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HomeMy WebLinkAboutresolution.council.019-11 RESOLUTION # 19 (Series of 201 Q) A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF ASPEN, COLORADO, AND WESTERN STATES FIRE PROTECTION COMPANY SETTING FORTH THE TERMS AND CONDITIONS REGARDING INSTALLATION OF A FIRE SUPPRESSION SYSTEM IN ASPEN CITY HALL AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT WHEREAS, there has been submitted to the City Council an agreement between the City of Aspen, Colorado, and the, a copy of which agreement is annexed hereto and made a part thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO: Section 1 That the City Council of the City of Aspen hereby approves that agreement between the City of Aspen, Colorado, and Western States Fire Protection Company regarding installation of a fire suppression system in Aspen City Hall for the city of Aspen, a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager of the City of Aspen to execute said contract on behalf of the City of Aspen. Dated: c/f ti /) a°H Michael C reland, Mayor I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held, February 28, 2011. ZrO /14-- Kryn S. Koch, City Clerk The Ci4' Moen CITY OF ASPEN STANDARD FORM OF AGREEMENT - 2009 PROFESSIONAL SERVICES City of Aspen Project No.: 2010 - 081. AGREEMENT made as of 28` day of February, in the year 2011. BETWEEN the City: Contract Amount: The City of Aspen c/o Capital Asset Management 130 South Galena Street Total: $90,410.00 Aspen, Colorado 81611 Phone: (970) 920 -5055 If this Agreement requires the City to pay And the Professional: an amount of money in excess of $25,000.00 it shall not be deemed valid Western States Fire Protection Company until it has been approved by the City Council of the City of Aspen. c/o Todd Lindholm 7026 Tuscon Way City Council Approval: Englewood, CO 80112 Phone: 303 - 792 -0022 Date: Resolution No.: For the Following Project: Installation of a new fire suppression system in Aspen City Hall Exhibits appended and made a part of this Agreement: Exhibit A: Scope of Work. Exhibit B: Fee Schedule. Agreement Professional Services Page 0 The City and Professional agree as set forth below. 1. Scope of Work. Professional shall perform in a competent and professional manner the Scope of Work as set forth at Exhibit A attached hereto and by this reference incorporated herein. 2. Completion. Professional shall commence Work immediately upon receipt of a written Notice to Proceed from the City and complete all phases of the Scope of Work as expeditiously as is consistent with professional skill and care and the orderly progress of the Work in a timely manner. The parties anticipate that all Work pursuant to this Agreement shall be completed no later than April 30. 2011. Upon request of the City, Professional shall submit, for the City's approval, a schedule for the performance of Professional's services which shall be adjusted as required as the project proceeds, and which shall include allowances for periods of time required by the City's project engineer for review and approval of submissions and for approvals of authorities having jurisdiction over the project. This schedule, when approved by the City, shall not, except for reasonable cause, be exceeded by the Professional. 3. Payment. In consideration of the work performed, City shall pay Professional on a time and expense basis for all work performed. The hourly rates for work performed by Professional shall not exceed those hourly rates set forth at Exhibit B appended hereto. Except as otherwise mutually agreed to by the parties the payments made to Professional shall not initially exceed the amount set forth above. Professional shall submit, in timely fashion, invoices for work performed. The City shall review such invoices and, if they are considered incorrect or untimely, the City shall review the matter with Professional within ten days from receipt of the Professional's bill. 4. Non - Assignability. Both parties recognize that this Agreement is one for personal services and cannot be transferred, assigned, or sublet by either party without prior written consent of the other. Sub - Contracting, if authorized, shall not relieve the Professional of any of the responsibilities or obligations under this Agreement. Professional shall be and remain solely responsible to the City for the acts, errors, omissions or neglect of any subcontractors' officers, agents and employees, each of whom shall, for this purpose be deemed to be an agent or employee of the Professional to the extent of the subcontract. The City shall not be obligated to pay or be liable for payment of any sums due which may be due to any sub - contractor. 5. Termination of Procurement. The sale contemplated by this Agreement may be canceled by the City prior to acceptance by the City whenever for any reason and in its sole discretion the City shall determine that such cancellation is in its best interests and convenience. 6. Termination of Professional Services. The Professional or the City may terminate the Professional Services component of this Agreement, without specifying the reason therefor, by giving notice, in writing, addressed to the other party, specifying the effective date of the termination. No fees shall be eamed after the effective date of the termination. Upon any termination, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, reports or other material prepared by the Professional pursuant to this Agreement shall become the property of the City. Notwithstanding the above, Professional shall not be relieved of any liability to the City for damages sustained by the City by virtue of any breach of this Agreement Professional Services Page 1 Agreement by the Professional, and the City may withhold any payments to the Professional for the purposes of set -off until such time as the exact amount of damages due the City from the Professional may be determined. 