HomeMy WebLinkAbout353928 CONCRETE STABILIZATION - CONTRACT - CONTRACT - 23108SLAB -JACKING SERVICES
(JW)
CONTRACT
Routing No 05 HA4 00002
THIS CONTRACT is made this �day of , ly 2004, by and between the
STATE OF COLORADO for the use and benefit of the DEPARTMENT OF TRANSPORTATION,
hereinafter referred to as "the State" or "CDOT" and CONCRETE STABILIZATION
TECHNOLOGIES, INC., a Colorado Corporation, with offices located at 8500 E. Warren Avenue,
Denver, CO 80231 hereinafter referred to as "the Vendor" or "the Contractor". FEIN 984-1350700
WHEREAS, authority exists in the law and funds have been budgeted, appropriated and
otherwise made available and a sufficient unencumbered balance thereof remains available for
payment in Fund No. 400, Organization No.4100, Appropriation Code 010, Program 3000, Function
2040, Object 1920 1N, Reporting Category 4100, (Total contract encumbrance amount*: ZERO
DOLLARS ($0.00);
(*To be assigned under subsequent Task Orders), and
WHEREAS, required approval, clearance and coordination has been accomplished from and
with appropriate agencies; and
WHEREAS, the State requires vendor to conduct slab jacking services on an "as -needed"
basis at structures in Region 4, and Statewide, as more specifically described in Exhibit A (Scope of
Work), hereinafter referred to as "the work"; and
WHEREAS, by its Invitation For Bid No. HAA 04-078-RR, dated April 29, 2004, (hereinafter
referred to as the "IFB"), CDOT sought submittals from persons qualified to perform the Work from
which to select the low responsive and responsible bidder pursuant to the terms of §24-103-202,
C.R.S., as amended; and
WHEREAS, the selection of the Vendor by CDOT was based upon the Vendor meeting the
specifications of the bid and being the lowest responsible and responsive bidder; and
WHEREAS, the State and the Vendor desire to enter into this contract; and
WHEREAS, it has been determined that no State agency can reasonably provide "in house" the
services required of the Vendor; and
WHEREAS, the State deems it to be in the public interest to engage the Vendor to perform the
aforementioned services; and
WHEREAS, this contract is entered into pursuant to the provisions of §§24-103-202 and
43-1-106, C.R.S., as amended.
NOW, THEREFORE, it is hereby agreed:
performance of the contract and in addition, shall provide that if the Contractor or his subcontractors fail
to duly pay for any labor, materials, team hire, sustenance, provisions, provendor or other supplies used
or consumed by such Contractor or his subcontractor in performance of the work contracted to be done
or fails to pay any person who supplies rental machinery, tools, or equipment in the prosecution of the
work the surety will pay the same in an amount not exceeding the sum specified in the bond, together
with interest at the rate of eight per cent per annum. Unless such bond is executed, delivered and filed,
no claim in favor of the Contractor arising under such contract shall be audited, allowed or paid. A
certified or cashier's check or a bank money order payable to the Treasurer of the State of Colorado may
be accepted in lieu of a bond. This provision is in compliance with CRS 38-26-106.
a
(Not for Use with Inter-Govemmental Contracts)
1. CONTROLLER'S APPROVAL. CRS 24-30-202 (1)
This contract shall not be deemed valid until it has been approved by ;he Controller of the State of Colorado or such a ssistant as he may designate.
2_ FUND AVAILABILITY. CRS 24-30-202 (5.5)
Financial obligations of the State of Colorado payable after the ounem fiscal year are contingent upon funds for ;hat purpose being appropriated.
budgeted, and otherwise made available.
3. INDEMNIFICATION.
The Contractor shall indemnify, save, and hold harmless the State, its employees and agents, against any and all claims, damages, liability and court
awards including costs, expenses, and attorney fees incurred as a result of any act or omission by the Contractor, or as employees, agents.
subcontractors, or assignees pursuant to the terns of this oonwao
4. INDEPENDENT CONTRACTOR 4 CCR 801-2
THE CONTRACTOR SHALL PERFORM ITS DUTIES HEREUNDER AS AN INDEPENDENT CONTRACTOR AND NOT AS AN EMPLOYEE.
NEITHER THE CONTRACTOR NOR ANY AGENT OR EMPLOYEE OF THE CONTRACTOR SHALL BE OR SHALL BE DEEMED TO BE AN
AGENT OR EMPLOYEE OF THE STATE. CONTRACTOR SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX
AND LOCAL HEAD TAX ON ANY MONIES PAID BY THE STATE PURSUANT TO THIS CONTRACT. CONTRACTOR ACKNOWLEDGES THAT
THE CONTRACTOR AND ITS EMPLOYEES ARE NOT ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS UNLESS THE CONTRACTOR
OR THIRD PARTY PROVIDES SUCH COVERAGE AND THAT THE STATE DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH
COVERAGE. CONTRACTOR SHALL HAVE NO AUTHORIZATION, EXPRESS OR IMPLIED. TO BIND THE STATE TO ANY AGREEMENTS.
