HomeMy WebLinkAboutC14-435 Menendez Architects Fifth AmendmentFIFTH AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND MENENDEZ ARCHITECTS P.C. THIS FIFTH AMENDMENT ("Fifth Amendment") is dated this day of �iG�wt , 2014 by and between Menendez Architects P.C., an architectural and engineering design firm (hereinafter "Consultant") and Eagle County, Colorado, a body corporate and politic (hereinafter "County"). County and Consultant will collectively be referred to herein as the "Parties." RECITALS WHEREAS, County and Consultant entered into an agreement dated April 13, 2010, for certain Services (the "Original Agreement"); and WHEREAS, the Original Agreement had a term of one year; and WHEREAS, in a First Amendment dated May 31, 2011, the Parties agreed to extend the term of the Original Agreement to expire on April 13, 2012; and WHEREAS, in a Second Amendment dated April 30, 2012, the Parties agree to extend the term of the Original Agreement to expire on December 31, 2013; and WHEREAS, in a Third Amendment dated March 17, 2014, the Parties agree to extend the term of the Original Agreement for an additional year on the sarne terms and conditions as set forth in the Original Agreement, effective as of January 1, 2014.; and WHEREAS, in a Fourth Amendment dated June 24, 2014, the Parties agree to extend the term of the Original Agreement to expire on December 31, 2014 and increase the total compensation to $100,000. WHEREAS, the Parties desire to extend the term of the Original Agreement for an additional year and increase the total compensation in the Fourth Amendment from $100,000 to $200,000. FIFTH AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. Prior to the performance of any on-call Consulting Services, Contractor shall first provide County with a written estimate. Each estimate must be approved by County's representative, Rick Ullom, prior to commencement of the Consulting Services by Contractor and all rates shall be in accordance with the fee schedule set forth in Exhibit A to the Original Agreement. Total compensation for Consulting Services provided during the term beginning on January 1, 2014 and ending on December 31, 2015, shall not exceed two hundred thousand dollars ($200,000) without an amendment to this Agreement signed by both Parties. Consultant agrees to provide and maintain at Consultant'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 $2,000,000 aggregate limits. iv. Professional liability insurance with prior acts coverage for all Services required hereunder, in a form and with an insurer or insurers satisfactory to County, with limits of liability of not less than $1,000,000 per claim and $1,000,000 in the aggregate. In the event the professional liability insurance is on a claims -made basis, Consultant warrants that any retroactive date under the policy shall precede the effective date of this Agreement. b. Other Requirements. i. The automobile and commercial general liability coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. ii. Consultant's certificates of insurance shall include sub -consultants as additional insureds under its policies or Consultant shall furnish to County separate certificates and endorsements for each sub -consultant. All coverage(s) for sub -consultants shall be subject to the same minimum requirements identified above. Consultant and sub -consultants, if any, shall maintain the foregoing coverage in effect until the Services are completed iii. Insurance shall be placed with insurers duly licensed or authorized to do business in the State of Colorado and with an "A.M. Best" rating of not less than A -VII. iv. Consultant's insurance coverage shall be primary and non-contributory with respect to all other available sources. Consultant's policy shall contain a waiver of subrogation against Eagle County. V. All policies must contain an endorsement affording an unqualified thirty (30) days notice of cancellation to County in the event of cancellation of coverage. vi. All insurers must be licensed or approved to do business within the State of Colorado and all policies must be written on a per occurrence basis unless otherwise provided herein. vii. Consultant's certificate of insurance evidencing all required coverage(s) is attached hereto as Exhibit A. Upon request, Consultant shall provide a copy of the actual insurance policy and/or required endorsements required under this Agreement within five (5) business days of a written request from County, and hereby authorizes Consultant's broker, 2 Eagle Countv Amendment Ext Tenn Final I; I 4 without further notice or authorization by Consultant, to immediately comply with any written request of County for a complete copy of the policy. viii. If Consultant fails to secure and maintain the insurance required by this Agreement and provide satisfactory evidence thereof to County, County shall be entitled to immediately terminate this Agreement. ix. The insurance provisions of this Agreement shall survive expiration or termination hereof. X. The parties hereto understand and agree that the County 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 County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. Capitalized terms in this Fifth Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the Fifth Amendment conflict with, modify, or supplement portions of the Original Agreement, the terms and provisions contained in this Fifth Amendment shall govern and control the rights and obligations of the parties. 