HomeMy WebLinkAboutresolution.council.043-99 RESOLUTION NO. 43
(SERIES OF 1999)
A RESOLUTION GRANTING THE PROFESSIONAL SERVICES AGREEMENT TO
LORIS AND ASSOCIATES, INC. TO COMPLETE A FINAL DESIGN FOR THE
DOWNTOWN ENHANCEMENT AND PEDESTRIAN PLAN IN ASPEN, AND
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENTS ON
BEHALF OF THE CITY OF ASPEN.
WHEREAS, there has been submitted to the City Council professional services
agreement for Loris and Associates, Inc. of Boulder, Colorado to complete final designs for
construction for the Downtown Enhancement and Pedestrian Plan.
NOW. THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF ASPEN, COLORADO.
Section One
That the City Council of the City of Aspen hereby approves that the contract between
the City of Aspen, Colorado, and Loris and Associates, Inc: 2735 Iris Ave., Suite B, Boulder,
Colorado, 80304; telephone number (303) 444-2073, and does hereby authorize the City
Manager to execute said contract in the amount of $107,000 on behalf of the City of Aspen.
Dated: P'//~ /
~ Ir John/6. Bennett, Mayor
I, Kathryn Koch, duly appointed and acting City Clerk do certify that the foregoing is a true
and accurate copy of that resolgtion adopted~,,.by the City Council Of the City of Aspen,
Colorado, at a meeting heldX~P~ ~ ,
[999.
-- - kathryn S. K~th, ~ity Clerk
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AGREEMENT FOR PROFESSIONAL SERVICES
(Under $25,000 Total Compensation Per Project)
This Agreement made and entered on the date hereinafter stated, between the CITY OF
ASPEN, Colorado, ("City") and, Loris and Associates, Inc. ("Professional") for Transportation,
Structural Design and Construction Management Services.
For and in consideration of the mutual covenants contained herein, the parties agree as
follows:
1. Scope of Work. Professional shall perform in a competent and professional
manner as defmed in this agreement and a written Scope of Work to be set and accepted by the
City for forthcoming project(s), labeled Exhibit "A", attached hereto and by this reference
incorporated herein. The Work to be performed shall include feasibility studies, traffic studies,
preparation of technical reports, design of streets, intersections, trails, pavements, bridges,
buildings, miscellaneous structures and site improvements.
2. ComDletion. 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 December 1, 1999. 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. Pavment. 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 $107,000.00. 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. N on- Assilmabilitv. Both parties recognize that this contract is one for
professional 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 negligent, 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
Page 1
employee of the Professional to the extent of the subcontract. The City shall not be obligated to
payor be liable for payment of any sums due which may be due to any sub-contractor.
5. Termination. The Professional or the City may terminate 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 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.
6. Covenant Al!ainst" Continl!ent Fees. The Professional warrants that s/he has not
employed or retained any company or person, other than a bona fide employee working for the
Professional, to solicit or secure this contract, that s/he has not paid or agreed to pay any
company or person, other than a bona fide employee, any fee, commission, percentage,
brokerage fee, gifts or any other consideration contingent upon or resulting from the award or
making of this contract.
7. IndeDendent 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, to the extent such injury, loss, or damage is caused in whole or in part by, the negligent
Page 2
act, omission, error, 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 fmal 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 and legal fees 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 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) Workmen's 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 DOLI,ARS
($500,000.00) disease - each employee. Evidence of qualified self-insured status may be
substituted for the Workmen's 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,
Page 3
,
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, except for professional liability, 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 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, condi-
tions, 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. Policies shall not be canceled, terminated or materially .
changed unti1 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 agllinst monies due to
Professional from City.
(t) City reserves the right to request and receive a certified copy of any policy and any
endorsement thereto.
Page 4
(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 Inununity 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. Citv'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 Property/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. Comoleteness of Al!reement. 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.
12. Notice. Any written notices as called for herein may be hand delivered to the
respective persons and! or addresses listed below or mailed by certified mail return receipt
requested, to:
City:
Amy Margerum, City Manager
City of Aspen
130 South Galena Street
Aspen, Colorado 81611
Professional:
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.