LIABILITY. OR UNDERSTANDING EXCEPT AS EXPRESSLY SET FORTH HEREIN. CONTRACTOR SHALL PROVIDE AND KEEP IN FORCE
WORKERS' COMPENSATION (AND PROVIDE PROOF OF SUCH INSURANCE WHEN REOUESTED BY THE STATE) AND UNEMPLOYMENT
COMPENSATION INSURANCE IN THE AMOUNTS REQUIRED BY LAW, AND SHALL BE SOLELY RESPONSIBLE FOR THE ACTS OF THE
CONTRACTOR. ITS EMPLOYEES AND AGENTS.
5. NON DISCRIMINATION.
The contractor agrees to campy vile the letter and the spW of all applicable state and federal laws respecting discrimination and unfair emproyme tt
practices.
5. CHOICE OF LAW.
The laws of the Stab of Colorado and Miss and regutdows; issued pursuant thereto, shall beapplied in the interpretation, eaerxdion. and
enforcement of this contract. Any provision of this contract. whether or not incorporated herein by reference, which provides far arbitration by any
ernra-judicial body or person or which is otherwfse in cordgct with said laws. rules, and regulations shag be considered rue and void. Nothing
contained It any pmvislon Incorporated herein by reftn nce which purports to negate this or any other special provision so, whole or in part shall be
valid or enforceable or available in any action at Isw whether by way of complaint. c erense. or otherwise. Any provision rendered nil and void by
the operation of this provision will not invalidate the remainder of this contralto the extent that the contrail is "Pablo of execution.
At all times during the performance of this contract. the Contractor shall strictly adhere to all applicable federal and Stets laws. rules, and regulations
that have been or may hereafter be established.
7. VENDOROFFSET. CR824-30-202(1)8CRS24-30-202.4
Pursuant to CRS 24-M-202.4 tea amended). the State Controller may withhold debts owed to State agencies under Ile vent ar oNset intercept
system for. (a) unpaid child support debt "child support anwarages: (b) unpaid balance of tad, accrued interest. or other charges specified In Article
21. Tba 30, CRS (a) unpaid loans due to doe SfudeM Loan Division nt the Departmental Higher Education (d) owed amounts required tobe paid
to the Unampbynwnt Compensadon Fund; and (a) other unpaid debts owing to the State or any agency there&, tta amast of which is found to be
owing as a result of final agencydNermination or reduced to judgment as cartiSed bythe controller.
8. SOFTWARE PIRACY PROHIBITION GDvemas Executive Order D 00200
No State or other pubbo funds payable under this Contract shall be used for the aNuisition, operation, or maintenance of oompuW software in
violation of Untied States copyright laws or applicable licensing restrictions. The Contractor hereby certifies that, for the term Of this Contract and
any extensions, the Comracior has in piece apprapdats systems and controls to prevent such bnproper use of public halls. If the State determines
that the Contractor a in violation of this paragraph. the Slate may exendse any remedy available at law or equity or under this Contract inducting,
without lunit300M immediate termination of " Contract and any remedy consistent with Untied Stabs aepynght laws or applicable licensing
restrictions.
J. EMPLOYEE FINANCIAL INTEREST. CRS 24-18-201 8 CRS 24-5MO7
The signatories aver that to their knowledge. no employee of the State of Colorado has any personal or beneficial Interest whatsoever in the service
or property described herein.
Effective Date: Apn11, 2004
THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
CONTRACTOR: STATE OF COLORADO:
BILL OWENS GOVERNOR
BY (/ 111; 16Z411Wkh By Executive Director cn—
Legal Name of Contracting Entity
Department of Transportation
Social Security Number or FEIN
r
LEGAL REVIEW:
Sid nat o Authorized Officer Attorney General, Ken Salazar
�1UIleInfio BY
Print Name & Title of Authorized Officer
CORPORATIONS:
(A corporate attestation is required.)
Attest (Seal) By&A &U-
(Corporate Secrets Aor Equivalent, or Town/City/County Clerk) (Place corporate seal here, if available)
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid
until the State Controller, or such assistant as he may delegate, has signed it. The contractor is not
authorized to begin performance until the contract is signed and dated below. If performance begins
prior to the date below, the State of Colorado may not be obligated to pay for the goods and/or services
provided.
STATE CONTROLLER:
12
Exhibit A
Scope of Work
Over the years, a number of bridge approaches have settled and are no longer at the proper elevation.
This scope of work was developed to correct this occurrence and bring these approaches — and some of
the concrete slabs going onto the approaches — back to the proper elevation. This work of raising the
approaches is important towards maintaining a smooth ride and transition from the roadway surface to
the bridge deck, thereby preventing damage to the bridge deck and the bridge components.