4. Except as expressly altered, modified and changed in this Fifth Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. This Fifth Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. [Rest of Page Intentionally Left Blank] Eagle County Amendment Ext Term Final Fl4 IN WITNESS WHEREOF, the parties hereto have executed this Fifth Amendment to the Original Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS 1--) i Wv0AQ4n H. Ryan, Attest:By: Teak J. Simonton, Cler to the Board YT% CONSULTANT Menendez Architects By: Print Name: LUlS A.,i�hl4?E? State of Colorado ) )ss. County of, Eag}e The foregoing instrument was acknowledged before me this I day of �JJfO'W' , 2014 by Lk,, A Ifk n&Ao(,�-z_ as ;r este w,4 of Menendez A�chitects, P.C. My commission expires: ERLINDA M. MOREHE]2017 NOTARY PUBLIC STATE OF COLORADO NOTARY ID #1993401537 My Commission Expires November 4, Notary public 4 Fagle County Amendment Ext Tenn Final 114 Fee Schedule Principal (Luis A. Menendez) Architectural Designer Architectural Staff Level 2 Architectural Staff Level 1 MENENDEZ ARCHITECTS ec. $115 $105 $90 $70 Principal (Stan Humphries) Senior Project Engineer Project Engineer Designer i $125 $100 $85 $75 $116 $97 __$88- $82 Administrative $51 Eagle County On -Call Architectural and Engineering Services MENENDEZ ARCHITECTS P.c. Reimbursable Expenses In addition to the Architectural Personnel Hourly Fees, the Architect would be reimbursed 1.1 times the actual cost for the following out-of-pocket expenses, necessarily incurred: 1. Transportation and living expenses in connection with out-of-town travel as authorized by Owner. 2. Delivery, messengers and courier services. 3. Expenses of printing, photography and other forms of reproductions of drawings and documents. 4. Fees paid for all necessary approvals and permits from all governing authorities. 5. Costs of models and mock-ups requested by the Owner. 6. Costs of Renderings requested by the Owner. 7. Services of consulting engineers and other consultants as required for the project. Eagle County On -Call Architectural and Engineering Services Client#: 1086684 MENENARC ACORD,. CERTIFICATE OF LIABILITY INSURANCE r DATE(MWDD/YYYY) TYPE OF INSURANCE 11/17/2014 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 poi)cy(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 CONTACT Nancy Roman USI Colorado, LLC Prof Liab PHONE FAx A/C, No, Eat : 800 873-8500 A/C, No): 1515 Wynkoop Street SS: Nancy.Roman@usi.biz ADDRESS: Suite 200 INSURER(S) AFFORDING COVERAGE NAIC # Denver, CO 80202 INSURER A: Hartford Casualty Insurance Com 29424 INSURED INSURER B: Hartford Ins Co of the Midwest 37478 Menendez Architects, P.C. INSURER C: XL Specialty Insurance Company 37885 P.O. Box 8036 INSURER D : Aspen, CO 81612 INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 CONTRACTOR 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 POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MMIDD/YYYY LIMITS A GENERAL LIABILITY Y Y 34SBWRV9024 9/01/2014 09/01/201 EACH OCCURRENCE $110001000 X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE Fx� OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $300,000 MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GENT AGGREGATE LIMIT APPLIES PER: POLICY FX PRO- JECT F LOC PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE LIABILITY Y Y 34SBWRV9024 0910112014 09101/2011 CO accciden sINGLELIMIr $1,000,000 BODILY INJURY (Per person) $ ANY AUTO X ALL OWNED SCHEDULED AUTOS AUTOS HIRED AUTOS X NON -OWNED AUTOS BODILY INJURY Per accident ( ) $ PROPERTY DAMAGE Per accident $ $ B UMBRELLA LIAB HOCCUR Y Y 34WEGIN3844 9/01/2014 09/0112011 EACHOCCURRENCE $ EXCESS LIAB CLAIMS -MADE AGGREGATE - $ DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? FY -1N / A Y 34WEGIN3844 9/01/2014 09/01/201 X WCSTATU- OTH- E.L. EACH ACCIDENT $1,000 000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS below C Professional DPS9718192 9/01/2014 09/01/2015 $1,000,000 per claim Liability $1,000,000 annl aggr. Claims Made DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) As required by written contract or written agreement, the following provisions apply subject to the policy terms, conditions, limitations and exclusions: The Certificate Holder and owner are included as Automatic Additional Insured's for ongoing and completed operations under General Liability; Designated Insured under Automobile Liability; and Additional Insureds under Umbrella / Excess Liability but only with respect to liability arising out of the Named Insured work performed on behalf of the certificate holder and owner. (See Attached Descriptions) Eagle County Government Project Management Dept PO Box 850 Attn: Kristin Degenhardt Eagle, CO 81631-0850 ACORD 25 (2010/05) 1 of 2 #S13749712/M13325153 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Votes ©1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NARBC The General Liability, Automobile Liability, Umbrella/Excess insurance applies on a primary and non contributory basis. A Blanket Waiver of Subrogation applies for General Liability, Automobile Liability, Umbrella/Excess Liability and Workers Compensation. The Umbrella / Excess Liability policy provides excess coverage over the General Liability, Automobile Liability and Employers Liability. Workers Compensation Proprietor/partner/executive officer/member excluded: Luis A Menendez Additional Insured: Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers. SAGITTA 25.3 (2010/05) 2 Of 2 #S13749712/M13325153