreement,the monetary limitations or rights,immunities and
protections provided by the Colorado Governmental Immunity Act,as from time to time amended,or otherwise
available to LCV,its affiliated entities,successors or assigns,its elected officials,employees,agents and volunteers.
v. Contractor is not entitled to workers'compensation benefits except as
provided by the Contractor,nor to unemployment insurance benefits unless unemployment compensation coverage
is provided by Contractor or some other entity. The Contractor is obligated to pay all federal and state income tax
on any moneys paid pursuant to this Agreement.
8. Indemnification. The Contractor shall indemnify and hold harmless LCV,and any of its officers,agents
and employees against any losses,claims,damages or liabilities for which LCV 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 LCV for reasonable attorney fees and costs,legal and other expenses incurred by LCV in connection with
investigating or defending any such loss,claim,damage,liability or action. This indemnification shall not apply to
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WV Procurement and Installation Final 5/14
claims by third parties against LCV to the extent that LCV is liable to such third party for such claims without
regard to the involvement of the Contractor. This paragraph shall survive expiration or termination hereof.
9. Ownership of Documents. All documents(including electronic files)and materials obtained during,
purchased or prepared in the performance of the Services shall remain the property of LCV and are to be delivered
to LCV before final payment is made to Contractor or upon earlier termination of this Agreement.Further,
Contractor shall execute any bill of sale or other documents required by LCV to transfer title of the Equipment to
LCV.Contractor shall provide copies of any instruction or operations or care manuals and shall further provide
copies of any manufacturers warranties associated with the Equipment.
10. Notice. Any notice required by this Agreement shall be deemed properly delivered when(i)personally
delivered,or(ii)when mailed in the United States mail,first class postage prepaid,or(iii)when delivered by FedEx
or other comparable courier service,charges prepaid,to the parties at their respective addresses listed below,or(iv)
when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing
the date,time and receiving facsimile number for the transmission,or(v)when transmitted via e-mail with
confirmation of receipt. Either party may change its address for purposes of this paragraph by giving five(5)days
prior written notice of such change to the other party.
LCV:
Attention:Jill Klosterman
500 Broadway
Post Office Box 850
Eagle,CO 81631
Telephone:970-328-8773
Facsimile:970-328-8787
E-mail:jill.klosterman @ eaglecounty.us
With a copy to:
Eagle County Attorney
500 Broadway
Post Office Box 850
Eagle,Co 81631
Telephone:970-328-8685
Facsimile: 970-328-8699
E-mail:atty @eaglecounty.us
CONTRACTOR:
Mountain Maintenance and Asphalt
32395 US Hwy 6
Edwards,CO 81632
Telephone:970-926-5544
Facsimile:970-926-3338
E-mail:jnfo@ mountainmaintenanceandasnhalt.com
11. Termination. LCV may terminate this Agreement,in whole or in part,at any time and for any reason,with
or without cause,and without penalty therefor with seven(7)calendar days'prior written notice to the Contractor.
Upon termination of this Agreement,Contractor shall immediately provide LCV with all documents as defined in
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LCV Procurement and Installation Final 5/14
paragraph 9 hereof,in such format as LCV shall direct and shall return all LCV owned materials and documents.
LCV shall pay Contractor for Services satisfactorily performed to the date of termination.
12. Venue.Jurisdiction and Applicable Law. Any and all 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. This Agreement shall be construed and interpreted under and shall be
governed by the laws of the State of Colorado.
13. )Execution by Counterparts;Electronic Signatures. This Agreement may be executed in two or more
counterparts,each of which shall be deemed an original,but all of which shall constitute one and the same
instrument. The parties approve the use of electronic signatures for execution of this Agreement.Only the following
two forms of electronic signatures shall be permitted to bind the parties to this Agreement:(i) Electronic or
facsimile delivery of a fully executed copy of the signature page;(ii) the image of the signature of an authorized
signer inserted onto PDF format documents. All documents must be properly notarized,if applicable. All use of
electronic signatures shall be governed by the Uniform Electronic Transactions Act,C.R.S.24-71.3-101 to 121.
