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HomeMy WebLinkAboutresolution.council.069-11 RESOLUTION # (Series of 2011) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN AND DAN'S WATER WELL AND PUMP SERVICES, INC. FOR A TEST WELL TO DETERMINE GEOTHERMAL ENERGY POTENTIAL AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a contract for a test well to determine geothermal energy potential, between the City of Aspen and Dan's Water Well and Pump Services, Inc, a true and accurate copy of which is attached hereto as Exhibit "A "; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, That the City Council of the City of Aspen hereby approves that Contract for a test well to determine geothermal energy potential, between the City of Aspen and Dan's Water Well and Pump Services, Inc, a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager to execute said agreement on behalf of the City of Aspen. INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on the day of October 2011. � Michael C. Ireland, 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 October 11, 2011. / AtAgtii, Kathryn S. Koch, City Clerk C / 4 "\ The Mt ally CITY OF ASPEN STANDARD FORM OF AGREEMENT - 2009 PROFESSIONAL SERVICES City of Aspen Project No.: 2011 -067. AGREEMENT made as of t I day of October, in the year 2011. BETWEEN the City: Contract Amount: The City of Aspen c/o Canary 130 South Galena Street Total: $172,850.00 Aspen, Colorado 8161 I 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 Dan's Water Well and Pump Services, Inc. until it has been approved by the City Council of the City of Aspen. c/o Ivan Nahlik 8200 Collier Canyon Road City Council Approval: Livermore, CA 94551 Phone: 888 - 326 -9355 Date: October 11, 2011 Resolution No.: For the Following Project: Test Well to Determine Geothermal Energy Potential Exhibits appended and made a part of this Agreement: Exhibit A: Scope of Work. Exhibit B: Hourly 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 November 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 earned 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 Toss of any kind whatsoever, which arise out of or are in any manner connected with this contract, if such injury, Toss, 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 Governmental 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 Intergovernmental 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 Risk Management 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 "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 governed 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: PROFESSIONAL: 3 a h S V V Wt eN VI/ d ( K t,mA o J FNVt tL .E [Signmme] [Signature] By: f e ff By: 4 h via NGLGIlirL [Name] [Name] Title: C'r T /70 1c Title: ° tt h t Date: / 0 — O —r/ Date: Q (7- 3 0 — 02 Approved as to form: City Attorney's Office Agreement Professional Services Page 9 EXHIBIT A Scope of Work Approval to drill the test well will be obtained by the City of Aspen. The test well shall be completed in the Leadville Limestone Formation, which subcrops beneath the Roaring Fork alluvial aquifer about 1,000 to 1,500 feet east of the test well site and dips about 50 degrees to the west north -west. The formation is approximately 300 feet thick and borehole verticality must be monitored at regular intervals and maintained within a margin of 5 percent. Measures must be in place to prevent the release of drilling fluids and drill cuttings into the Roaring Fork River. All drilling activity must comply with the Colorado State Engineer's Geothermal Rules (2CCR 402 -10) and the Water Well Construction Rules (2CCR 402 -2). The ground water temperature is forecast to be less than 120 °F, and the static head is expected to be below the ground surface. However, the drilling contractor should assume Type A geothermal conditions and should provide adequate blowout prevention equipment and other devices to prevent the uncontrolled release of fluids into the Roaring Fork River and shall provide protective equipment for on -site personnel. The borehole will penetrate through glacial- fluvial deposits associated with the Roaring Fork River, Belden Shale Formation deposits (confining layer), and the Leadville Limestone Formation (Type 1 aquifer). Therefore, well construction must adhere to Rule 10 of the Water Well Construction Rules in terms of drilling, casing, annual space, and positive displacement grouting specifications, and use of centralizers. However, the aquifer shall be an open -hole completion. The selected contractor will be responsible for conducting geophysical logging and shall include cement bond (casing strings only), caliper, resistivity, gamma