HomeMy WebLinkAboutGE20-02 LKSM DesignAGREEMENT FOR PROFESSIONAL SERVICES BETWEEN GOLDEN EAGLE ELDERLY HOUSING CORPORATION AND LKSM DESIGN P.C. THIS AGREEMENT (“Agreement”) is effective as of the ___________________ by and between LKSM Design P.C., a Colorado corporation (hereinafter “Consultant” or “Contractor”)and Golden Eagle Elderly Housing Corporation, a Colorado non-profit corporation (hereinafter “Golden Eagle”). RECITALS WHEREAS, Golden Eagle requires the services of a design architect to draw up the reconstruction of the front porches and ramps at the apartment buildings at (the “Project) 700 Broadway, Eagle, CO, 81631 (the “Property”); and WHEREAS, Consultant is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the Services as defined below in paragraph 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Consultant and Golden Eagle in connection with the services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Consultant and Golden Eagle agree as follows: 1.Services. Consultant agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the services described in Exhibit A (“Services”) 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.Consultant agrees to furnish the Services no later than October 31, 2021, and in accordance with the schedule established in Exhibit A. If no completion date is specified in Exhibit A, then Consultant agrees to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing below Consultant 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.Consultant agrees that it will not enter into any consulting or other arrangements with third parties that will conflict in any manner with the Services. DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 8/31/2020 GE20-02 2 Golden Eagle Professional Services Final 5/14 2. Golden Eagle’s Representative. The Portfolio Manager, Daniel Murray, the Housing Department’s designee shall be Consultant’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 12 hereof, shall continue in full force and effect through the 31st of October, 2021. 4. Extension or Modification. This Agreement may not be amended or supplemented, nor may any obligations hereunder be waived, except by agreement signed by both parties. No additional services or work performed by Consultant shall be the basis for additional compensation unless and until Consultant has obtained written authorization and acknowledgement by Golden Eagle for such additional services in accordance with Golden Eagle’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 Golden Eagle 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 Golden Eagle for such additional services is not timely executed and issued in strict accordance with this Agreement, Consultant’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. Golden Eagle shall compensate Consultant for the performance of the Services in a sum computed and payable as set forth in Exhibit A. The performance of the Services under this Agreement shall not exceed 13,575.00. Consultant 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 Golden Eagle. a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Consultant. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task and such other detail as Golden Eagle may request. b. Any out-of-pocket expenses to be incurred by Consultant and reimbursed by Golden Eagle shall be identified on Exhibit A. Out-of-pocket expenses will be reimbursed without any additional mark-up thereon and are included in the not to exceed contract amount set forth above. Out-of-pocket expenses shall not include any payment of salaries, bonuses or other compensation to personnel of Consultant. Consultant shall not be reimbursed for expenses that are not set forth on Exhibit A unless specifically approved in writing by Golden Eagle. c. If, at any time during the term or after termination or expiration of this Agreement, Golden Eagle reasonably determines that any payment made by Golden Eagle to Consultant was improper because the Services for which payment was made were not performed as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from Golden Eagle, Consultant shall forthwith return such payment(s) to Golden Eagle. Upon termination or expiration of DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 3 Golden Eagle Professional Services Final 5/14 this Agreement, unexpended funds advanced by Golden Eagle, if any, shall forthwith be returned to Golden Eagle. d. Golden Eagle will not withhold any taxes from monies paid to the Consultant hereunder and Consultant 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. Sub-consultants. Consultant acknowledges that Golden Eagle has entered into this Agreement in reliance upon the particular reputation and expertise of Consultant. Consultant shall not enter into any sub-consultant agreements for the performance of any of the Services or additional services without Golden Eagle’s prior written consent, which may be withheld in Golden Eagle’s sole discretion. Golden Eagle 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 Golden Eagle has an objection, in its reasonable discretion, shall be assigned to the Project. Consultant shall require each sub- consultant, as approved by Golden Eagle and to the extent of the Services to be performed by the sub- consultant, to be bound to Consultant by the terms of this Agreement, and to assume toward Consultant all the obligations and responsibilities which Consultant, by this Agreement, assumes toward Golden Eagle. Golden Eagle shall have the right (but not the obligation) to enforce the provisions of this Agreement against any sub-consultant hired by Consultant and Consultant shall cooperate in such process. The Consultant shall be responsible for the acts and omissions of its agents, employees and sub- consultants or sub-contractors. 