Page 5
15. Execution of Al!reement bv Citv. This agreement shall be binding upon all
parties hereto and their respective heirs, executors, administrators,successors, and assigns.
16. 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.
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 hereinafter written.
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 hereinafter written.
Page 6
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ATTESTED BY:
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WITNESSED BY:
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Date:
Date:
CITY OF ASPEN, COLORADO:
By: )1;;L I~
Title: ~6tt( ~
2- - ?--r5 ~ et!'l
PROFESSIONAL:
Loer..;;; AA-lt/ A~Mr6
By: ~;;~
Title: J~/(}~
PSl-97l.doc
Page 7
ASPEN PEDESTRIAN IMPROVEMENTS DELIVERABLE CHECKLIST
It Sheet Name Responsibility of Comments PRELIM. FINAL
1. Title o Loris o Location Plan, Project Description, Index of 6/30 8/2
Sheets. Use as much ofDWl sheet as Dossib1e.
2. Standard Plans List . Loris o Identifv CDOT M&S Standards to be used 8/2
3. Typical Section & o Loris 0 8/2
General Notes
4. Summary ofApprox. o Loris 0 8/2
Ouantities .
5. Snmmary of Approx. o Loris 0 8/2
Quantities 0
6. Removal Tabulations o Loris 0 . 8/2
7. Street Tabulations . Loris 0 8/2
8. Drainage Tabnlations . Loris 0 8/2
9. Streetscape Tabulations oDWl 0 8/2
10. Misc. Tabulations o Loris 0 8/2
11. Existing Conditions o Survevor o Signed and sealed too c1rawin.. 6/30
12. Existing Conditions o Survevor oSee #12 above . 6/30
13. Demolition Plan #1 o Loris - Dan o Depict limits of curb, sidewalk, tree, pavement, 6/30 8/2
... removals. DWl to make finaI detennination
of tree removal and protection procedures. Loris
and DWl to work together on sidewalk removal
limits. Loris and DWl to perform additional
fieldwork to measure existing conditions for
finaI detailin".
14. Demolition Plan #2 o Loris - Dan oSee #13 above 6/30 8/2
15. Demolition Plan #3 o Loris - Dan oSee #13 above 6/30 8/2
16. Horizontal Control & o Loris - Keith o Defme basis of bearings and project horizontal 8/2
Layout and vertical control
17. Paving Plan & Profile #1 o Loris - Keith o Defme curb geometry, street paving and 6/30 8/2
(1"=20') concrete sidewalk elevations. Loris to develop
sidewalk elevations based on existing survey
info, previous DWl grading study and street
. eeometrv.
18. Paving Plan & Profile #2 o Loris - Keith oSee # 17 above 6/30 8/2
19. Paving Plan & Prof1le #3 o Loris - Keith oSee # 17 above 6/30 8/2
20. Storm Sewer Details #1 o Loris - Keith o Connect inlets to new storm line - 6/30 8/2
21. Storm Sewer Details #2 o Loris. Keith oSee # 21 above 6/30 8/2
22. Lighting Plan & Details o Clanton Engineering o One line diagram depicting conduit to lights and 6/30 8/2
(Nancy Clanton outlets. Depict connection to power source.
hesitates doing this Loris will coordinate connection location and
project because Street requirements with city. DWl to coordinate light
Liehtine standards are locations.
notbeingmet. We
are in the process of
finding another
e1ectrical/lighting
eDeineer.
23. Traffic Signal Detals o TransPlan o Coordinate relocating traffic control box with 6/30 8/2
CDOT. Sheet to denict relocation details.
24. Snowmelt Details o Beaudin Ganze o Beaudin Ganze will coordinate existing 6/30 8/2
snowmelt systems with property owners and
write a letter recommendations report. DWl will
make inltial contact with these property owners
to set up meetings. DWl will contact all other
property owners to determine if they want
snowmelt capabilities built into their sidewalks .
(at their expense). Snowmelt conduit detailing
will be red-lined by Beaudin Ganze and detailed
by Loris.
Loris and Associates
6/1/99 -. Page 1
ASPEN PEDESTRIAN IMPROVEMENTS DELIVERABLE CHECKLIST
# Sheet Name Responsibility of Comments PRELIM. FINAL
25. !\fise. Utility Details o Loris 0 8/2
26. Structural Details at o Loris. Dau o Depict details for rigid cauopy fmal aud 6/30 8/2
Porehes.. . temnorarv sunnort coucents .