14. Other Contract Requirements and Contractor Representations,
a. Contractor has familiarized itself with the intended purpose and use of the Equipment,nature and
extent of the Services to be provided hereunder and the Property,and with all local conditions,federal,state and
local laws,ordinances,rules and regulations that in any manner affect cost,progress,or performance of the Services.
b. Contractor will make,or cause to be made,examinations,investigations,and tests as he deems
necessary for the performance of the Services.
c. To the extent possible,Contractor has correlated the results of such observations,examinations,
investigations,tests,reports,and data with the terms and conditions of this Agreement.
d. To the extent possible,Contractor has given LCV written notice of all conflicts,errors,or
discrepancies.
e. Contractor shall be responsible for completeness and accuracy of the Services and shall correct,at
its sole expense,all significant errors and omissions in performance of the Services. The fact that the LCV has
accepted or approved the Equipment and/or Services shall not relieve Contractor of any of its responsibilities.
Contractor shall perform the Services in a skillful,professional and competent manner and in accordance with the
standard of care,skill and diligence applicable to contractors performing similar services. Contractor represents and
warrants that it has the expertise and personnel necessary to properly perform the Services and shall comply with the
highest standards of customer service to the public. Contractor shall provide appropriate supervision to its
employees to ensure the Services are performed in accordance with this Agreement. This paragraph will survive
termination of this Agreement.
f. Contractor hereby represents and warrants that the Equipment will be new and will perform the
Services in a good and workmanlike manner and guarantees all Work against defects in materials or workmanship
for a period of one(1)year from the date the Work is accepted by LCV,or such longer period as may be provided
by the law or as otherwise agreed to by the parties.
g. All guarantees and warranties of Equipment furnished to Contractor or any subcontractor by any
manufacturer or supplier are for the benefit of LCV. If any manufacturer or supplier of any Equipment furnishes a
guarantee or warrantee for a period longer than one(I)year,then Contractor's guarantee or warrantee shall extend
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WV Procurement and Installation Final 5/14
for a like period as to such Equipment.
h. Contractor warrants that title to all Work and Equipment shall pass to LCV either by incorporation
into the Property or upon receipt by Contractor of payment from LCV(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)purchased all Equipment free and clear of all liens,claims,security interests or encumbrances.
Notwithstanding the foregoing,Contractor assumes all risk of loss with respect to the Equipment until the
Equipment is installed and LCV has inspected and approved the same.
i. Within a reasonable time after receipt of written notice,Contractor shall correct at its own
expense,without cost to LCV,and without interruption to LCV:
i. Any defects in materials or workmanship which existed prior to or during the period of
any guarantee or warranty provided in this Agreement;and
ii. Any damage to any other Work or property caused by such defects or the repairing of
such defects.
j. Guarantees and warranties shall not be construed to modify or limit any rights or actions LCV
may otherwise have against Contractor in law or in equity.
k. 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.
1. This Agreement constitutes an agreement for performance of the Services by Contractor as an
independent contractor and not as an employee of LCV. 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 LCV and Contractor except that of independent contractor.Contractor shall have no authority to bind LCV.
m. Contractor represents and warrants that at all times in the performance of the Services,Contractor
shall comply with any and all applicable laws,codes,rules and regulations.
n. This Agreement contains the entire agreement between the parties with respect to the subject
matter hereof and supersedes all other agreements or understanding between the parties with respect thereto.
o. Contractor shall not assign any portion of this Agreement without the prior written consent of the
LCV. Any attempt to assign this Agreement without such consent shall be void.
p. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their
respective permitted assigns and successors in interest.Enforcement of this Agreement and all rights and obligations
hereunder are reserved solely for the parties,and not to any third party.
q. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver
thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach.
r. The invalidity,illegality or unenforceability of any provision of this Agreement shall not affect the
validity or enforceability of any other provision hereof.
