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HomeMy WebLinkAboutC12-218 Aquatics Associates, Inc.AGREEMENT BETWEEN EAGLE COUNTY AND AQUATICS ASSOCIATES,INC THIS AGREEMENT is made this day of-TN ,2012,by and between Eagle County (“County”),and,Aquatics Associates,Inc.(“Contractor”),a Colorado corporation,with a principal place of business at 3013 E.Mulberry St.,Fort Collins,Colorado 80524. WhEREAS,County desires to contract for professional maintenance of the freedom Park pond (the “Facility”) for aquatic vegetation control. 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 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 and related terms and conditions to govern the relationship between Contractor and County in connection with this Agreement. NOW,THEREFORE,in consideration of the foregoing premises and the following promises,County 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 (hereinafter “Services”or “Work”)which is attached hereto and incorporated by this reference.Contractor will use its expertise,skill to perform the Services.In the event of any conflict between the contents of this Agreement and Exhibit A,this Agreement shall control. ARTICLE 2-COUNTY’S REPRESENTATIVE 2.1 The facilities Management Department designee,shall be Contractor’s contact with respect to this Agreement and the performance of the Services. ARTICLE 3-TERM OF AGREEMENT 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. 3.2 The term of this Agreement may be extended for up to three additional one year terms upon written agreement of the parties.further,the Agreement may be modified and the scope of Services may be changed upon a written amendment to this Agreement signed by both parties. ARTICLE 4-COMPENSATION 4.1 for the Services to be provided hereunder,County will pay Contractor on a cost basis based on the services provided on an as needed basis,as further explained in Exhibit “A.”The maximum amount of compensation under this Agreement shall not exceed three thousand six hundred and 00/100 ($3,600.00) without a signed amendment to the Agreement. 4.2 Payment will be made for Services satisfactorily performed 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 County with such other supporting information as County may request. 4.3 County 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 County 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 County 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 County 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 County 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 aquatic vegetation control.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 Exhibits A and B.The Agreement may only be altered,amended,or repealed in writing. 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 County and Contractor each binds itself,its partners,successors,assigns and legal representatives to the 2 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,County shall have no obligations under this Agreement after,nor shall any payments be made to Contractor in respect of any period after December 31 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). 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 certifij 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:/!www.dhs.uov/xprevprot/programs/gc 1185221 6781 5t).shtin 7.4.4 The Contractor shall not use either the E-verify program or other Department Program procedures to undertake pre-employment screening ofjob 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: (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. 3 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 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. 7.4.8 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. 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 County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor.Contractor shall not enter into any sub-consultant or sub-contractor agreements for the performance of any of the Services or without County’s prior written consent,which may be withheld in County’s sole discretion.County shall have the right in its reasonable discretion to approve all personnel assigned to perform the Work and no personnel to whom County has an objection,in its reasonable discretion,shall be assigned.Contractor shall require each sub-consultant or sub-contractor, as approved by County and to the extent of the Services to be performed by the sub-consultant or sub contractor,to be bound to Contractor by the terms of this Agreement,and to assume toward Contractor all the obligations and responsibilities which Contractor,by this Agreement,assumes toward County. 