density, and spontaneous potential (of the open borehole reaches). Drilling should be accomplished by either the air rotary or cable -tool methods. Due to the site and geologic conditions a truck- mounted, top drive air -rotary or cable -tool rig would be well - suited for the drilling project; the drill area will be fenced and noise mitigation will be used in compliance with the City of Aspen construction noise ordinance (noise levels at the nearest property line must be 80 decibels or less). Once completed, the well will be capped with a locking lid and made flush with the gravel parking lot, to allow for future monitoring. Emergency vehicles must be able to access all properties on Neale Ave and Queen Street. Drill cuttings must be removed regularly to a pre- approved location. The main goals of the projects are to achieve the following: • Provide access to geothermal resources for testing and data collection. • Minimize negative impacts on area neighbors, park visitors, and the community. Agreement Professional Services Page 10 Dan's Water Well and Pump Services, Inc. agree to provide the following: • All labor and equipment necessary to complete the Scope of Work including mud mix additives, spare parts, maintenance and lubrication materials, signage, tie -downs and protective materials, and miscellaneous tools. • Mobilize equipment and personnel to test well site and set up • Prepare site for construction • Drill 12" diameter bore-hole at least 10% of total estimated depth of the completed test well and at least 10' into the Beldon Shale formation while obtaining samples of drill cuttings. • Set 8 5/8" domestic steel casing to bottom of 12" bore-hole using centralizers every 40' • Pump neat Portland type II cement from bottom to surface thru annulas • Standby 24 hours to let cement harden • Perform cement bonding log • Install blow out prevention equipment onto 8 5/8" casing • Drill 7 7/8" hole to a total depth of 1000' obtaining samples of drill cuttings representative of each 10' drilled, monitor and record temperature at surface discharge of fluids each 20' drilled. • Perform bore -hole caliper measurements and E- logging • Demobilization of equipment • Perform temperature measurements of aquifers with maximum recording thermometer and at a total depth of borehole. • Perform well site restoration • Obtain the necessary pipe and casing materials to meet the RFP specifications with all appropriate certifications and licenses. • The Professional agrees to hire a Roaring Fork Valley -based engineering firm to assist with the project. The test well project will be partially funded by American Recovery and Reinvestment Act funds through the Colorado Governor's Energy Office. This grant requires that the project use materials and manufactured goods (such as drilling fluid, drill bits, well casing, and cement) made in the U.S. as much as possible. The City agrees to allow excess water to be filtered out to acceptable turbidity limits similar to regular storm water and allow it to be discharged into the city storm system. Dan's Well and Pump Services reduced the cost as indicated on Exhibit B. Agreement Professional Services Page 1 I EXHIBIT B Fee Schedule 1. Mobilize equipment and personnel to test site and set up $19,500 2. Prepare site for construction $ 6,500 3. Drill 12" diameter borehole and obtain sample drill cuttings $ 6,500 4. Set 85/8" domestic steel casing and centralizers $ 4,800 5. Pump cement from bottom to surface $ 3,800 6. Standby 24 hour for cement to harden $ 4,800 7. Perform cement bonding log $ 550 8. Install blow out prevention equipment $ 2,850 9. Drill 7 7/8" hole to 1000 feet $57,000 10. Perform borehole caliper measurements and logging $ 7,800 11. Demobilization $19,500 12. Perform temperature measurements $ 4,500 13. Perform well site restoration $ 3,500 14. Equipment rental $20,900 15. Onsite Engineer $10,800 16. Disposal of cuttings and spoils $ 4,250 17. Hotels/Accommodation /Meals $ 5,500 Subtotal $183,050 Less modification to Scope of Work discount - 10,200 Total Cost $172,850 In the event that additional drilling beyond 1,000 feet is required, the City will pay an additional $58 /foot, providing water volumes from the hole remain low enough to use air only and $68 /foot in the event that water volumes require mud to be used up to a maximum of 1,500 feet. Payment Schedule The City agrees to the following pay schedule: • Mobilization to be paid upon setting up drilling equipment and system • Remaining contract price to be paid 50% after reaching depth of 500 feet • Balance to be paid within 10 days after completion and receipt of final invoice Agreement Professional Services Page 12