27. Streetseape Plan #1 oDWI o Show paving patterns, saudstone, lights, tree 6/30 8/2
(1"=10') grates, narking meters aud street furniture
28. Streetseape Plan #2 oDWI oSee # 28 above 6/30 8/2
29. Streetseape Plan #3 oDWI oSee # 28 above 6/30 8/2
30. StreetseaDe Plan #4 oDWI oSee # 28 above 6/30 8/2
31. Streetseape Plan #5 oDWI oSee # 28 above 6/30 8/2
32. Streetseape Details oDWI o Detail streetscape items. DWI will develop 6/30 8/2
working drawings for the Kiosk, Leaning Rails
. Artist Bench (at conifer)...a Beg,'Peap1e
lIrRh1TljI 1::'':'''_'''_~_. Loris will assist with
structural asnects of these items.
33. Streetseape Details oDWI oSee # 32 above 6/30 8/2
34. Planting Plan oDWI o SpecifY species, type, size, location. P1auting
mediums.
35. Planting Plan oDWI oSee # 34 above
36. Planting Plan oDWI oSee # 34 above
37. Irrigation Plan and o DWI (to subconsult o PIau to depict tie.in aud new line locations. 8/2
Details this work to another Details to depict controls, valves...
comnauv)
38. Signing & Striping #1 o Loris . Keith o Final street sirning aud StriDing. 8/2
39. Signing & Striping #2 o Loris. Keith o Final street sirning aud StriDing, 8/2
40. Construction Phasing o Loris. Keith o Depict general phasing concepts aud how stores 6/30 8/2
will remain open. This drawing may be used to
depict overall phasing if it is determined that the
entire project cau not be constructed in one
season.
41. Construction Phasing o Loris. Keith o Depict general phasing concepts aud how stores 6/30 8/2
will remain open. This drawing may be used to
depict overall phasing if it is determined that the
entire project cau not be constructed in one
. season.
SNOWMELT REPORT o Beaudin-Gauze o Letter Report with snowment coordination
findings aud recommendations. To include
possibility of widening existing systems, adding
veneer on top of existing systems aud placing
conduit in all sidewalk slabs.
PROJECT MANUAL o Loris o Loris to put together basic manual with Aspen
Front End. Loris aud DWI to provide technical
sDecifications as necessary.
FINAL COST o Loris & DWI o Itemized cost estimate.
ESTIMATE
PUBLIC MEETING oDWI o Five (5) color presentation boards to display
BOARDS overall project concept aud streetscape details.
This is the resident's last chauce to comment on
the design. Slight streetscape modifications may
be reauired at this time.
NOTE: The drawing 0 0
package and bid items
will be bid according to
CDOT standards,
including 11 "x17"
drawing format if
possible. .
Loris and Associates
6/1/99 -- Page 2
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AGREEMENT FOR PROFESSIONAL SERVICES
AMENDMENT #1
This Agreement made and entered on the date hereinafter stated, between the CITY OF
ASPEN, Colorado, ("City") and Loris and Assoc. Inc, ("Professional").
For and in consideration of the mutual covenants contained herein, the parties agree as
follows:
1. Scope of Work. Professional shall perform in a competent and professional
manner the Scope of Work as set forth at Exhibit "A" and "A-1" 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 July 30, 2000. 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 $135,723 . 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 contract 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
payor be liable for payment of any sums due which may be due to any sub-contractor.
5. Termination. The Professional or the City may terminate this Agreement, without
specifying the reason therefor, by giving notice, in writing, addressed to the other party,
PSl-971.doc
Page 1
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 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.
6. Covenant Against Contingent Fees. The Professional warrants that s/he has not
employed or retained any company or person, other than a bona fide employee working for the
Professional, to solicit or secure this contract, that s/he has not paid or agreed to pay any
company or person, other than a bona fide employee, any fee, commission, percentage,
brokerage fee, gifts or any other consideration contingent upon or resulting from the award or
making of this contract.