CDOT currently has structures that would benefit from this work. These structures have either a
Sleeper Slab under the approach slab or a T-Slab style of approach. As both styles are difficult to
repair with traditional mud jacking, the preferred method of raising involves first drilling a series of
5/8-inch holes through the approach slab and through the sleeper slab, and then injecting a high -
density polyurethane formulation between the concrete slabs and the sub -base. Use of this type of
expansive foam allows for raising the approach gradually and therefore helps to reduce cracks and the
possibility of raising the approach too high.
Once an approach has been raised using the above method, a laser level will be used to ensure proper
elevation has been achieved, and final elevation within '/4-inch of the proposed elevation - established
profile stage using a laser transit.
In performing the above services, the Contractor shall be responsible for any cracks, pavement
blowouts and excessive pavement lifting which may result, and the Contractor shall be responsible for
repair of any/all damage to the area resulting from this work, to the satisfaction of the Inspector, at no
additional cost to the State.
The Contractor is responsible for supplying all labor, tools, equipment and incidentals necessary for
the acceptable completion of the work. CDOT will be responsible for traffic control.
13
REVISION OF SECTION 601
SLAB JACKING
Section 601 of the Standard Specifications is hereby revised for this project as follows;
Subsection 601.01 shall include the following:
This work includes raising and supporting of concrete slabs.
Subsection 601.03 shall include the following:
The material used for raising concrete slabs shall be a water blown formulation of high density
polyurethane conforming to the following or some product similar meeting CDOT approval.
Property
ASTM Test
Value
Method
Density, lbs/ft', range
D1622 without
3.75-4.25
conditioning
Compressive Strength at yield
D1621 without
60
point, kPa(psi) minimum
conditioning
Volume Change % of original
D2126
0.0%
(Temperature
to be selected
The polyurethane material shall reach 90% of full compressive strength within 15 minutes from
injection. The Contractor at no additional cost to the project shall perform sampling and testing of the
polyurethane material. The Contractor shall supply Certified Test Results for each lot used on the
project prior to placement.
Add subsection 601.051 immediately following subsection 601.05 which shall include the following:
601.051 Slab Jacking. Slabs shall be raised and supported in accordance with the following:
(a) Equipment. The minimum equipment required shall be as listed below. The listing is a minimum
and shall not preclude the use of additional equipment.
(1) A pneumatic drill and an electric drill capable of drilling 16mm (5/8 inch) diameter holes.
(2) A truck -mounted pumping unit capable of injecting the high density polyurethane formulation between the
concrete pavement and the subbase and capable of controlling the rate of rise of the pavement.
(b) Construction Methods.
Experience. The Contractor shall have a minimum of five years of experience in using high
density polyurethane material to raise concrete slabs (as demonstrated by completed job
references).
Preparation. A preliminary profile shall be performed to determine where and how much the
slabs need to be raised. The profile shall be taken in each lane of the area to be raised. At least one
profile shall be taken in the shoulders of the area to be raised. The plot of the preliminary profile
shall be available to the Engineer prior to raising any slabs.
14
REVISION OF SECTION 601
SLAB JACKING
Drilling. The injection holes shall be drilled in the following manner. A series of 5/8 inch holes
shall be drilled at a maximum 2.4 meter (8 foot) intervals through the concrete. The exact location
and spacing of the holes shall be determined by the Contractor.
Injecting. The high density polyurethane formulation shall then be injected as required to raise the
slab to the required elevations. The Contractor shall construct cofferdams (or other means) to
insure that excessive material does not escape. The amount of rise shall be controlled by regulating
the rate of injection of the high density polyurethane material. When the nozzle is removed from
the hole, all excessive polyurethane material shall be removed from the area and the hole sealed
with a compatible material.
Warranty. The Contractor shall provide to the Engineer copies of warranties provided by the
manufacturer and/or installer of the product.
The Contractor shall be responsible for any pavement blowouts, new cracks or excessive pavement
lifting which may result from the process and shall repair the damaged area to the satisfaction of the
Engineer without additional cost to the project.
Subsection 601.18 shall include the following:
Slab Jacking will be measured by the pound of injected polyurethane material.
15
OPTION LETTER
Exhibit B
Date: State Fiscal Year:
Option Letter No.
SUBJECT: (Please indicate purpose by choosing one of the following)
1 - Option to renew only (for an additional term)
2 - Change in the amount of goods within current term
3 - Change in amount of goods in conjunction with renewal for additional term
4 - Level of service change within current term
5- Level of service change in conjunction with renewal for additional term
In accordance with Paragraph(s) of contract routing number (FY) (A enc
(Routing #), between the State of Colorado, Department of Transportation (agency name),
(division name), and (contractor's name) the state hereby exercises the option for an additional
term of (include performance period here) at a cost/price specified in Paragraph/Section/Provision
, AND/OR an increase/decrease in the amount of goods/services at the same rate(s) as
specified in Paragraph/Schedule/Exhibit
The amount of the current Fiscal Year contract value is increased/decreased by ($ amount of
change to a new contract value of ($ ) to satisfy services/goods ordered under the
contract for the current fiscal year (indicate Fiscal Year). The first sentence in
Paragraph/Section/Provision is hereby modified accordingly.