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: 9.1 The Contractor shall 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 or any of its subcontractors hereunder;and Contractor shall reimburse County for any and all attorney fees and costs,legal and other expenses incurred by County 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 County to the extent that the County 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: 4 10.1 All documents (including electronic files)and materials which are obtained during,purchased or prepared in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Contractor or upon earlier termination of this Agreement. ARTICLE 11-TERMINATION: 11.1 County 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 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 County:Eagle County Facilities Management P.O.Box $50 Eagle,Colorado 81631 (970)328-8880 (p) (970)328-3539 (f) and a copy to:Eagle County Attorney P.O.Box 850 Eagle,Colorado $1631 (970)328-8685 (p) (970)328-8699 (f) The Contractor:Aquatics Associates,Inc. 3013 E.Mulberry St. Fort Collins,Colorado 80524 (970)493-2626 (p) (970)493-3636 (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 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 County and Contractor or County 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 County.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 County. 5 ARTICLE 14-INSURANCE REOUIREMENTS 14.1 At all times during the term of this Agreement,Contractor shall maintain insurance on its own behalf in the following minimum amounts: 14.1.1 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. 14.1.2 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. 14.1.3 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 County 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:$1,000,000 14.2 Contractor shall purchase and maintain such insurance as required above and the certificate of insurance is attached hereto as Exhibit B. //$IGNA TURE PA GE TO fOLLOW// 6 IN WITNESS WHEREOF,the parties hereto have executed this Agreement the day and year first above written. COUNTY Of EAGLE,STATE Of COLORADO,by its County Manager By: CONTRACTOR: AQUATICS ASSOCIATES,INC. By:17JWz Title: ______________________________ CONTRA CTOR IS REQUIRED To HA VE ITS SIGNA TURF NOTARIZED STATE Of ____________) )ss. COUNTY Of %i/1;) The foregoing instrument was acknowledged before me by /,tt1 ,of -“-this t day of Siz ,2012. My c,9mrni$>n expires::’rT /(i &bI L N6tary Public / 7 AQUATICS ASSOCIATES,INC. 3013 E.Mulberry St. Fort Collins,CO 80524 970.493.2626 fa 970.493.3636 Date:May 22,2012 To:Ron Siebert Eagle County,Facilities Project Manager P.O.Box 850 Gypsum,CO 81637 Ron.Sieberteaglecounty.us From:Tami Schneck Sr.Aquatic Biologist tarn quaDcsassociatecorn SUBJECT:Freedom Park Pond —2012 Seasonal Maintenance Costs are provided for performing aquatic vegetation control on the lake at Freedom Park in Edwards,CO.The lake would be maintained for the entire 2012 season from —late May through September time frame depending on weather.Seasonal maintenance will include regular site visits through the growing season (at 3-4 week intervals)with chemical treatments performed on an as needed basis,which is the most cost-effective way to properly manage algae and weed growth so that growth never gets out of hand”. The primary objective of this work is to maintain or control unwanted algae/aquatic weed growth for aesthetic purposes as well as for ecological reasons (maintaining healthy water quality conditions).Maintenance costs are based on the needs of a particular resource,specifically the amount of aquatic vegetative growth that occurs in the ponds during a particular growing season and the costs requited to control this unwanted growth.In this case,overall costs are also affected by your timing:1)when/if the irrigation system must be shut down to adhere to herbicide hold-times,2)if the inflow can be shut down or reduced during the treatment period to maximize chemical contact time and treatment effectiveness,and 3)to minimize human/pet disturbance around the lake to maximize treatment effectiveness.If a treatment is needed but must be delayed due to your timing regarding shut down of irrigation and inflow,aquatic vegetation will continue to grow which could require more product and corresponding higher cost.We are familiar with the maintenance needs of Freedom Park Lake and the associated costs involved having performed this work for Eagle County for the past five years (2007-2011). The best estimate of seasonal lake management costs should be based on costs incurred in previous