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 shalt 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
PSl-971.doc
Page 2
. ; ~
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 fmal 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 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) Workmen's 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 Workmen's 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
Page 3
PS j-971. doc
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 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, condi-
tions, 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.
(t) 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.,
PSl-971.doc
Page 4
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 Property/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.
I I. 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.
12. Notice. Any written notices as called for herein may be hand delivered to the
respective persons and/or addresses listed below or mailed by certified mail return receipt
requested, to:
Ed Sadler, Asset Mgr.
City of Aspen
130 S. Galena
Aspen, CO 816H
Pete Loris
Loris and Assoc. Inc.
5775 Flatiron PKWY- #207
Boulder, CO 80301
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. Notwith-
standing 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
PSl-971.doc
Page 5
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. 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.
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 hereinafter written.
[SIGNATURES ON FOLLOWING PAGE]
Page 6
PSl-97l.doc
ATTESTED BY:
~. v11.~
, ~
WITNESSED BY:
~ .L~q~i~
Date:
Date:
CITY OF ASPEN, COLORADO:
By: ~cY~~~
Title: C '7 rr "~~P"'-
/"
""2- - )..-Q'..,p '"
PROFESSIONAL:
itJJel7 4J1f A~c/ 1f~P7
By: ~f,~
Title: fftt7lft:t.f{
'2.1.00
P81-971.doc
Page 7
~an-27-00 06:37P Lar;s
303 444 0611
P.03
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.....
....
LORIS
VEPP Construl:tion Manal':elllent. Vee Propo$al
,hnuM)' H. 2000 .. Pag" :2
Table 1 depict:; an eRtirnated fee or $28,72:1 including subconsult.ants and
reimbursihlc$. We will bill our ser\'ic~s a~cording to t.he rate~ iadicated on the Fe~
Workshcet, in aCI)ordance wi l.h our exi~t.in!: conUact with tht;! City of A~pen.
. TABU;.1 - 101;1, VICRII.'lJ u,].;r
ESn~m) IIX.IR' I~'ll TASK 'lUrAL lUfAL
TASK II<l>(R1PTION Prinaml F....vn ~""V] ()-,. C.MI}\(mn IIlI.R; ~}lo;
$12U 9J!; llIU $SO . $45
!k-hiU nut!,\: . :!I.l
Pn.."'<Innu::r:inn m::t:tirw 8 ~il
l'illdl>O!l:lhrnlgh l1l.*ti,\; 8 $l>'fl
ArZ\~T hid q,a:silX!; 2 >14<1
J;oj.~L'l\ai1lii1 ., 0 $1AO
COl:'ll'al..llr.':du:tioo 2 ""1
StI:'.{J[1rn\I,iJ~rt:Vi(,,,,,. I 12 11m
Cormu::j('Xlc:'!~ill:~riI't(: (6 crill-i) 21 41 71 lO.72!)
A:,'''lilt dr_will>' . 4 if 2I1 .51.121)
P.J~.1illr CM ( Sl
.bnlWllsc:imno 4( (I 64 I ( 121' $11,oIlO
Nr 1'Is- 11..urihr $$.S20 III $5,121) $!Ill Sl 121 :)1\.400
RlilMlIIIRSAIIU: Exl":!'N'-S
Mkag: (lJ trir.:r:,:) Sl.2tll
li1lgirg ((, ';grl') 5750
ftt d.:m (~ da)'s) $2;1)
AlA <\."i.b.Dlt<;t (112 ~;<:r) i<nl
Pt::u.lin (arv.e =
'lhlll'J'l.an ~11
rl.~il:1'l ~:;l\:.,l ('W'iLh pjrrhJr!iihlC"i) $11,21$
&i:u.n;ultllX Mark-liP (IO~l SL31l<
SUOdlll A&;nb.Jrm:JI. (~ SI7,28.'
N'f'lltltlMATEFIiJo:.: $2ll,7Z3
Lori8 ami AS8ociatc$ is once 3!:uin lookiu!; filrwaru 1;0 workin!; with you on thi$
oxcitin~ project.. if this PI'opo,,,1 i~ acecptah]~, plc"se return a signed copy 1.0 our
office.