The total contract value to include all previous amendments, option letters, etc. is ($ ).
APPROVALS:
State of Colorado:
Bill Owens, Governor
6v. Date:
Executive Director, Colorado Department of Transportation
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid until the State
Controller, or such assistant as he may delegate, has signed it. The contractor is not authorized to begin performance until the
contract is signed and dated below. If performance begins prior to the date below, the State of Colorado may not be obligated
to pay for goods and/or services provided.
State Controller
Arthur L. Barnhart
By:
Date:
Coding string reflected below is for CDOT internal encumbrance purposes only.
Fund
Orgn
Appr
Prgrn
Func
Ob'/Sub ob'
I R t Cat
I Project/phase
Amount
$
16
Exhibit C
Date:
PG HA_
Project subaccount or Orgn Unit
SAMPLE TASK ORDER LETTER
State Fiscal Year: Task Order Letter No.
In accordance with Paragraph of contract routing number (FY) (aaencv) (routing #) between
the State of Colorado Department of Transportation, (division) and (contractor's name), covering the
period of (contract start date) through (contract end date) the undersigned agree that the
supplies/services affected by this task order letter are [modified] as follows:
Task Order Description
The contractor shall perform the task in accordance with (the following specifications/statement of
work) described in the contractor's task order proposal dated [as amended by amended
task order proposal dated , both of] which is/are hereby incorporated by reference.
Price/Cost
The maximum amount payable by the State for (service/supo/v) described above is ($ _), The
total contract value to include all previous amendments, task orders, etc., is ($ _)
Performance Period
The contractor will complete the performance in this task order by
This task order is executed pursuant to Paragraph of the original contract. The parties agree
that all work shall be performed according to the standards, procedures, and terms set forth in the
original contract. In the event of any conflict or inconsistency between this amendment and the
original contract, such conflict or inconsistency shall be resolved by reference to these documents in
the following order: Special Provisions, original contract, attachments/exhibits to the original
contract, this task order letter, attachments/exhibits to this task order letter.
The effective date of this task order is upon approval of the State Controller or (da �), 20_,
whichever is later.
State of Colorado:
Bill Owens, Governor
By: Date:
For the Executive Director, Colorado Department of Transportation
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not
valid until the State Controller, or such assistant as he may delegate, has signed it. The contractor
is not authorized to begin performance until the contract is signed and dated below. If performance
begins prior to the date below, the State of Colorado may not be obligated to pay for goods and/or
services provided.
By:
Date:
State Controller
17
Exhibit D- Vendor's Submitted Rates
CONTRACTOR QUALIFICATIONS: CONCRETE STABILIZATION TECHNOLOGIES, INC.
Concrete Stabilization Technologies, Inc. (CST) is a prequalified contractor for the Colorado
Department of Transportation (CDOT )and has worked for CDOT for over 6-1/2 years raising
concrete slabs using high -density polyurethane.
CST has more than 6 years experience in using high -density polyurethane material to raise
concrete slabs; (See the following job references )
Colorado Department of Transportation — Region One 1-70 bridge approaches
1) CDOT Region 4 Bridge Approaches and Pavement Slabs — various locations (Completed 1998-99)
2) CDOT Project: GC LaFarge - US 40 bridge approach West of Elk Springs (Work Completed 1999)
3) CDOT Precast Panel Test & Evaluation Project — Laport Colorado (Work Completed Nov/Dec 2000)
4) CDOT Project No. IM 0252-323 / 85 Interchange — (Work completed 2001)
5) CDOT Project MTCE 04-025 Slab Replacement 1-25 (Work Completed 2002)
6) CDOT Project MTCE 04-040 Slab Replacement 1-25 (Work Completed 2003)
The above completed job references verify that CST has at least the minimum three years of
experience in using high density polyurethane material to raise concrete slabs. In reference to
section 601.051b. Bid No: 04-078-RR
ully Submitted,
Ro at s
Cell Vs 303-638-0440 or 307-331-0544
PAYMENT SCHEDULE
Cost Per Pound Mobilization Fee
TOTAL (COST PER POUND +
_ s K4cyeeo 200'Y,
Delivery Time/Date:
Vendor Name:
Signature:
Vendor Address:
Name(Print):
City, State, Zip:
Title:
Date:
, ' 1�i���Iar�1♦�
MOBILIZATION FEE) = S 4 $1 o�
Ta,krt01rnIeS
8500 East Warren Avenue • Denver, Colorado 80231
Phone 303-306-9191 9 Fax 303-306-9099 • Cell 303-638-0440
19
I. SCOPE OF WORK
A. The State's Special Provisions, Exhibit A (Scope of Work), Exhibit B (Option Letter), Exhibit
C (Task Order Letter), and Exhibit D (Vendor's Submitted Rates) are all incorporated into the
terms and conditions of this contract by this reference.