7. Insurance. 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 Golden Eagle, with limits of liability of not less than $1,000,000 per claim and $2,000,000 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. Continuous coverage will be maintained during any applicable statute of limitations for the Services and Project. DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 4 Golden Eagle Professional Services Final 5/14 b. Other Requirements. i. The automobile and commercial general liability coverage shall be endorsed to include Golden Eagle, 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 Golden Eagle 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. In addition, all such policies shall be kept in force by Consultant and its sub-consultants until the applicable statute of limitations for the Project and the Services has expired. 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 Golden Eagle. v. All policies must contain an endorsement affording an unqualified thirty (30) days notice of cancellation to Golden Eagle 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 certificates of insurance evidencing all required coverage(s) is attached hereto as Exhibit B. 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 Golden Eagle, and hereby authorizes Consultant’s broker, without further notice or authorization by Consultant, to immediately comply with any written request of Golden Eagle for a complete copy of the policy. viii. Consultant shall advise Golden Eagle in the event the general aggregate or other aggregate limits are reduced below the required per occurrence limit. Consultant, at its own expense, will reinstate the aggregate limits to comply with the minimum limits and shall furnish Golden Eagle a new certificate of insurance showing such coverage. ix. If Consultant fails to secure and maintain the insurance required by this Agreement and provide satisfactory evidence thereof to Golden Eagle, Golden Eagle shall be entitled to immediately terminate this Agreement. x. The insurance provisions of this Agreement shall survive expiration or DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 5 Golden Eagle Professional Services Final 5/14 termination hereof. xi. The parties hereto understand and agree that Golden Eagle 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 Golden Eagle, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. xii. Consultant is not entitled to workers’ compensation benefits except as provided by the Consultant, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Consultant or some other entity. The Consultant is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 8. Indemnification. The Consultant shall indemnify and hold harmless Golden Eagle, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which Golden Eagle 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 Consultant or any of its sub-consultants hereunder; and Consultant shall reimburse Golden Eagle for reasonable attorney fees and costs, legal and other expenses incurred by Golden Eagle 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 Golden Eagle to the extent that Golden Eagle is liable to such third party for such claims without regard to the involvement of the Consultant. This paragraph shall survive expiration or termination hereof. 9. Ownership of Documents. All documents prepared by Consultant in connection with the Services shall become property of Golden Eagle. Consultant shall execute written assignments to Golden Eagle of all rights (including common law, statutory, and other rights, including copyrights) to the same as Golden Eagle 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 Consultant (including any employee or subcontractor in connection with the performance of the Services and additional services under this Agreement). 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. GOLDEN EAGLE: Attention: Kim Williams DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 6 Golden Eagle Professional Services Final 5/14 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-8773 Facsimile: 970-328-8787 E-mail: kim.williams@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 CONSULTANT: LKSM DESIGN P.C. Attn: Leah KS Mayer PO Box 9195 Avon, CO 81620 Telephone:970-376-6623 E-Mail: lmayer@lksmdesign.com 11. Coordination. Consultant acknowledges that the development and processing of the Services for the Project may require close coordination between various consultants and contractors. Consultant shall coordinate the Services required hereunder with the other consultants and contractors that are identified by Golden Eagle to Consultant from time to time, and Consultant shall immediately