~iI)cercly,
The timcc of
Loris and Assodatcs, Inc.
pe~~
President
Accept.ed by:
D"te
Ja~-27-00 06:37P Loris
303 444 0611
P.04
- -~-
LORIS
BILLING RATES $/H R^
Principal Engineer $120.00 .
Senior Proiect Manaqer $100.00
Senior Roadway Enaineer VI $95.00
Senior Bridae, Enaineer VI $90.00
Proiect Enaineer V $80.00
Associate Enqineer IV $75.00
Assistant EnClineer III $70.00
Junior Engineer II $65.00
Senior Construction Engineer $65.00
Construction i:ngineer $50.00
Senior Bridge Insoector $65.00
Senior AutoCAD Technician . $50.00
AutoCAD Technician $45.00
AdministrativE! Assistant $45.00 i
SUBCONSUL T ANTS
Subconsultants Will Be Billed At Cost Plus 10%
REIMBURSABLE EXPENSES COST !
-
Mileaae $0.35/mile
BlueDrintina $0.20/sf
Coovina SeNice $0.10/copy
Facsimile{seri"Ci and receive) . $0.50/Dace
Plots for Submittals $20/sht
Half-size Plots for Submittals $5/sht
Cell Phone Actual Cost
Other R,~imbursable Expenses Will Be Billed
At Cost Plus 10%
...-.J-1
..-.J-1
..-.J-1
....
....
LORIS
.2000
Fee
Schedule
. AND
.,
>NGINCCRS
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(~)N';UlTING
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SUITE 10 I
DOUl r)FR
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303-111.7013
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Jan-27-00 06:37P Lor;s
303 444 0611
P.OS
D"~I,!o!:rl WlIl'l...-b"I,.,lrw
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January 21. 2000
\'!''''111,1",-".I"
Mr. Pete Loris
Loris and Associates
5775 Flatiron Parkway, Suite 207
Boulder Colorado 8030 I
$.'llf~f.!VED
JAN 21, lOOO
I . III I .I' I \ I. ~ In ,; I I , '.
;'11111
\ i)Rllj .~ ~);jil.AAji~, ,iIi.
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q"; t <r"., ,~ '..1.1
.i:l:il.
Re:
Downtown EnhaneemE,nt and Pedestrian Plan Implementation
Construction Administrlllion/Observation Services P.r<)posa[
(Project No. 2157)
'i-I' 'I"f) I ;('. .
\;':1 t'1l1"~" r "
11".i,",
1.,;.1'-'''1111.,1,
Dear PelC:
I..!.. 1.1..,
I,.!',I;\:
This subeonsullanl Letter Agreement is entered inlo between Design Workshop, Inc. and
Loris and Associatcs (hereinafter referred to as "Loris"), with Clie!'t a.s City of Aspen,
nwners or reputed owners of the property to be benefited by Design Workshop's services
dcseri bed as:
1'!.",'"",
''':.1''-; !.
I,,,
Phase One Project Area: Public rights-or-way at Main and Mill Streets
intersection, Mill Street between Main Street and Ilyman A venue, and Hyman
A venuebelween Mill Street and Monarch Avenue.
1. SCOPE OF WORK
The scopt! of work to be perfonncd by Design Workshop in connection with Ihis
agreemcnl is as follows:
Task 1:
Bidding and Negotiation
Design Workshop shall assist L(lris and the Client in value engineering,
obtaining bids and negotiating conlracts where work pert.,ins to the
construction outlined in Design Workshop's drawings as prepared in
earlier SC')PC of work. This work shall occur in the period prior to
awarding a constructi,)n contract and after the completion of Construction
Documents. I'ull" Issued Fl)r Construction" (IFC) documents shall be
completed by Design Workshop thal shall fully integrale all value
engineered, if any, ilems into the documents.
DESIGNWOHKSHOP
Jan-27-00 06:37P Loris
303 444 0611
P.06
DEPI~ (mplcmcntadon"'-Biddin!!lNe~(1Iiulion.and ConslrLlction Administration
(No. 21,7)
p~2
Ocsign Workshop will
I. Participilte in ene (I) ['re.Bid confenmce with bidders and sub
contractors to lLnswer any questions the contractor may have
concerning scope of work, construction documems. or contract
procedures with Client.