B. The Vendor shall satisfactorily perform the services described in Exhibit A, and pursuant to the
Terms and Conditions of this Contract, with the cooperation of the State, if requested, and
deemed reasonable.
C. If a conflict occurs between the provisions of this contract proper or the attachments hereto, the priority
used to resolve such conflict shall be as follows:
(1) State's Special Provisions attached to this contract; then
(2) This contract proper; then
(3) Scope of Work (Exhibit A); then
(4) Option Letter (Exhibit B); then
(5) Task Order Letter (Exhibit Q then
(6) The Vendor's Submitted Rates (Exhibit D).
D. "The Work" to be performed by the Vendor under this contract consists of Slab -Jacking services
at locations to be defined by Task Order, "as -needed", at locations in Region 4 and Statewide.
E. The Vendor shall perform the work in accordance with directives and authorizations by the
State's Personal Representative and pursuant to the terms and conditions of this contract. The
Vendor shall be available for the work on an "as needed" basis, and shall begin performance of
the work only upon receipt of a fully -executed task order and a written Notice to Proceed for
the State's representative(s) setting forth the work to be performed. The term "as needed" shall
mean:
That the State has, in advance, completed a competitive selection process in accordance with
applicable procedures and contracted with a vendor to be available to perform some or all of the
work, in order to save the time that process would otherwise take when the work is actually
required to be performed, but that neither the State nor a selected vendor has any obligation
under the contract until and unless a task order is issued pursuant thereto; and
2. That the State will issue a task order to perform some or all of the Work if, and when, and to the
extent, the State determines, in its sole discretion, that the Work is needed and that the Vendor
should perform that work; and
3. That the State does not guarantee a certain quantity of the Work to the Vendor, and that the State
shall have no obligation to provide any work to the Vendor, and that the Vendor has no justified
expectancy that it will be given any of the Work unless and until the State issues a task order
therefore; and
4. That the State may elect to perform some or all of the Work or to let out some or all of the work
by separate contract/task order to meet State requirements or project schedules, or to not
perform the Work, with no liability to the Vendor; and
5. That either the State or the Vendor may terminate the contract for convenience, by providing 30
days prior written notice thereof, without liability or obligation, at any time before the State
issues a task order and the Vendor begins performance of the Work under that order.
2
F. The Vendor shall be responsible for satisfactory performance and completion of the Work.
G. The Work to be accomplished as provided for herein is deemed to be time sensitive and
therefore shall be accomplished within the time frames established in the Task Order.
H. The State will provide cooperation to the Vendor, as requested, if the State determines such cooperation
to be reasonable.
H. COMPENSATION FOR THE WORK
A. If the State determines that it needs the Vendor to perform the Work under this contract at a particular
location, then such work will be specifically identified in a Task Order, an example of which is attached
hereto and incorporated herein as Exhibit C. Each Task Order shall contain a detailed summary of the
Work to be performed therein, a maximum compensation to the Vendor for the satisfactory performance
of the Work, the starting and completion dates for the Work, and any other relevant information.
Payment will be full compensation for all work and material. Work performed by the Vendor
shall be performed only pursuant to a fully executed Task Order.
B. Tasks will be defined, negotiated, and ordered from time to time by agreement of the parties, based on
the same rates that had been initially agreed to by the Vendor in the Vendor's original proposal
submitted in response to the State's advertisement for the original contract (the "Contract Proposal").
Such task orders are hereinafter referred to as "Task Orders". (Amendments to terms and conditions
the ceiling amounts specified herein for task orders, or other provisions of the contract other than as
specified in this paragraph, shall be by formal amendment only (and not by Task Orders) and must be
processed and executed in compliance with the Fiscal Rules and signed by the State Controller or his
designee.) Task Orders used in accord with the above paragraph to add work shall occur as follows:
If the State has need of services to perform a particular task, and if the Vendor informally agrees
to provide those services, the State will then provide a definition of the task requirements to the
Vendor.
2. The Vendor will then submit a written proposal consistent with the task requirements to the State
to perform that task (the "Task Proposal"), using the same rates as contained in the Contract
Proposal. The Task Proposal shall include the estimated number of hours to perform that task, at
the same hourly rate as stated in the Contract Proposal, and a resulting price/cost ceiling for that
task. The Task Proposal shall also include any rates as stated in the Contract Proposal), and the
proposed time for performance for that task, all in a form acceptable to the State.
3. The Task Proposal shall reference this original contract between the parties. A representative of
the Vendor who is authorized to contractually bind the Vendor shall sign and execute the Task
Proposal. The Task Proposal shall expressly provide that such signature shall be deemed a formal
offer which may be accepted by the State's signing and transmitting to the Vendor a Task Order
issued pursuant to that Proposal, and provided that the Task Order issued by the State makes no
substantive change(s) in the terms of that Proposal. A Task Order issued in accord with the above
terms shall be binding on the Vendor without further Vendor approval of that Task Order. If the
Task Order makes substantive change(s) in the Task Proposal, then the Task Order must contain
the signature block of both parties and both parties need to sign the Task Order.