7. Independent Contractor Status. It is expressly acknowledged and understood by the parties that nothing contained in this agreement shall result in, or be construed as establishing an employment relationship. Professional shall be, and shall perform as, an independent Contractor who agrees to use his or her best efforts to provide the said services on behalf of the City. No agent, employee, or servant of Professional shall be, or shall be deemed to be, the employee, agent or servant of the City. City is interested only in the results obtained under this contract. The manner and means of conducting the work are under the sole control of Professional. None of the benefits provided by City to its employees including, but not limited to, workers' compensation insurance and unemployment insurance, are available from City to the employees, agents or servants of Professional. Professional shall be solely and entirely responsible for its acts and for the acts of Professional's agents, employees, servants and subcontractors during the performance of this contract. Professional shall indemnify City against all liability and loss in connection with, and shall assume full responsibility for payment of all federal, state and local taxes or contributions imposed or required under unemployment insurance, social security and income tax law, with respect to Professional and/or Professional's employees engaged in the performance of the services agreed to herein. 8. Indemnification. Professional agrees to indemnify and hold harmless the City, its officers, employees, insurers, and self - insurance pool, from and against all liability, claims, and demands, on account of injury, loss, or damage, including without limitation claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind whatsoever, which arise out of or are in any manner connected with this contract, if such injury, loss, or damage is caused in whole or in part by, or is claimed to be caused in whole or in part by, the act, omission, error, professional error, mistake, negligence, or other fault of the Professional, any subcontractor of the Professional, or any officer, employee, representative, or agent of the Professional or of any subcontractor of the Professional, or which arises out of any workmen's compensation claim of any employee of the Professional or of any employee of any subcontractor of the Professional. The Professional agrees to investigate, handle, respond to, and to provide defense for and defend against, any such liability, claims or demands at the sole expense of the Professional, or at the option of the City, agrees to pay the City or reimburse the City for the defense costs incurred by the City in connection with, any such liability, claims, or demands. If it is determined by the final judgment of a court of competent jurisdiction that such injury, loss, or damage was caused in whole or in part by the act, omission, or other fault of the City, its officers, or its employees, the City shall reimburse the Professional for the portion of the judgment attributable to such act, omission, or other fault of the City, its officers, or employees. 9. Professional's Insurance. (a) Professional agrees to procure and maintain, at its own expense, a policy or policies of insurance sufficient to insure against all liability, claims, demands, and other obligations assumed by the Professional pursuant to Section 8 above. Such insurance shall be in addition to any other insurance requirements imposed by this contract or by law. The Professional Agreement Professional Services Page 2 shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to Section 8 above by reason of its failure to procure or maintain insurance, or by reason of its failure to procure or maintain insurance in sufficient amounts, duration, or types. (b) Professional shall procure and maintain, and shall cause any subcontractor of the Professional to procure and maintain, the minimum insurance coverages listed below. Such coverages shall be procured and maintained with forms and insurance acceptable to the City. All coverages shall be continuously maintained to cover all liability, claims, demands, and other obligations assumed by the Professional pursuant to Section 8 above. In the case of any claims -made policy, the necessary retroactive dates and extended reporting periods shall be procured to maintain such continuous coverage. (i) Workers' Compensation insurance to cover obligations imposed by applicable laws for any employee engaged in the performance of work under this contract, and Employers' Liability insurance with minimum limits of FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) for each accident, FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) disease - policy limit, and FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) disease - each employee. Evidence of qualified self - insured status may be substituted for the Workers' Compensation requirements of this paragraph. (ii) Commercial General Liability insurance with minimum combined single limits of ONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE MILLION DOLLARS ($1,000,000.00) aggregate. The policy shall be applicable to all premises and operations. The policy shall include coverage for bodily injury, broad form property damage (including completed operations), personal injury (including coverage for contractual and employee acts), blanket contractual, independent contractors, products, and completed operations. The policy shall contain a severability of interests provision. (iii) Comprehensive Automobile Liability insurance with minimum combined single limits for bodily injury and property damage of not less than ONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE MILLION DOLLARS ($1,000,000.00) aggregate with respect to each Professional's owned, hired and non - owned vehicles assigned to or used in performance of the Scope of Work. The policy shall contain a severability of interests provision. If the Professional has no owned automobiles, the requirements of this Section shall be met by each employee of the Professional providing services to the City under this contract. (iv) Professional Liability insurance with the minimum limits of ONE MILLION DOLLARS ($1,000,000) each claim and ONE MILLION DOLLARS ($1,000,000) aggregate. (c) The policy or policies required above shall be endorsed to include the City and the City's officers and employees as additional insureds. Every policy required above shall be primary insurance, and any insurance carried by the City, its officers or employees, or carried by or Agreement Professional Services Page 3 provided through any insurance pool of the City, shall be excess and not contributory insurance to that provided by Professional. No additional insured endorsement to the policy required above shall contain any exclusion for bodily injury or property damage arising from completed operations. The Professional shall be solely responsible for any deductible losses under any policy required above. (d) The certificate of insurance provided by the City shall be completed by the Professional's insurance agent as evidence that policies providing the required coverages, conditions, and minimum limits are in full force and