2. Assist Cliem ...ith preparing addenda to the Construction
Oocuments as dari1ication is required.
3. I'inali.:e Historic property markers design and layout wilh
information from Historic Preservation Officer.
4. Rev;cw l,f substitutions and alternatives as required by th"
bidders and make recommendations to same.
5. UlX'n receipt ,)1' bid, Design Workshop will evaluate the bid to
determine that :.1 is in order per Design Workshop's work. that no
major errors or ('missions arc evident, and will review bid with
Client.
6. Prepar" Issued for Constrllction documents that ren~"Ct changes (()
construction documents, previously prepared by Design
Workshop, resulting from bidding and ncgotiation clarification
discussions.
Task 2:
CODstructi~n Obscrvation
Design Workshop shall provide ohservation oftbe implementation of work
described in Issued for Construction documents prepared under tbis scope. and
shall advise and consult with the Client and Engineer. 11 is assumed that illl of the
Client's instructions to the eQntractor on mallers related to those prepared by
Ocsign Work~hop will be is~ued through Design Workshop. A Oesign Wor.kshop
representative shall hav,~ access to the \\Iork at all times and shall make periodic
visits to the silc to becollle familiar with Ih.. progre~s and quality of the \\Iork to
determine if the work is proceeding in accordance with the Issued for Construction
documents. On tbe ba.sis of on-site ubselvations. allempts to guard th.. Client
against defects and dctiGiencics in the work of the contractor shall be made.
Design Workshop ,h.lI not be required 10 make exhaustive or continuous un-site
inspections to check the qUillity or qual1Lity of work . Design W(lrkshop shall 1101 be
responsible for construction means, metb,)ds. techniques, sequences for
Jan-27-00 06:3BP Loris
303 444 0611
P.07
(lEPP lmplcm~ulation- 13idding/Ncgotiatjon lomu.CollsT,rm:lilm Adn1ini:'itndioll
(No.2 J 57)
p. J
procedurcs, or for safcty precautions in connection with work. or f(lr the
contractor's failure to ''''IT}' out the wl,rk in accordance with thc r,~ued for
Construction documcnts.
The Client shall havc final decision and approval on all matters related to design
and construction. Dcsign Workshop shall make dccisions in matters relating to
artistic effect which will b;: final if cl1Rsistent with the intent of the Issued for
Construction documents. Design Workshop shall have authority to r~jcet work
which does not conforn 1.0 the Issued for Construction documents and to rcquire
special inspection or te,ting when deemed necessary w in~ure the propcr
implementation of the intent of the Is",cd for Construction documents.
Design Workshop shall review ilnd approve shop drawings. samples and other
submissions M'tlle eoRrractor only for confi)nnanee with the dcsil,'T1 concept of the
project and for compliance with Issued fi.". Constructi'lIl documents. Design
Workshop shall not be responsible for thc acts or omissions of the contractor or
any SUb-COl1trdctors, or any of the contractor's or sub-contraetor's agents elf
employees. l)f any other persons performing itny of the work. To insure that the
intent ofIssued for COllSIruction drawings is carried out. at lel.st three working
days nOlice is requircd for approval of deviations of field changes related to the
drawings and specifications prepared by Design Workshop. Changes shall be
approved in writing hefl,re the c""tractor is authorized to makc those changes.
Progress reports shall be provided on lm ad-hoc basis (0 the Clicnl indicating thc
progress of the project, quality of eonstnlction methods, speCific problem areas and
state of completion. These report~ arc for the solc purpose of assisting the owner
in its management of Ihe construction process.
Design Workshop will;
J. Attcnd construction meetings with Contractor itnd his
subcontractors as part of site visit schedule.
2. Revicw and approve plant materials for conformance to
speci fic,ltions once delivered to the site.
2. Review and approve samples of materials specified in Design
Workshop's c,,"struction d,)cuments.
3. Review and approve shop drawings for custom items spccified in
Design Workshop drawings.
.Ja'n.- 27 - 00 06: 3BP Lor; s
303 444 0611
P.OB
DcPll [lt1plcmcntation-RiddingINe~<'llittliOll ::md <:uTlstructinn Administration
(No. 2157)
P 4
4. Observe pedes Irian paving layouts and qUltlity of workmanship of
landscape paving materials.