4. Upon negotiation and agreement by the parties about the scope of the task, the price/cost ceiling,
and the time for performance, the Task Order Letter as attached as Exhibit C shall be prepared and
signed by the State.
5. Performance of the Work, and payment for that Work, shall be governed by the standards and
procedure set forth in this contract. Upon such negotiation and agreement by the parties, and
upon execution of the Task Order Letter by the State, the Vendor warrants that performance will
be successfully completed within the time and price/cost ceiling identified in the Task Order. The
State's financial commitment memorialized by the Task Order Letter shall not be effective until
signed by the Controller or such assistant as he may designate.
6. The cumulative "not to exceed" amount for all additive tasks under this paragraph shall be TWO
HUNDRED THOUSAND DOLLARS ($200,000.00). The State's financial obligation is limited
by this amount and the Vendor shall accept no Task Orders which result in a cumulative contract
value that exceeds the "not to exceed" value. Amendments to the "not to exceed" amount, any
other modification or amendment to the terms and conditions of this contract other than as
specified in this paragraph, must be in writing, either through a written supplemental agreement,
or as otherwise provided for below.
Option Letters may be used to extend contract term, increase or decrease amount of
goods/services increase or decrease total contract value.
For use when extending services
The State may require continued performance for services at the rates and terms specified in the
contract. The state may exercise the option by written notice to the contractor within 60 days
prior to the end of the current contract term in a form substantially equivalent to Exhibit B. If the
state exercises this option, the extended contract will be considered to include this option
provision. The total duration of this contract, including the exercise of any options under this
clause, shall not exceed 5 years.
For use when increasing quantities:
The state may increase the quantity of goods/services described in Exhibit A at the unit prices
established in the contract. The state may exercise the option by written notice to the contractor
within 60 days before the option begins in a form substantially equivalent to Exhibit B.
Delivery/performance of the goods/service shall continue at the same rate and under the same
terms as established in the contract.
For use when increasing or decreasing the total contract price:
The state may unilaterally increase/decrease the maximum amount payable under this contract
based upon the unit prices established in the contract and the schedule of services required, as set
by the state. The state may exercise the option by providing a fully executed option to the
contractor, in a form substantially equivalent to Exhibit B, immediately upon signature of the
State Controller or his delegate. Performance of the service shall continue at the same rate and
under the same terms as established in the contract.
C. Prices shall be firm through the first year of the contract. Requests for any proposed price increases after
the first year of the contract must be submitted, along with supporting documentation/justification, to
the CDOT purchasing department a minimum of sixty days prior to the proposed effective date of any
such increase. Only one price increase may be proposed for consideration during any contract year
period.
M. GENERAL PROVISIONS
A. All communications relating to day-to-day activities for the contracted services shall be exchanged
between the State's Project Manager, Phillip Anderle, (Telephone No. (970) 350-2219) and the Vendor's
Project Representative. All other notices and communications in writing, required or permitted
hereunder, shall be deemed to have been given when delivered personally to the respective
representatives of the State and Vendor as set forth below, or when deposited in the United States Mail,
properly addressed and with first-class postage fully prepaid. Until changed by notice in writing, all
such notices and communications shall be addressed as follows:
If to the State:
If to the Vendor:
Phillip Anderle
Roy O. Mathis
1420 2nd Street
8500 East Warren Avenue
Greeley, CO 80631
Denver, CO 80231
(970) 667-4650
(303) 306-9191
B. The Vendor shall obtain and submit to the State, certificate(s) showing the following minimum
insurance coverage:
Standard Workmen's Compensation and Employer's Liability, including occupational disease,
covering all employees engaged in performance of the Work at the site in the amount required by
State Statutes.
2. General Liability - Personal Liability and Property Damage (minimum);
a) Combined single limit - $600,000.00, written on an occurrence basis;
b) Any aggregate limit shall not be less than $1,000,000.00;
c) Vendor must purchase additional insurance if claims reduce the annual aggregate below
$600,000.00;
d) The State of Colorado must be named as an additional insured on each
comprehensive general liability policy;
e) The Vendor shall provide a Certificate of Insurance to the State prior to execution of the
contract and before the start of Work hereunder;
f) Insurance shall include provisions preventing cancellation without 60 days prior notice by
certified mail to the State.
3. Automobile Liability, in the minimum of $600,000.00 combined single limit
C. The Vendor and the State shall be cognizant of all Federal and State laws and local ordinances and
regulations which in any manner affect those engaged or employed in the performance of the Work or
which in any way affect the conduct of the performance of the Work, and of all such orders and decrees
of bodies or tribunals having any jurisdiction or authority over the same, and shall at all times observe
and comply with all such existing laws, ordinances, regulations and decrees. The Vendor shall protect
and indemnify the State against any claim or liability arising solely from or based solely on the
violations of any such law, ordinance, regulation, order or decree, whether by itself, its subcontractors,
agents or employees.