effect, and shall be reviewed and approved by the City prior to commencement of the contract. No other form of certificate shall be used. The certificate shall identify this contract and shall provide that the coverages afforded under the policies shall not be canceled, terminated or materially changed until at least thirty (30) days prior written notice has been given to the City. (e) Failure on the part of the Professional to procure or maintain policies providing the required coverages, conditions, and minimum limits shall constitute a material breach of contract upon which City may immediately terminate this contract, or at its discretion City may procure or renew any such policy or any extended reporting period thereto and may pay any and all premiums in connection therewith, and all monies so paid by City shall be repaid by Professional to City upon demand, or City may offset the cost of the premiums against monies due to Professional from City. (f) City reserves the right to request and receive a certified copy of any policy and any endorsement thereto. (g) The parties hereto understand and agree that City is relying on, and does not waive or intend to waive by any provision of this contract, the monetary limitations (presently $150,000.00 per person and $600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Govemmental Immunity Act, Section 24 -10 -101 et seq., C.R.S., as from time to time amended, or otherwise available to City, its officers, or its employees. 10. City's Insurance. The parties hereto understand that the City is a member of the Colorado Intergovemmental Risk Sharing Agency (CIRSA) and as such participates in the CIRSA Proper- ty/Casualty Pool. Copies of the CIRSA policies and manual are kept at the City of Aspen Finance Department and are available to Professional for inspection during normal business hours. City makes no representations whatsoever with respect to specific coverages offered by CIRSA. City shall provide Professional reasonable notice of any changes in its membership or participation in CIRSA. 11. Completeness of Agreement. It is expressly agreed that this agreement contains the entire undertaking of the parties relevant to the subject matter thereof and there are no verbal or written representations, agreements, warranties or promises pertaining to the project matter thereof not expressly incorporated in this writing. Agreement Professional Services Page 4 12. Notice. My written notices as called for herein may be hand delivered or mailed by certified mail return receipt requested to the respective persons and/or addresses listed above. 13. Non - Discrimination. No discrimination because of race, color, creed, sex, marital status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or religion shall be made in the employment of persons to perform services under this contract. Professional agrees to meet all of the requirements of City's municipal code, Section 13 -98, pertaining to non - discrimination in employment. 14. Waiver. The waiver by the City of any term, covenant, or condition hereof shall not operate as a waiver of any subsequent breach of the same or any other term. No term, covenant, or condition of this Agreement can be waived except by the written consent of the City, and forbearance or indulgence by the City in any regard whatsoever shall not constitute a waiver of any term, covenant, or condition to be performed by Professional to which the same may apply and, until complete performance by Professional of said term, covenant or condition, the City shall be entitled to invoke any remedy available to it under this Agreement or by law despite any such forbearance or indulgence. 15. Execution of Agreement by City. This Agreement shall be binding upon all parties hereto and their respective heirs, executors, administrators, successors, and assigns. Notwithstanding anything to the contrary contained herein, this Agreement shall not be binding upon the City unless duly executed by the Mayor of the City of Aspen (or a duly authorized official in his absence) following a Motion or Resolution of the Council of the City of Aspen authorizing the Mayor (or a duly authorized official in his absence) to execute the same. 16. Illegal Aliens — CRS 8- 17.5 -101 & 24- 76.5 -101. (a) Purpose. During the 2006 Colorado legislative session, the Legislature passed House Bills 06 -1343 (subsequently amended by HB 07 -1073) and 06 -1023 that added new statutes relating to the employment of and contracting with illegal aliens. These new laws prohibit all state agencies and political subdivisions, including the City of Aspen, from knowingly hiring an illegal alien to perform work under a contract, or to knowingly contract with a subcontractor who knowingly hires with an illegal alien to perform work under the contract. The new laws also require that all contracts for services include certain specific language as set forth in the statutes. The following terms and conditions have been designed to comply with the requirements of this new law. (b) Definitions. The following terms are defined in the new law and by this reference are incorporated herein and in any contract for services entered into with the City of Aspen. "Basic Pilot Program" means the basic pilot employment verification program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, that is administered by the United States Department of Homeland Security. Agreement Professional Services Page 5 "Public Contract for Services" means this Agreement. "Services" means the furnishing of labor, time, or effort by a Contractor or a subcontractor not involving the delivery of a specific end product other than reports that are merely incidental to the required performance. (c) By signing this document, Professional certifies and represents that at this time: (i) Professional shall confirm the employment eligibility of all employees who are newly hired for employment in the United States; and (ii) Professional has participated or attempted to participate in the Basic Pilot Program in order to verify that new employees are not employ illegal aliens. (d) Professional hereby confirms that: (i) Professional shall not knowingly employ or contract new employees without confirming the employment eligibility of all such employees hired for employment in the United States under the Public Contract for Services. (ii) Professional shall not enter into a contract with a subcontractor that fails to confirm to the Professional that the subcontractor shall not knowingly hire new employees without confirming their employment eligibility for employment