5. Observe layom and installation of irrigation systems and
specified coverage tests.
6. Observe locations and quality of pi am material and landscape
grading.
7. Inspect to detelll1ine 90-day landscape establishment period. At
the end ofthe 90-day estahlishmcnt period, Dcsign Workshop.
sh..lI conduct a final inspection and, upon findingthc project
acceptable. De~'ign Workshop will recommend accept..nce of the
landscape installation to the Client.
ll. SCHEDULE
We are able to begin w.)rk UrO" receipt of the approved, signed contract. It is
Dcsil,'tl Workshop's understanding that Task 1: Bidding and Negotiation will
occur January-mid February 2000 and Task 2: Construction Observation will
occllr late April-early June 2000.
lll. CONTRACT PROVISIONS
J. The compensation dlle Design Worksht)p for the work l(l be performed
hcreunder shall be billed according to the billing rates described in this
scopc. The pan:ics IInderstand and agree that all work not spcci licalty
delineated with in the scope of work descrihed herein shall bc billed on a
tim.. (in accordance with thc hourly rate~ sCt forth in Exhibit A) and'
materials basis ':at Desigll Workshop's cost, plus 10% for h1tndling) and
shall be in addition to any budget. bid. or maximum rricc agreement f()f
the above described scope of work. Wherever practical. changes.
additions, or modifications to the scope t)f w~lrk shall bc authorized by
wdUen change ...:lluest; howcvcr. the absence of sllcha writtcn change
ord..r shall not a.ct as a bar to payment of fces due Design Workshop
hereunder, provided the change was in facl approved and ordered by rhe
Client.
2, All fces, commissions, product chargcs and expenses hillcd shall be due
within sixty (60) days of lhe date of hilling. Interest on unpaid or late bill~
shall aCCrue interest at I 3/4 percent intercst per month (21.0% A.P.R.). In
Jan-27-00 06:3BP Loris
303 444 0611
P.09
DF-I-P Implcmcnt."uJon-BiddinglNc,!i:otia[inn illH.l Con~tnJ\:ti()1l Admini~tratiun
(N...2157)
p. 5
the event any sum is not timely paid, Design Workshop shall be entitled to
all costs of collectioll, including reasonable attorney's fees and e"penses.
Client agrees that all statements not o~jectedto in writing within thirty
days of receipt an; agreed to he [inal and binding upon the parties as to the
amounts due. the adequacy of Design Workshop's performance and the
value of the services provided to Client.
3. I'rovidedthe Client has fully compensal.ed Design Work.shop for all
outstanding invoices for services rcndered, the client sh~11l be permitted to
retain copies, including reproduciblc e(lpies of drawings and specifications
for inti)nnalion and refeNnce in connection with the Client's use and
occupancy of the pr(>ject. The drawings and spccifications .shall nO! be
used by the Client 011 another project, or for completion of this project by
others. provide,j Design Workshop is not in detault under this agrcern"lll.
except hy agrco'ment in writing with appr\lpriate eompensalkll1.
4. Notwithstanding any provisiM herein to the contrary which requires sate
keeping of documents or obligates Design Workshop to safekeep or
provide Jocum,~nts It' Client. Design Workshop shall not be responsible or
liahle f('r any direct, actual or consequential damages which occur as the
result M its inability to produce such d.ocuments by reason ohhe easllalty.
destruction or I"ss of documents held by Design Workshop unless such
casualty, destruction or loss shall be the ,'esuh oftbe intentional and
wrongful act 01' the gross negligence of Design Workshop_
5. Should the project be published in a book. magazine, newspaper, or
publication for p'ublic circulation, Or if a job sign is erected, Design
Worksh(,p, Inc. should be listed as Ihe subconsulted planners/landscape
architcels. In addili')n, this contract represent;; approval by the client for
publication ofthe project. by'Design W.orkshap. I.l'ris and Associates will
be listed as the "rime consultant.
6. rfany provision of this Agreement is for any reason held invalid or
unenforceable, such prlwision shall he deemed separate and shall n(lt affect
the validity of the remaining portions thereof.