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LCV Procurement and[mutilation Final 5114
s. The signatories to this Agreement aver to their knowledge,no employee of LCV has any personal
or beneficial interest whatsoever in the Services or Property described in this Agreement.The Contractor has no
beneficial interest,direct or indirect,that would conflict in any manner or degree with the performance of the
Services and Contractor shall not employ any person having such known interests.
t. The Contractor,if a natural person eighteen(18)years of age or older,hereby swears and affirms
under penalty of perjury that he or she(i)is a citizen or otherwise lawfully present in the United States pursuant to
federal law,(ii)to the extent applicable shall comply with C.R.S.24-76.5-103 prior to the effective date of this
Agreement.
15. Prohibitions on Contracts.
a. As used in this Section 15,the term undocumented individual will refer to those individuals from
foreign countries not legally in the United States as set forth in C.R.S.8-17.5-101,et.seq.If Contractor has any
employees or subcontractors,Contractor shall not:
i. Knowingly employ or contract with an undocumented individual to perform Services
under this Agreement;or
ii. Enter into a subcontract that fails to certify to Contractor that the subcontractor shall not
knowingly employ or contract with an undocumented individual to perform work under the contract for services.
b. If Contractor obtains actual knowledge that a subcontractor performing work under the contract
for services knowingly employs or contracts with an undocumented individual,Contractor shall be required to:
i. Notify the subcontractor and LCV within three (3) days that Contractor has actual
knowledge that the subcontractor is employing or contracting with an undocumented individual;and
•
ii. Terminate the subcontract with the subcontractor if within three(3)days of receiving the
notice required pursuant to subparagraph (i) of the paragraph 15(b)the subcontractor does not stop employing or
contracting with the undocumented individual; except that Contractor shall not terminate the contract with the
subcontractor if during such three(3)days the subcontractor provides information to establish that the subcontractor
has not knowingly employed or contracted with an undocumented individual.
c. If Contractor violates these prohibitions, LCV may terminate the Agreement for breach of
contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Contractor
shall be liable for actual and consequential damages to LCV.
d. LCV may notify the Colorado Secretary of State if Contractor violates this provision of this
Agreement and LCV terminates the Agreement for such breach.
(Rest of page intentionally left blank]
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LCV Procurement and Installation final 5/I4
IN WITNESS WHEREOF,the parties have executed this Agreement the day and year first set forth above.
Lake Creek Village LLC
By and through Eagle County Housing and Development
Authority,its sole member
By:
Jill Klo iman,Executive Director
CONT OR:
B .
Print Name: •I- "a- 14-j—QtfS S
Title:
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LCV Procurement and Installation Final 5/14
41-1- A--
MOUNTAIN MAINTENANCE
P.O.BOX 1946
EDWARDS,CO 81632
(97o)926-5544/926-3338(fax)
PROPOSAL/CONTRACT December 3,2014"
This is an agreement between Mountain Maintenance,hereinafter referred to as"contractor"and the
undersigned property owner,manager or duly authorized agent,hereinafter referred to as"client".
CLIENT WORK TO BE PERFORMED AT:
Lake Creek Apartments Lake Creek Apartments
AGREEMENT
To provide basic driveway/parking lot service as follows:
To grind down bumps from roots in walkways and driveways
Total for services: $1440.00
General descriptions of all services we offer are as follows:
Contractor agrees to provide service in a professional and workmanlike manner. All material is
guaranteed to be as specified,and the work to be performed in accordance with the drawings and/or
specifications submitted by client or as provided by contractor at dients request Work is to be done to
satisfaction of client.
TERMS
i. All payments are due upon completion unless payment terms are agreed upon before work
commences.
2. ► 1 . .