in the United States under the Public Contract for Services. (iii) Professional has verified or has attempted to verify through participation in the Federal Basic Pilot Program that Professional does not employ any new employees who are not eligible for employment in the United States; and if Professional has not been accepted into the Federal Basic Pilot Program prior to entering into the Public Contract for Services, Professional shall forthwith apply to participate in the Federal Basic Pilot Program and shall in writing verify such application within five (5) days of the date of the Public Contract. Professional shall continue to apply to participate in the Federal Basic Pilot Program and shall in writing verify same every three (3) calendar months thereafter, until Professional is accepted or the public contract for services has been completed, whichever is earlier. The requirements of this section shall not be required or effective if the Federal Basic Pilot Program is discontinued. (iv) Professional shall not use the Basic Pilot Program procedures to undertake pre- employment screening of job applicants while the Public Contract for Services is being performed. (v) If Professional obtains actual knowledge that a subcontractor performing work under the Public Contract for Services knowingly employs or contracts with a new employee who is an illegal alien, Professional shall: Agreement Professional Services Page 6 (1) Notify such subcontractor and the City of Aspen within three days that Professional has actual knowledge that the subcontractor has newly employed or contracted with an illegal alien; and (2) Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the new employee who is an illegal alien; except that Professional shall not terminate the Public Contract for Services 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. (vi) Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment made in the course of an investigation that the Colorado Department of Labor and Employment undertakes or is undertaking pursuant to the authority established in Subsection 8- 17.5 -102 (5), C.R.S. (vii) If Professional violates any provision of the Public Contract for Services pertaining to the duties imposed by Subsection 8- 17.5 -102, C.R.S. the City of Aspen may terminate the Public Contract for Services. If the Public Contract for Services is so terminated, Contractor shall be liable for actual and consequential damages to the City of Aspen arising out of Professional's violation of Subsection 8- 17.5 -102, C.R.S. (ix) If Professional operates as a sole proprietor, Professional hereby swears or affirms under penalty of perjury that the Professional (1) is a citizen of the United States or otherwise lawfully present in the United States pursuant to federal law, (2) shall comply with the provisions of CRS 24- 76.5 -101 et seq., and (3) shall produce one of the forms of identification required by CRS 24- 76.5 -103 prior to the effective date of this Agreement. 16. Warranties Against Contingent Fees, Gratuities, Kickbacks and Conflicts of Interest. (a) Professional warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Professional for the purpose of securing business. (b) Professional agrees not to give any employee of the City a gratuity or any offer of employment in connection with any decision; approval, disapproval, recommendation, preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for Agreement Professional Services Page 7 ruling, determination, claim or controversy, or other particular matter, pertaining to this Agreement, or to any solicitation or proposal therefore. (c) Professional represents that no official, officer, employee or representative of the City during the term of this Agreement has or one (1) year thereafter shall have any interest, direct or indirect, in this Agreement or the proceeds thereof, except those that may have been disclosed at the time City Council approved the execution of this Agreement. (d) In addition to other remedies it may have for breach of the prohibitions against contingent fees, gratuities, kickbacks and conflict of interest, the City shall have the right to: 1. Cancel this Purchase Agreement without any liability by the City; 2. Debar or suspend the offending parties from being a Professional, contractor or subcontractor under City contracts; 3. Deduct from the contract price or consideration, or otherwise recover, the value of anything transferred or received by the Professional; and 4. Recover such value from the offending parties. 17. Fund Availability. Financial obligations of the City payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. If this Agreement contemplates the City utilizing state or federal funds to meet its obligations herein, this Agreement shall be contingent upon the availability of those funds for payment pursuant to the terms of this Agreement. 18. General Terms. (a) It is agreed that neither this Agreement nor any of its terms, provisions, conditions, representations or covenants can be modified, changed, terminated or amended, waived, superseded or extended except by appropriate written instrument fully executed by the parties. (b) If any of the provisions of this Agreement shall be held invalid, illegal or unenforceable it shall not affect or impair the validity, legality or enforceability of any other provision. (c) The parties acknowledge and understand that there are no conditions or limitations to this understanding except those as contained herein at the time of the execution hereof and that after execution no alteration, change or modification shall be made except upon a writing signed by the parties. (d) This Agreement shall be govemed by the laws of the State of Colorado as from time to time in effect. Agreement Professional Services Page 8 IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly authorized officials, this Agreement in three copies each of which shall be deemed an original on the date first written above. CITY OF ASPEN, COLORADO: PROFESS •NAL• " f7d7.r Jt TCS I'i« /'R%tt:zi� A Mfr V [Signature] %%nature] By: 6�. - A. 7 a 1 : y: Tia ODA [Name] / [Name] Title: Cpl_ f Q,Ara_ Title: Ai264 ),AA Date: < - 3/ ((I ( Date: 2/ ) Co (1 Approved as to form: o ey's Office Agreement Professional Services Page 9 EXHIBIT A Scope of Work General: All work to be performed after normal working hours- the cost for our labor is higher wonting after normal hours but the extra cost of working around employees and the public (not to mention the safety factor) would add many hours to the project. The price to do it during the day would be higher. We do not include taxes or permit / plan review fees. We include labor, material, design, testing, and commissioning per project specifications. 