7. If the project is suspended llr abandoned. in whole or in part, fer a perino
.of ninety (90) d;lYS or more, or upon instruction by Client to Design
Workshop to suspend activity on the projecl, Design W orksh.op shall he
cQmpensatcd fo, all services performed t<>scther with all reimbursable
e"penses due and the canTl'act shall be deemed terminated. Ifthe project is
resumed after stich suspension the Agreement between Client and Design
Workshop shall be renegnl;aled prior to resumption .of work by Design
Jan-27-00 06:3BP Loris
303 444 0611
P.I0
Dl.!PP ImplelnenlaLion l~k1ding/N~f:("JtiElliun l:Uld Cc,)n:;ttuction ^~1tI1inistratit)11
(N".2157)
p. 6
Workshop. For purpose~ of this Agreement, the tenn "suspension" or
< "abandonment" shall mean substantial discontinuance of labor. work,
services and fllrnishings for a ninety (90) day pcriod or written in~trllction
by Clie,1t to suspend substantially all project activities.
8. Design Workshop reserves the right to raise hourly f'dtes at its own
discretion durillg the course of this prt~iect. Any such increases, however.
will not result in an increase in the total fees identitied in this proposal.
9. In the event ofa detimlt of any provision of this Agreement, after ten (10)
days notice to ('ure is delivered. this Contract shall be deemed tenn inated
by the nondefa ;1 It ing party by re'lson of defaul!. For purpose hereof. any
failure to pay sums due under Paragraph 2. above. for a period of ninety
(90) days shall be deemed justifiable grounds tor peelanttion of a defalll!.
Moreover, Design Workshop's f:1ilure to substantially perforlTlunder this
Agreement shall be deemed justifiable grounds for declaration of default.
[n addition. either party may terminate this Agreemen'. with or Without
cause upon 30 days writtcn notice by either party.
10. Laws of the State of Colorado and the venue of tile County of Pitkin shall
control any proceedings arising in the transaction described herein.
II. This Agreement shall be binding upon and inure to the benefit ofthe
parties and their assigns and successors in jnterest.
] 2. This Agreement supersedes all prior agreements of the parties and shall not
be amended ex<:epl by written agreement signed by each party.
J...n-27-00 06:39P Loris
303 444 0611
P.ll
UI~I~P trnplcmcntali,,'n-BlddinglNc~;odatjnn nnd CUn~1rUl,':1i(ln Admiol!itl'31it,"
(Nil. 2157)
p. 7
We would be pleased t~ answer qu~slions you may have rcgilrding our approach to
the project or to clarify <Iny of the v.rltlllS points above.
If this proposal meets wilh your approval. plea._e sign below and rclum one copy
for our files.
DESIGN WORKSIIOP. INC.
By:
~k.~~II/.~
Richard W. Shaw. Partner
APPROVED BY CJ.lENT:
Ry:
~~~~~
Pete Loris r
Loris and Asso.:iates
/, 'Z4-co
Date
Invoicing lafol'mat;tm
l'aymenl should be sent 10 our A5pen offiee at 120 E. Main Street, Aspen
Colorado 81611.
Ja~-27-00 06:39P Loris
303 444 0611
P.12
1)1 ~pp Implcmentatlon- UiddingfNc::~;otiation and (:oll)tnlction Admini~1ratjon
{No. 2157)
p. 8
EXHIBIT A
1. ProfellSiunaJ Fees
The lump slim fec for this sc('pc of work is cSI'lblished as follows:
'rask I:
Task 2:
Total
Bidding ami Negotiatilm
Constructi"n Observation
$ 3.490
$ 7,470
$10,960
Project reimbursable e>:pcnses are budgeted at 12 percent (12%) "fprotessional
fees and will be billed at Design Workshop's actual cost plus I 0 percent (10%) lor
handling.
Other consultants and their estimated fcc, may be added to the project by the
client, if needed. Thes~' tees would be in addition to the fees described above.
These services are:
1. Surveying to detcmline locations of construction document elements
throughout construl:tion proccss.
2. Dilling Rates
The billing rat,",s for the following pwfessionals will apply to Ihis project:
Principal/Partner
Associate
Landscape Archiwct
$185/hr.
$100/lu.
$65/hr.