D. (1) All estimates, reports, data and miscellaneous items purported to contribute to the completeness
of the project shall be delivered to and become the property of the State. Basic notes, charts,
computations, and other data prepared hereunder shall be made available to the State, upon
request, and become the property of the State. All data received hereunder shall be made a part
of the State's permanent records and files and preserved therein.
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(2) The Vendor shall maintain a complete file of all records, communications, and other written
materials which pertain to the performance and costs of the services, and shall maintain such
records for a period of three years after the date of termination of this contract, or for such
further period as may be necessary to resolve any matters which may be pending.
(3) The Vendor shall permit the State to audit and/or inspect its records pertaining to the services
authorized by this contract during the term of this contract and for a period of three years
following the termination of the contract, to assure compliance with the terms hereof, or to
evaluate the Vendor's performance hereunder.
E. In the event the Vendor shall obtain access to any records or files of the State in connection with this
contract, or in connection with the performance of its obligations under this contract, the Vendor shall
keep such records and information confidential and shall comply with C.R.S. §8-72-107, and all other
laws and regulations concerning the confidentiality of such records to the same extent as such laws and
regulations apply to the State.
F. This contract may be terminated as follows:
(1) Termination for Cause. If, through any cause, the Vendor fails to fulfill in a timely and proper
manner all obligations under this contract, or if the Vendor violates any of the covenants,
agreements, or stipulations of this contract, the State shall thereupon have the right to terminate this
contract for cause by giving written notice to the Vendor of such termination and specifying the
effective date thereof, at least five days before the effective date of such termination. In that event,
all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs,
and reports or other material prepared by the vendor under this contract shall, at the option of the
State, become its property, and the Vendor shall be entitled to receive just and equitable
compensation for any satisfactory services completed on such documents and other materials.
Notwithstanding the above, the Vendor shall not be relieved of liability to the State for any
damages sustained by the State by virtue of any breach of the contract by the Vendor, and the State
may withhold any payments to the Vendor for the purpose of set off until such time as the exact
amount of damages due the State from the Vendor is determined.
(2) Termination for Convenience of the State.
(a) The performance of work under this contract may be terminated, in whole or from time
to time in part, by the State whenever for any reason the State's Principal
Representative shall determine that such termination is in the best interest of the State.
Termination of work hereunder shall be effected by delivery to the Vendor of a Notice
of Termination specifying the extent to which performance of work under the contract
is terminated and the date upon which such termination becomes effective.
(b) After receipt of the Notice of Termination, the Vendor shall cancel his outstanding
commitments hereunder covering the procurement of materials, supplies, equipment
and miscellaneous items. hi addition, the Vendor shall exercise all reasonable diligence
to accomplish the cancellation or diversion of his outstanding commitments covering
personal services and extending beyond the date of such termination to the extent that
they relate to the performance of any work terminated by the Notice. With respect to
such canceled commitments, the Vendor agrees to:
(i) settle all outstanding liabilities and all claims arising out of such cancellation of
commitments, with the approval or ratification of the State's Principal
Representative, to the extent he may require, which approval or ratification
shall be final for all purposes of this clause; and
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(ii) assign to the State in the manner, at the time, and to the extent directed by the
State's Principal Representative, all of the right, title, and interest of the Vendor
under the orders and subcontracts so terminated, in which case the State shall
have the right, in its discretion, to settle or pay any or all claims arising out of
the termination of such orders and subcontracts.
(c) The Vendor shall submit his termination claim(s) to the State's Personal Representative
promptly after receipt of a Notice of Termination, but in no event later than one year
from the effective date thereof, unless one or more extensions in writing are granted by
the State's Personal Representative upon written request of the Vendor within such one
year period or authorized extension thereof. Upon failure of the Vendor to submit his
termination claim within the time allowed, the State's Personal Representative may
determine, on the basis of available information, pay to the Vendor an amount so
determined.
(d) Costs claimed, agreed to, or determined pursuant to (c) above and (e) below shall be in
accordance with the provisions of Article 107 (Cost Principles) of the Colorado
Procurement Rules as in effect on the date of this contract.
(e) Subject to the provisions of paragraph (c) above, the Vendor and the State's Personal
Representative may agree upon the whole or any part of the amount or amounts to be
paid to the Vendor by reason of the termination under this clause, which amount or
amounts may include any reasonable cancellation charges thereby incurred by the
Vendor and any reasonable loss upon outstanding commitments for personal services
which he is unable to cancel; provided, however, that in connection with any
outstanding commitments for personal services which the Vendor is unable to cancel,
the Vendor shall have exercised reasonable diligence to divert such commitments to his
other activities and operations. Any such agreement shall be embodied in an
amendment to this contract and the Vendor shall be paid the agreed amount.