years ($3,398,$2,018,$1,870,$1,992,$3,078 in 2007-2011,respectively).Thus, based on the problems observed and costs expended in 2007-201 1,we recommend that you have a budget of at least $3,300 to $3,600 for seasonal maintenance in 2012.Work will be billed on a time and materials basis,with a total cost Not-to-Exceed $3,600. A current certificate of insurance is already on file;a new certificate dated May 2012 can be provided upon request.Treatments would be performed in accordance with Colorado Department of Agriculture (CDA)regulations which stipulate that chemical treatments can only be performed by commercially licensed and insured aquatic pesticide applicators,which we are (Aquatics Associates,Inc.Commercial Pesticide Lic.No.11394).Work will also be in compliance with the EPA’s new NPDES permit regulation which went into effect in October 31, 2011 for all aquatic pesticide applications. Note that we did quick look at the lake last week,Thursday 5/1 7th The lake needs to be treated ASAP as there is significant amount of aquatic weed growth at this time,with plants almost reaching water surface.Would want irrigation off for 3 days if you can accommodate (least expensive treatment to you);otherwise if you cannot stop irrigation for 3 days,I would have to use other products with no hold time for irrigation (more expensive for you).Let me know what you can do and will respond accordingly. We appreciate your continued business to maintain the lake at Freedom Park for the 2012 season.A signature is required to initiate this proposal.Please return one signed copy of this agreement.Please call if you have any questions regarding the information provided or otherwise.Thanks. Acceptance of the stated terms and costs _________________________________ Signature /date printed name —-——-—...,._,._...%,n I IL.I.Id.fly,OMC.I UI I 4c1 CERTIFICATE OF LIABILITY INSURANCE OPID DATEMLDD) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE 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). PRODUCER PHON(AA Brown &Brown Inc NC.No,Ext):__________________(NC,No): 4532 Boardwalk Dr,Suite 200 ADDRESS: Fort Collins CO 80525 AQUAT-l Phone:970—482—7747 Fax:970—484 —4165 INSURER(S)AFFORDING COVERAGE N4IC * INSURED INSURER A:Pinnacol Assurance Company 41190 Aquatics Associates,Inc.INSURERE:Hartford rice Insurance cc.19682TamiSchneck 3013 E Mulberry St INSURER C:Hartford Unders.riters Ins cc 30104FtCollinsCOB0524 INSURERD INSURER 8: INSURER F: COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: THIS A TO CERTIFY THAT THE POLICIES OF INSURANCE METED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOP THE POLICY PERIOD INDWATED riSTO/ITHSTABDING ANY PELC!IPEMEIJT TERM R CONDITION OP ii CONTRA•:T OR OTHER DCCUMENT WITH RESPE-:T TO WHICH THA ELT;FWATEMAL BE ESUEDCR lA:PERTAIN THE NA iRAJCE AFFORCEDEATHE PYLLIES LESOPIBEDHERE:A S:JA ETTA AcLTHTER B CLUSCUE AND :OI:DISI ONE CF EJ:HPOLICAE LIMITS SHE AL:F,lAL HAVE BEEN REDLI:EO B PAID NSR SUB HULILt bfrk PULILY XELTRTYPEOFINSURANCEINSR1wvPOLICYNUMBER(MMIDDi’)(MM1DDPñD’Y)LIMITS GENERALLIABILtTY I ELCHCCC!JFPENCE 1000000 B CCMLlEF:IAL GENERAL ILEIL AL 34SBADROO65 07/18/11 07/18/12 REM/S-/Eac.-os:s.00000 ________CCAIMS-MADE C,C:AP MED E’P An AnY PersOn)P10000 X Business Owners PERSONAL EADVONELIRE GENERALAGE-PEOATE s 2000000 GEN’L AOGREOATE LIMIT ABPLIES PER I PRODUCTS -COMP/OP AGO $ POLICY riIf EiL0C — AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT )Eaa.ALdentl 1,000,000 C Al-IA j’TC 34UEC1Q5713 07/18/11 07/18/12 BCE.:INJ.J:ipe’o: ALL CNI1ELC AUTOS RALLY [OCR:Pet a:cSr,t)$ I SCHEDUcEE ALTOS :PROFERTA CALIRGB AIHIREDA/WEE Per OLACYAt, ‘.:Or_C,’NE[.AiL[S I — I —I UMBRELLA LIAE U OCCcIR ——EACH ICCLIRPENCE EXCESS LIAB [CLAIMS-MADE AGGREGATE $ H DEDUCTIBLE —RETENTION P ——. -- A WUHKERS COMPENSATION .2218672 06/01/12 06/01/13 TPIMF’AND EMPLOYERS LIABILITY Y /N ci L A E ANA PRCAPIETARPARTI[ERJEAECHTIVE E C EACH o-:CIDENT 500000rB‘[WI BEE B L AL I (Mandatory In NH)EE B B El EE 500000 DESCPiPT:CACFCPEF.ATIOlESheis,s EL PISELSE-FcLICO LIMIT 1 500000 I BUILDING 269200 PROPERTY 31900 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101,AddItional Remarks Schedule,If more space Is required) Water Consulting Engineer/Pest Control Services 970—328—3539 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE EAGLEC3 THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WttH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Eagle County Facilities Dept. 3289 Cooley Mesa Rd,Bldg A House Account ________________ fypsum_CO_81637 __________________________ ©1988-2009 ACORD CORPORATION ACORD 25(2003/09)The ACORD name and logo are registered marks of ACORD