2 inspections in the first year are included. Staff training on system operation and maintenance. Automatic Fire Sprinkler System: Install an NFPA 13 fire sprinkler system to meet local code. Work to begin at the existing system. Add new control valve with drains and inspectors for the new first and second floor systems and the existing third floor and attic system. Pipe to be concealed where possible and exposed in hard ceilings. All existing heads that are not quick response will be replaced with quick response heads. The price for the interstitial spaces cannot be determined until test holes are made in several areas. The price for each interstitial head needed will be 5150.00, not included in the above pricing. Sprinklers =155° reliable semi - recesses in finished ceilings, brass uprights in unfinished areas. Dry sidewall type sprinklers for exterior overhangs. Sapphire System: Sapphire clean agent system per contract documents. 621bs of clean agent. Suppression panel, detection, manual releases, abort stations, audible and visual devices inside the protected area and outside the area at each entrance, signage, system wiring and control wiring. Installation, testing, design, materials and commissioning. Owner training. General Exclusions: The work listed below shah be provided by others, per specifications: A. 120 VAC or 220 VAC power supply to the system control panel B. Interlock wiring and conduit for shutdown of HVAC, dampers and/or electric power supplies, relays or shunt trip breakers (We provide dry contacts at our release panel for others to tie into.) C. Wiring and programming of the main panel from the suppression system control panel. D. Abatement of hazardous materials. E. Sealing and securing the protected spaces against agent loss and/or leakage during the 10- minute "hold" period. F. Reserve tank (we include 1 tank with 62 Ibs of agent) G. Painting of any kind, Patching of Test Holes, Custom Cover Plates FL Upgrades to existing system equipment found defective during construction, except as specifically identified in the contract documents. Agreement Professional Services Page 10 EXHIBIT B Fee Schedule Our total price for providing automatic fire sprinkler system upgrades and a sapphire clean agent system for the above project, per documents prepared for this proposal is $90,410.00. 9.1 Aspen City Hall Fire Suppression System Specifications 9.2 Aspen City Hall Sapphire Design 9.3 Aspen City Hall Floor Layout/Plan APPENDIX A: Instruction to Offerors of Professional Services APPENDIX B: Standard City Contract for Profession Services and Procurement Pricing Breakdown: Perforntance Bond (Not Included in Total Cost of Total Cost of System Labor Portion Other Costs System) Automatic Sprinkler System $ 74,510.00 $ 56,810.00 $ 17,700.00 $ 569.00 Sapphire Clean Agent System $ 15,900.00 $ 6,760.00 $ 9,140.00 $ 119.00 Total...: $ 90,410.00 $ 63,570.00 $ 26,840.00 $ 678.00 Pricing for the interstitial spaces cannot be determined until test holes are made in several areas. The price for the heads will be $150 each and is not included in the above pricing. Agreement Professional Services Page 11 ACCPRIJ e CERTIFICATE OF LIABILITY INSURANCE Page 1 of 1 DATE 2/31/2 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 pollcy(les)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 Ileu of such endorsement(s). PRODUCER CONTACT NH N' Willis of Minnesota, Inc. PHONE FAX B 26 Century Blvd. E-M No FxT} 877 - 945 - 7378 (ac Nn) 888 - 467 -2378 P. O. Box 305191 E-MAIL AnnRFCS' certificates@willis.com Nashville, TN 37230 -5191 INSURER(S)AFFORDING COVERAGE NAICM INSURER A: ACE American Insurance Company 22667 -008 INSURED INSURER B: ACE American Insurance Company 22667 -001 Western States Pire Protection CO. 7026 S. Tuts on Way INSURER C: ACE Property and Casualty Insurance Comps 20699 -001 Centennial, CO 80112 INSURER D: INSURER E: INSURER F: _ COVERAGES CERTIFICATE NUMBER: 15286667 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 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. j N TR TYPE OF INSURANCE Iy Rr S VN innnW T EXP n POLICY NUMBER PMMYJ (MMYIIM'Yfl LIMITS A GENERALLIABILTTY HDOG24526549 12/31 /201012 /31 /201_EACHOCCURRENCE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY PREMISES(Ea $ 1,000,000 CLAIMS -MADE X OCCUR MEDEXP(Any one person) $ 10,000 X Incl Contractual Liab PERSONAL SADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $ 4,000,000 POLICY $ P T P LOC $ B AUTOMOBILE LIABILITY ISAH08601343 12/ 31/ 201012 /31/201' (Ea COMBINEDSINGLE LIMIT $ 2,000,000 - amtlenl) X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Peracddeni $ AUTOS AUTOS X HIRED AUTOS X NON.OWNED PROPERTY DAMAGE AU OS ) C X UMBRELLALIAB X OCCUR X00G24906589 12/31 /201012 /31 /2011 EACHOccuRRENCE $ 10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 10, 000, 000 DEO X 'RETENTIONS 25,000 $ B WORKERS COMPENSATION WLRC46454480 12/31/201012/31 /201:% I TORYWCSTATU S FR - AND EMPLOYERS' UABILITY (IMrt IGrH B ANY PROPRIETOR/PARTNEWEXECUTIVE Y j N I NIA SCFC46454492 12/31 /201012 /31 /201_E.L.EACHACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? ��� PV atory,inNH)) E.L. DISEASE -EA EMPLOYEE $ 1,000,000 describe un er DESCRIPTIONOF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS /LOCATIONS/ VEHICLES (Attach Acord 101,Additonal Remarks Schedule. If more space Is required) The Umbrella Liability Policy applies as excess to the General. Liability, Auto Liability and Employer' s Liability. All Operations of the Insured CERTIFICATE HOLDER - CANCELLATION 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 City of Aspen and Pitkin County 130 S. Galena Street Aspen, CO 81611 Coll: 3223779 Tpl:1205282 Cart: 5 86667 ©1988- 010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD Bond No. 1110336 PERFORMANCE BOND KNOW ALL PERSONS BY THESE PRESENTS: That we, the undersigned, as, Western States Fire Protection Company having a legal business (PNxlpare Name) address at 7026 Tuscon Way, Centennial, CO 80112 a Corporation as Principal, hereinafter called "Principal", and lcuroreuon. Pa or earvauaq Arch Insurance Company (Name or surety) 2711 N. Haskell Avenue, Dallas, TX 75204 (Address a suety) a corporation organized under the laws of the State of Missouri , and qualified to transact business In the State of Colorado, hereinafter called "Surety', are held and firmly bound unto the City of Aspen, a Colorado home rule municipality, as Obligee, hereinafter called “City", in the amount of: Ninety Thousand Four Hundred Ten and 00 /100 ($90,410.00) in lawful money of the United States for payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly unto these present. WHEREAS, Principal has by written agreement dated February 28, 2011, entered Into a contract with City for the installation of a new fire suppression system in Aspen City Hall in accordance with the Contract Documents which Contract Documents Is by reference made a part hereof, and is hereinafter referred to as the Contract. NOW, THEREFORE, if Principal shall well, truly and faithfully perform its duties, all the undertakings, covenants, terms, conditions and agreements of said Contract during the original term thereof, and any extensions thereof which may be granted by the City, with or without notice to the Surety and during the guaranty period, and if Principal shall satisfy all claims and demands incurred under such Contract, and shall fully indemnify and save harmless City from all costs and damages which it may suffer by reason of failure to do so, and shall reimburse and repay the City all outlay and expense which the City may Incur In making good any default, then this obligation shall be void; otherwise it shall remain in full force and effect. The Surety hereby waives notice of any alteration or extension of time made by the City. Whenever Principal shall be, and declared by City to be in default under the Contract, the City having performed City's obligation hereunder, the Surety may promptly remedy the default or shall promptly: 1 (1) Complete the Contract in accordance with Its terms and conditions, or (2) Obtain a bid or bids for completing the Contract in accordance with its terms and conditions, and upon determination by Surety of the lowest responsible bidder, or, if the City elects, upon determination by the City and Surety jointly of the lowest responsible bidder, arrange for a contract between such bidder and City, and make available as work progresses (even though there should be a default or succession of defaults under the Contract or Contracts of completion arranged under thls paragraph) sufficient funds to pay the cost of completion less the balance of the contract price, including other costs and damages for which the Surety may be liable hereunder, the amount set forth in the first paragraph hereof. The term "balance of the Contract price" as used in this paragraph, shall mean the total amount payable by City to Principal under the Contract and any amendments thereto, less the amount properly paid by City to Principal. - (3) Any contract or succession of contracts entered into hereunder for the completion of the Contract, shall also be subject to this bond as part of the original Contract obligations. PB1- 971.doc " PB1 Page 1 This bond is intended to be in satisfaction of, and in addition to, the bond required pursuant to Section 38 -26- 106, C.R.S., as amended. This bond, as a penalty and indemnification bond, shall also entitle City to recover as part of the completion of the Contract or the payment of any labor or material costs hereunder, actual and consequential damages, liquidated and unliquidated damages, costs, reasonable attorneys fees and expert witness fees, including, without limitations, the fees of engineering or architectural consultants. Surety, for value received, hereby stipulates and agrees that to indemnify and save harmless the City to the extent of any and all payments in connection with the carrying out of the contract which the City may be required to make under the law by any reason of such failure or default of the Principal. Further, Surety and Principal shall protect, defend, indemnify and save harmless the City's officers, agents, servants, and employees from and against all claims and actions and all expenses incidental to the defense of such claims or actions, based upon or arising out of injuries or death of persons or damage to property caused by, or sustained in connection with, this Contract by conditions created thereby, and on request of the City will assume the defense of any claim or action brought against the City. No right of action shall accrue on this Bond to or for the use of any person or corporation other than the City named herein or the employees, agents, administrators or successors of City. SIGNED AND SEALED this 28th day of February 2011. PRINCIPA States Fire Protection CompanGBeal) By: 7-42 Attest: Si a. Title: /Yflt /t fk /e l ell- ,. SURETY: Arc • Insuranc =mpany (seal) By: TO ' i • � � — Attest: a_ Bruce N. Telander, Attorney -in -Fact NOTE: Accompany this bond with certified copy of General Power of Attorney from the Surety to include the date of the bond. (Date of Bond must not be prior to date of Contract.) If Principal is Partnership, all partners should execute Bond. PB1- 971 .doc " P81 Page 2 PAYMENT BOND Bond No. 1110336 KNOW ALL PERSONS BY THESE PRESENTS: That we, the undersigned, as, Western States Fire Protection Company having a legal business (Pnnapal s Name) address at .026 Tuscon Way, Centennial CO 80112 (Pnnapars AddreSS) a Corporation , as Principal, hereinafter called "Principal ", and (Gorporabon, Partnership, orindNtduaQ Arch Insurance Company (SUrelys Name) 2711 No. Haskell Avenue, Dallas, TX 75204 e ..rem a corporation organized under the laws of the State of Missouri , and qualified to transact business in the State of Colorado, hereinafter called "Surety", are held and firmly bound unto the City of Aspen, a Colorado home rule municipality, as Obligee, hereinafter called "City", in the amount of : Ninety Thousand Four Hundred Ten and 00 /100 ($90,410.00 ), In lawful money of the United States for payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly unto these present. WHEREAS, Principal has by written agreement dated February 28, 2011, entered into a contract with the City for a project entitled: Installation of a new fire suppression system in Aspen City Hall (protect no.2010 -081) in accordance with the Contract Documents which Contract Documents is by reference made a part hereof, and is hereinafter referred to as the Contract. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if Principal shall promptly make payment to all claimants hereinafter defined, for all labor and material used or reasonably required for the use in the performance of the Contract, then this obligation shall be void; otherwise it shall remain in full force and effect, subject, however, to the following conditions: 1. A Claimant is defined as having a direct contract with the Principal or with subcontractor of the Principal for labor, material, or both, used or reasonably required for the performance of the Contract, labor and material being construed to include that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment directly applicable to the Contract. 