notify such other consultants or contractors, in writing, of any changes or revisions to Consultant’s work product that might affect the work of others providing services for the Project and concurrently provide Golden Eagle with a copy of such notification. Consultant shall not knowingly cause other consultants or contractors extra work without obtaining prior written approval from Golden Eagle. If such prior approval is not obtained, Consultant shall be subject to any offset for the costs of such extra work. 12. Termination. Golden Eagle 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 Consultant. Upon termination of this Agreement, Consultant shall immediately provide Golden Eagle with all documents as defined in paragraph 9 hereof, in such format as Golden Eagle shall direct and shall return all Golden Eagle owned materials and documents. Golden Eagle shall pay Consultant for Services satisfactorily performed to the date of termination. 13. 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, DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 7 Golden Eagle Professional Services Final 5/14 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. 14. 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. 15. Other Contract Requirements. a. Consultant shall be responsible for the completeness and accuracy of the Services, including all supporting data or other documents prepared or compiled in performance of the Services, and shall correct, at its sole expense, all significant errors and omissions therein. The fact that the Golden Eagle has accepted or approved the Services shall not relieve Consultant of any of its responsibilities. Consultant shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to Consultants performing similar services. Consultant represents and warrants that it has the expertise and personnel necessary to properly perform the Services and covenants that its professional personnel are duly licensed to perform the Services within Colorado. This paragraph shall survive termination of this Agreement. b. Consultant 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. c. This agreement constitutes an agreement for performance of the Services by Consultant as an independent contractor and not as an employee of Golden Eagle. 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 Golden Eagle and Consultant except that of independent contractor. Consultant shall have no authority to bind Golden Eagle. d. Consultant represents and warrants that at all times in the performance of the Services, Consultant shall comply with any and all applicable laws, codes, rules and regulations. e. 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. f. Consultant shall not assign any portion of this Agreement without the prior written consent of Golden Eagle. Any attempt to assign this Agreement without such consent shall be void. DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 8 Golden Eagle Professional Services Final 5/14 g. 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. h. 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. i. The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. j. Consultant shall maintain for a minimum of three years, adequate financial and other records for reporting to Golden Eagle. Consultant shall be subject to financial audit by federal, state or Golden Eagle auditors or their designees. Consultant authorizes such audits and inspections of records during normal business hours, upon 48 hours’ notice to Consultant. Consultant shall fully cooperate during such audit or inspections. k. The signatories to this Agreement aver to their knowledge, no employee of Golden Eagle has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Consultant has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Consultant shall not employ any person having such known interests. l. The Consultant, 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. 16. Prohibitions on Contracts. a. As used in this Section 16, 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 Consultant has any employees or subcontractors, Consultant 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 Consultant that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the contract for services. b. If Consultant obtains actual knowledge that a subcontractor performing work under the contract for services knowingly employs or contracts with an undocumented individual, Consultant shall be required to: DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 9 Golden Eagle Professional Services Final 5/14 i. Notify the subcontractor and Golden Eagle within three (3) days that Consultant 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 14(b) the subcontractor does not stop employing or contracting with the undocumented individual; except that Consultant 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 Consultant violates these prohibitions, Golden Eagle may terminate the Agreement for breach of contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Consultant shall be liable for actual and consequential damages to Golden Eagle. d. Golden Eagle may notify the Colorado Secretary of State if Consultant violates this provision of this Agreement and Golden Eagle terminates the Agreement for such breach. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. GOLDEN EAGLE ELDERLY HOUSING CORPORATION By: _____________________________ Kimberly Bell Williams, Secretary CONSULTANT: By:________________________________ Print Name:_________________________ Title: ______________________________ DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 President Leah Mayer 10 Golden Eagle Professional Services Final 5/14 EXHIBIT A SCOPE OF SERVICES, SCHEDULE, FEES DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 June 8, 2020, rev. June 17, 2020 Dan Murray daniel.murray@eaglecounty.us William Wright william.wright@eaglecounty.us Re: Redesign & Planning for the Residence Entries @ Units #1 & #2 and #11 & #12 Golden Eagle Senior Center 700 Broadway Eagle, CO Dan & Bill; Thanks for the opportunity to work with you to evaluate the front entries of the residences at the Golden Eagle Senior Center. Based on our site visit and subsequent discussions, we agreed to limit the scope of work from all residence entries to the 4 Unit entries above. Hopefully, this will allow you to establish a prototype or standard to move forward and modify future entry walkways. I will contract with Martin/Martin, Inc. for civil engineering services for this project. Both the Architect’s and Engineer’s scope of work are stated below: Architect’s scope of work:  Architect & civil engineer to review residence entry for safer resident access. There is an existing +/-6” step at every entrance and the goal is to minimize this.  Evaluate if a 1:20 sidewalk can be installed from nearby existing sidewalk @ parking area to finish floor inside residence.  Review for possible ADA ramp access with handrails. ADA access is not required by building code with these upgrades. Any improvement to accessibility is voluntary.  If ramp access is not possible, design to minimize steps to unit, especially immediately at entry door.  Remove all existing wood decks & provide new on-grade patio option. (concrete, pavers or other)  Review gutters at each entrance & recommend changes to redirect away from sidewalks, if possible. Scope does not include subsurface drainage nor details or design of attached gutter system to the roof. PO Box 9195  Avon, CO  81620 970.376-6623  lmayer@lksmdesign.com DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 Page 2 June 17, 2020  Design new handrails at new steps. A prototype handrail design will be provided even if it is determined that handrails are not required at these units.  New patio design shall not impede existing crawl space venting.  Design new privacy wall between patios.  Landscape/Planting plan with a scope of work for irrigation changes.  Tasks per phased descriptions below. Civil Engineer’s scope of work:  Provide grading plan for sidewalk entries to eliminate or minimize steps and drop off from patios for Units #1, 2, 11, and 12. The intent from the Owner is to minimize steps to the main level and patios. ADA requirements are not required per the Existing Building Code.  Provide on grade patio option.  Recommend changes to roof gutter discharges to direct drainage away from sidewalks if possible. Scope does not include subsurface drainage nor details or design of attached gutters system to the roof.  Handrail design will be per a standard detail provided by Martin/Martin. If a different style is required, this will be provided by Architect.  Privacy wall design not included. Martin/Martin will coordinate with Architect on location.  Coordinate with Architect on a detail or standard spec to protect the vents.  Includes site visit during design.  Includes 3-4 site visits during construction to observe forms or any unknown site conditions.  Some existing construction documents have been provided to the architect, but a final survey was not found. A new survey will be required for this project. Soils analysis may be needed but is not included in this fee proposal. In a brief conversation with Charlie Davis, Town of Eagle Building Official, about this project, he indicated that changes to these existing residential units, technically townhomes, would not require new accessible routes per the International Existing Building code. Where possible, we will try to minimize accessible barriers to the units. This letter will act as an agreement for architectural & civil engineering services. Discovery & Analysis Phase  Review existing conditions & new survey.  Prepare base plans for Unit entries. Schematic Design Phase  Analyze the Unit entry conditions and present 2 options for new steps and patios.  Facilitate (1) meetings with Client to review progress in this phase. Design Development Phase  Incorporate project feedback to date into design development documents.  Coordinate proposed work with Civil Engineer.  Prepare DD drawings (50% complete) to indicate changes at each unit entry. DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 Page 3 June 17, 2020 Construction Document Phase  Incorporate project feedback to date into construction documents.  Coordinate proposed work with Civil Engineer.  Prepare architectural drawings (90% complete) needed for Bidding to General Contractors.  Provide specifications & scope of finishes for the project.  (1) meeting with Owner to review the project in this phase. Bidding Phase:  Coordinate with Client to prepare a bid form or RFP document for Construction.  Field questions from General Contractors during the construction bid process.  Attend (1) pre-bid conference on site, if requested by the Client.  Prepare addenda related to questions during the bid process as needed.  Assist Client in analyzing construction bids submitted by General Contractors.  Attend (1) meeting with Owner to review the project in this phase.  Incorporate project feedback to date into construction documents.  Prepare architectural drawings (100% complete) needed for Town of Eagle permit. Contract Administration Phase  Provide Contract Administration for field questions. The architect will be available to make periodic observations to the site to observe the general progress of the construction.  Visit the site weekly during the construction to review progress with the Client. Assumptions:  The Client is Eagle County but project decisions will be made by William Wright.  Recent site survey will be provided by the Client.  Furnish all soil, subsurface, and environmental tests and reports needed by Civil Engineer. If soil and subsurface information is not provided, the Owner shall require a geotechnical engineer during construction on site to investigate conditions and confirm sections provided in the plans.  Submission to a Design Review Board is not required or included.  The construction project will be competitively bid for construction.  The Client will assist in the Bidding process using Eagle County standard procedures.  Civil engineering services will be contracted by the architect. Their scope & fee is included in this proposal.  Structural, Mechanical & Plumbing engineering services, if needed, will be contracted separately and their fees are NOT included in this proposal.  Irrigation design is excluded.  Building Permit fees are excluded.  Asbestos inspections and fees are excluded.  The General Contractor or Client will apply for and obtain all construction permits. DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 Page 4 June 17, 2020 Proposed Schedule:  Construction Document Phase is estimated to be completed by July 30, 2020  Schedule may be subject to change based on Client feedback  Construction to occur in the late Summer of 2020  Payment is requested within 21 days of billing Proposed Fee:  The Architectural Design phases are proposed at an hourly rate with a Not To Exceed amount for each the Architect & Engineer.  The Contract Administration phase will be billed at a weekly rate per the duration of the construction schedule.  Architectural Fee: o Schematic Design phase o Design Development phase o Construction Document phase o Bidding Phase $5,375 for above architectural phases (hourly with a NTE amount) o Contract Administration phase $250 per week of construction (flat fee/week with NTE @ $2,000)  Civil Engineering Fee: o $6,200 for above civil scope (hourly with a NTE amount) Standard Hourly Rates: Designer $100 to $125 Project Architect/Engineer $120 to $140 Senior Architect/Engineer $135 to $180 Principal $135 to $210 Please feel free to contact me if you have any questions about this proposal. I thank you for this opportunity. Please return a signed copy to me and let me know if you are ready to begin. Regards; Leah KS Mayer I understand and agree to the conditions in this Letter of Agreement, and authorize Leah K.S. Mayer to proceed under the conditions stated. Signature Date DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 11 Golden Eagle Professional Services Final 5/14 EXHIBIT B INSURANCE CERTIFICATE DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS AUTOS ONLY HIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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 POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE Hartford Casualty Insurance Company XL Specialty Insurance Company 8/06/2020 USI Insurance Services, LLC P.O. Box 7050 Englewood, CO 80155 800 873-8500 800 873-8500 LKSM Design, P.C. PO Box 9195 Avon, CO 81620 29424 37885 A X X X X X 34SBWVQ4025 02/25/2020 02/25/2021 2,000,000 300,000 10,000 2,000,000 4,000,000 4,000,000 A X X X X 34SBWVQ4025 02/25/2020 02/25/2021 2,000,000 B Professional Liability Claims Made DPS9956242 02/25/2020 02/25/2021 $1,000,000 per claim $2,000,000 annl aggr. 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; but only with respect to liability arising out of the Named Insured work performed on behalf of the certificate holder and owner. The General Liability and Automobile Liability, insurance (See Attached Descriptions) Golden Eagle Elderly Housing Corporation 700 Broadway Eagle, CO 81631 1 of 2 #S29548978/M28088699 LKSMDESClient#: 1083173 DGBZP 1 of 2 #S29548978/M28088699 DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4 SAGITTA 25.3 (2016/03) DESCRIPTIONS (Continued from Page 1) policies applies on a primary and non-contributory basis. A Blanket Waiver of Subrogation applies for General Liability and Automobile Liability. Please note that Additional Insured status does not apply to Professional Liability. 2 of 2 #S29548978/M28088699 DocuSign Envelope ID: 2E1A0172-0810-4437-B3D7-66AC9207DBD4