3. A . ;
•
,-
. • •
• . . . . - - . 1 . I
5. ay -W .rawn y us i not accept-' wi I m
Ira Weiss Date Name Title Date
®
.Av CERTIFICATE 0 jL)IURANCE DATE Y"
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THIS CERTIFICATE IS ISSUED AS A MATTER OF INFO- ?;•'j • ' eciattfil 110 RIGHTS UPON THE CERTIFICATE FOLDER THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY TFIE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(Ies)must be endorsed. If SUBROGATION IS WAIVED,.subject to the
terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
CONTACT
PRODUCER Cathy Thompson State Farm Insurance Nome Erin Carlson
27 Main St, Suite 108 tar.E�y 970-926-1600 I FAX Not 970426-1658
PO Box 1227 ADDRESS:erin.Carison.sIme tatefarm.00m
0 Edwards, CO 81632 INSURERIS)AFFORDING COVERAGE NAIC r
INSURER A:State Farm Fire and Casualty ComDarw 25143
INSURED MOUNTAIN MAINTENANCE&ASPHALT INSURER a:State Farm Mutual Automobile Insurance Company _ 25178
PO BOX 1946 INSURERC:
EDWARDS,CO 81632 INSURER 0:
INSURER E:
INSURER!:
COVERAGES CERTIFICATE NUMBER: REVISION NUNBER:
This IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POUCIES.LIMITS SHOWN MAY HAVE BEEN REDUCED��BY PAID CLAIMS.
INSR LIR TYPE OF INSURANCE SUEQR,, POLICY NUMBER IMM1OC Y YY) IYYIDD/YYY l UNITS
A GENERAL LABILITY rnADDL
I I 96-B2-Q464.6 06124/2014 06124/2015 EACH OCCURRENCE $ 2,�,�oAte.euu TO Ruh rED
X COMMERCIAL GENERAL LIABILITY t 1 PREMISES(Es occurrence) $
I CLAIMS-MADE I X I OCCUR MED EXP(Any one person) 1 5,000
PERSONAL IL ADV INJURY `5 Z000.000
GENERAL AGGREGATE s 6.000,000
GENT AGGREGATELIMITAPPLIESPER. PRODUCTS-COMPIOPAGG $ 5,01)0,000
X POLICY I!�'281: )171 LOC 1
COMBINED COMBINED 6INOlP UNIT
B AUTOMOBILE LU1elUTY I I n
(En acct RIJURY(Per pPm") $ 2,000.000
X ANY AUTO — 199 8782-004-06A 04/0412014 0410412016 -
a
AU.OWNED DDULED BODILY INJURY(Par sodden) $PROPERTY DANAGE
AOS HIRED AUTOS _ Amo-s� (Per accident) S
1
UMBRELLA LAB _ OCCUR nET EACH OCCURRENCE $
EXCESS LAB S.MADE AGGREGATE $
DEO I I RETENTION$ $
A WORKERS COMPENSATION ITORYTLaSI I TM
AND EMPLOYERS LIABILITY
ANY PROPRIETORIPARTNERIEXECU7IVE Y/�N N/A 96$X-41126.9 06/2412074 06124/2015 EL.EACH ACCIDENT 5 1,000,000 El OFFICFJMEMBER EXCLUDED/
IMundsioJy In NH) EL DISEASE-EA EMPLOYEES 1,000.000
If yes,daarbe under
DFSCRIPTNIN OF OPFRATIONS Wow EL DISEASE-POLICY Law 1,000,000
i II I
DESCRIPTION OF OPERATIOIK I LOCAYION5/VEHICLES(Attach ACORD 101,Addrdonal Remarks 8chediM,It more space In ra(uMnd)
Certificate holder is listed as additional insured for GL,auto and a waiver of subrogation on workers comp.
CERTIFICATE HOLDER CANCELLATION
Lake Creek Village LLC
SHOULD RATION DATE VTHEREOF, OTE BE CANCELLED IN
4923 Lake Creek Village Dr. ACCO'. EWITH I POLICY.-
Edwards,CO 81632
glikAuTIIDRI2ED
1
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