2. The above -name Principal and Surety hereby jointly and severally agree with the City that every claimant as herein defined who has not been paid In full before the expiration of ninety (90) days after the date on which the last of such claimant's work or labor was done or performed or materials were fumished by such claimant, may sue on this bond for use of such sums as may be Justly due claimant, and have execution thereon. The City shall not be liable for the payment of any costs or expenses of any such suit. 3. No suit or action shall commence hereunder by any claimant: (a) Unless claimant, other than one having a direct contract with the Principal shall have given written notice to any of the following: The Principal, the City, or the Surety above named, within ninety (90) days after such claimant did or performed the last of the work or labor, or furnished the last of the material for which said claim is made, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were fumished, or for whom the work of labor was done or performed. Such notice shall be served by mailing the same registered mail or certified mail, postage prepaid, in an envelope addressed to the Principal, City or Surety, at any place where an office is regularly maintained for the transaction of business, or served in any manner in which legal process may be served In the State of Colorado. YB1- 971.doc "YB1 Page: 1 (b) After the expiration of one (1) year following the date on which Principal ceased work on said Contract, it being understood, however, that if any limitation embodied in this Bond is prohibited by any taw controlling the construction hereof, such limitation shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by such law. (c) Other than in a state of competent jurisdiction in and for the County of Pitkin, State of Colorado. 4. The amount of this Bond shall be reduced to the extent of any payment or payments made hereunder, Inclusive of the payment by surety of liens or claims which may be filed of record against the improvement(s), whether or not claim for the amount of such lien be presented under and against this Bond. 5. This Bond is intended to be in satisfaction of, and in addition to, the bond required pursuant to Section 38 -26- 105, C.R.S., as amended. 6. No final settlement between the City and Principal shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied. SIGNED AND SEALED this 28th day of February , 2051. PRINCIPAL: We • • _ - - tes Fire Protection Coma 1 . or By: !1 = Attest: '_ Title: ; AVM / r i SURETY)/ Arch Ins ance Com.any (seal) By: I I� ' /e 4 _ I Attest: Title: Bruce N. Telander, Attorney — in — Fact NOTE: Accompany this bond with certified copy of General Power of Attorney from the Surety Company to include the date of the bond. (Date of Bond must not be prior to date of Contract). If Principal is a Partnership, all partners should execute Bond. • YB1- 971.doc "YB1 Page: 2 Bond No. 1110336 MAINTENANCE BOND KNOW ALL PERSONS BY THESE PRESENTS, That we, the undersigned, as Western States Fire Protection Company of Centennial, Colorado as Principal, hereinafter referred to as "Principal ", and Arch Insurance Company a corporation organized under the laws of the State of Missouri , and qualified to transact business In the State of Colorado, as "Surety' are held and firmly bound unto the City of Aspen, Colorado, as obligee, hereinafter referred to as "City," in the penal sum of: Ninety Thousand Four Hundred Ten and 00 /100 Dollars ($ 90,410.00 ), lawful money of the United States of America, for the Payment of which sum, well and truly to be made to the City, we bind ourselves, and our heirs, executors, administrators, successors, and assignees, jointly and severally, by these presents: WHEREAS, said Principal has entered into a written Contract with the obligee dated February 28, 2011 28M, for furnishing all equipment, labor, tools and materials for: the installation of a new fire suppression system in Aspen City Hall In accordance with detailed plans and specifications on file In the office of the City Clerk of said City, a copy of which Contract is attached hereto and made a part hereof. NOW THEREFORE, The conditions of the foregoing obligations are such that if the said Principal shall well and truly perform all the covenants and conditions of this Contract on the part of said Principal to be performed, and repair or replace all defects for a period of two year(s) as provided herein, and protect and save harmless the City of Aspen, Colorado, from all loss and damages to life or property suffered or sustained by any person, firm or corporation, caused by said Principal or his agents or his employees, in the performance of said work, or by, or in consequence of any negligence, carelessness, or misconduct in guarding and protecting same, or from any improper or defective equipment or materials used in the work, or other damages, costs and expenses and set forth in such Contracts, then this obligation shall be void otherwise to remain in full force and effect In law. This Bond guarantees that the material and equipment furnished and used, and workmanship employed in the performance of the work described in this Contract will be of such character and quality as to Insure it to be free from all defects and in continuous good order and in a condition satisfactory to the Governing Body of the City of Aspen for a period of two year(s) from the date of the issuance of the Certificate of Completion. This Bond guarantees that the said Principal will keep and maintain the subject work without additional charge or cost to the City of a period specified, and make such repairs or replacement of any defective construction as the City may deem necessary. MB1.971.doc "MBI Page: 1 The said Principal shall not be required to maintain any part of the improvement under this guarantee which, after its completion and acceptance shall have been removed or altered by the City or its agent. SIGNED AND SEALED this 28th day of February 2011. PRINCIPAL: Weste - -States Fire Protection Com... al) By: Attest: _/■ - Title: A 1 % ` ✓a. SURETY - Arch insurance .any (seal) By: SL �_ Attest: Title: Bruce N. Telander, Attorney -in -Fact (Accompany this bond with certified copy of General Power of Attorney from the Surety Company to Include the date of the bond.) MB1- 971.doc "MB1 Page: 2 ACKNOWLEDGMENT OF CORPORATION State of COLORADO ) ) ss. On this 2Z day of reycoa•.,, 2011 County 04 44101 ) before me appeared jt - AAA to me persona ly known, who, being by me duly sworn, dl-d say that is the `1/61 MAC*4/ryt of WESTERN STATES FIRE PROTECTION COMPANY _ , a corporation, that the seal affixed to the foregoing instrument is the corporate seal of said corporation, (If no seal, so state, and strike out above as to corporate seal) and that said instrument was executed in behalf of said corporation by authority of its Board of Directors; and that said 17 cbArtk acknowledged said instrument to be the free act and deed of said corpora \ pTAq4,, •� No /' fc 3OhV6 County, " 2A0 � J My o -0. on expires 3 -S 210y ■I � ` OF C01.O -- My Commiss.-,„,..; - ° . 1 ACKNOWLEDGMENT OF CORPORATE SURETY State of MINNESOTA ) ) ss. On this 28 day of February 2011 County of HENNEPIN ) before me appeared Bruce N. Telander to me personally known, who, being by me duly sworn, did say that he is the Attorney -in -Fact of ARCH INSURANCE COMPANY a corporation, that the seal affixed to the foregoing instrument is the corporate seal of said corporation and that said instrument was executed in behalf of said corporation by authority of its Board of Directors; and that said Bruce N. Telander acknowledged said instrument to be the free act and deed of said corporation. NICOLE MARIE NELSON . z _ -_ NOTANVPUBUC- MINNESOTA; Notary Public County, yr Canmiuion Expires Jan. 31, 2015 } My commission expires 222 r r POWER OF ATTORNEY Know All Men By These Presents: That the Arch Insurance Company, a corporation organized and existing under the laws of the State of Missouri, having its principal office in Kansas City, Missouri (hereinafter referred to as the "Company") does hereby appoint Bruce N. Telander, R.W. Frank, John P. Martinsen, R. Scott Egginton, Donald R. Olson, John E. Tauer, Linda K. French, Nicole Nelson, Rachel Thomas, Joshua R. Loftis, Brian J. Oestreich and Craig Remick of Minneapolis, MN (EACH) its true and lawful Attomey(s }in -Fact, to make, execute, seal, and deliver from the date of issuance of this power for and on its behalf as surety, and as its act and deed: Any and all bonds and undertakings EXCEPTION: NO AUTHORITY is granted to make, execute, seal and deliver bonds or undertakings that guarantee the payment or collection of any promissory note, check, draft or letter of credit. This authority does not permit the same obligation to be spilt into two or more bonds in order to bring each such bond within the dollar limit of authority as set forth herein. The Company may revoke this appointment at any time. The execution of such bonds and undertakings in pursuance: of, thbge presents: shall be as binding upon the said Company as fully and amply to all intents and purposes, as if the, same had .been duly executed and acknowledged by its regularly elected officers at its principal office in Kansas City, Missouri.. This Power of Attomey is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on March 3, 2003, true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being In full force and effect: "VOTED, That the Chairman of the Board, the President, or any Vice President, or their appointees designated in writing and filed with the Secretary, or the Secretary shall have the power and authority to appoint agents and attorneys -in -fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, recognizances, contracts of indemnity and other writings, obligatory in the nature thereof, and any such officers of the Company may appoint. agents for acceptance of process." This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on March 3, 2003: VOTED, That the signature of the Chairman of the Board, the President, or any Vice President, or their appointees designated in writing and filed with the Secretary, and the signature of the Secretary, the seal of the Company, and certifications by the Secretary, may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on March 3, 2003, and any such power so executed, sealed and certified with respect to any bond or undertaking to which it is attached, shall continue to be valid and binding upon the Company, 00ML0013 00 03 03 Page 1 of 2 Printed in U.S.A. In Testimony Whereof, the Company has caused this instrument td be signed and its corporate seal to be affixed by their authorized officers, this 5th day of August , 20 09 Arch Insurance Company Attested and Certified e y a flc e • 0 � „n � Niuu / / A Martin J. Nil F Secretary Mark C. Vonnahme, Executive Vice President STATE OF PENNSYLVANIA SS COUNTY OF PHILADELPHIA SS I, Brian C. Kuhn, a Notary Public, do hereby certify that Martin J. Nilsen and Mark C. Vonnahme personally known to me to be the same persons whose names are respectively as Secretary and Executive Vice President of the Arch Insurance Company, a Corporation organized and existing under the laws of the State of Missouri, subscribed to the foregoing - instrument, appeared before me this day in person and severally acknowledged that they being thereunto duly authorized signed, sealed with the corporate seal and delivered the said instrument as the free and voluntary act of said corporation and as their own free and voluntary acts for the uses and purposes therein set forth. COMMONWEALTH OF PVINWI.VAMA NOTARIAL SEAL Brian C. Kuhn, Notary Public Brian C. Kuhn, Notary Public City of Philadelphia, Philadelphia County My commission expires 12 - 2011 CERTIFICATION My commission expires December 06 ,2011 1, Martin J. Nilsen, Secretary of the Arch Insurance Company, do hereby certify that the attached Power of Attomey dated May 1, 2008 on behalf of the person(s) as listed above is a true and correct copy and that the same has been in full force and effect since the date thereof and is in full force and effect on the date of this certificate; and I. do further certify that the said Mark C. Vonnahme, who executed the Power of Attorney as Executive Vice President, was on the date of execution of the attached Power of Attomey the duly elected Executive Vice President of the Arch Insurance Company. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the co e eal of the Arch Insurance Company on this 28 day of February , 2011 Martin en, Secretary This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically named therein and they have no authority to bind the Company except in the manner and to the extent herein stated. PLEASE SEND ALL CLAIM INQUIRIES RELATING TO THIS BOND TO THE FOLLOWING ADDRESS: Arch Surety 3 Parkway, Ste. 1500 Philadelphia, PA 19102 ` •"R 00ML0013 00 03 03 Page 2 of 2 � Nbraad Printed in U.S.A.