(f) The State may from time to time, under such terms and conditions as it may prescribe,
make partial payment against costs incurred by the Vendor in connection with the
terminated portion of this contract, whenever, in the opinion of the State's Personal
Representative, the aggregate of such payments is within the amount to which the
Vendor will be entitled hereunder.
(g) The Vendor agrees to transfer title and deliver to the State, in the manner, at the time
and to the extent, if any, directed by the State's Personal Representative, such
information and items which, if the contract had been completed, would have been
required to be furnished to the State, including:
(i) completed or partially completed plans, drawings and information;
(ii) materials or equipment produced or in process or acquired in connection with
the performance of the work terminated by the notice. Other than the above,
any termination inventory resulting from the termination of the contract may,
with the written approval of the State's Personal Representative, be sold or
acquired by the Vendor under the conditions prescribed by and at a price or
prices approved by the State's Personal Representative. The proceeds of any
such disposition shall be applied in reduction,of any payments to be made by
the State to the Vendor under this contract or shall otherwise be credited to the
price or cost of work covered by this contract or paid in such other manner as
the State's Principal Representative may direct. Pending final disposition of
property arising from the termination, the Vendor agrees to take such action as
may be necessary, or as the State's Principal Representative may direct, for the
protection and preservation of the property related to this contract which is in
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the possession of the Vendor and in which the State has or may acquire an
interest.
(h) Any dispute as to questions of fact which may arise hereunder shall
be subject to the provisions of Article 109 (Remedies) of the
Colorado Procurement Code."
(3) Termination Due to Loss of Funding. The parties hereto expressly recognize that the Vendor is
to be paid, reimbursed, or otherwise compensated with State funds for the purpose of
contracting for the services provided for herein, and therefore, the Vendor expressly
understands and agrees that all its rights, demands and claims to compensation arising under
this contract are contingent upon availability of such State funds. In the event that such funds or
any part thereof are not available to the State, the State may immediately terminate or amend
this contract.
(4) Erroneous Termination for Default. If, after notice of termination of the Vendor's right to
proceed under the provisions of this section, it is determined for any reason that the Vendor was
not in default under the provisions of this section, or that the delay was excusable, the rights and
obligations of the parties shall be the same as if the notice of termination had been issued
pursuant to the termination for convenience clause.
G. (1) The Vendor shall not engage the services of any person or persons then in the employ of the
State for services covered by the terms of this contract without the written consent of the State.
(2) It is the intent hereunder to secure the personal services of the Vendor, in the manner aforesaid,
and this contract shall not be assigned, sublet or transferred without the consent, in writing, of
the State.
H. The term of this contract shall begin on the date first noted above and shall extend for a period of twelve
(12) months, unless terminated earlier, amended or extended by Option Letter equivalent to Exhibit B.
Financial obligations of the State of Colorado payable after the current fiscal year are contingent upon
funds for that purpose being appropriated, budgeted, and otherwise made available.
I. To the extent that this contract may be executed and performance of the obligations of the parties may
be accomplished within the intent of the contract, the terms of this contract are severable, and should
any term or provision hereof be declared invalid or become inoperative for any reason, such invalidity
or failure shall not affect the validity of any other term or provision hereof. The waiver of any breach of
a term hereof shall not be construed as a waiver of any other term, or the same term upon subsequent
breach.
J. This contract is intended as the complete integration of all understandings between the parties. No prior
or contemporaneous addition, deletion, or other amendment hereto shall have any force or effect
whatsoever, unless embodied herein by writing. No subsequent novation, renewal, addition, deletion, or
other amendment hereto shall have any force or effect unless embodied in a written contract executed
and approved pursuant to the State Fiscal Rules.
K. Except as herein otherwise provided, this contract shall inure to the benefit of and be binding upon
the parties hereto and their respective successors and assigns.
L. The Vendor represents and warrants that it currently has no interest, and shall not
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acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance
of the Vendor's services under this contract. The Vendor further covenants that, in the performance of
this contract, it will not employ any person or firm having any such known interests.
M. The Vendor represents and warrants that it has taken all actions that are necessary or that are required by
its procedures, bylaws, or applicable law, to legally authorize the undersigned signatory to execute this
contract on behalf of the vendor and to bind the Vendor to its terms.
N. It is expressly understood and agreed that enforcement of the terms and conditions of this contract, and
all rights of action relating to such enforcement, shall be strictly reserved to the Vendor and the State,
and nothing contained in this contract shall give or allow any such claim or right of action by any other
or third person on such contract. It is the express intention of the Vendor and the State that any person
other than the Vendor or the State receiving services or benefits under this contract shall be deemed to
be an incidental beneficiary only.
O. In addition to any other remedies provided for in this contract, and without limiting its remedies
otherwise available at law, the state may exercise the following remedial actions if the Vendor
substantially fails to satisfy or perform the duties and obligations of this contract. Substantial failure to
satisfy the duties and obligations shall be defined to mean significant insufficient, incorrect or improper
performance, activities, or inaction by Vendor. These remedial actions are as follows:
Suspend Vendor's performance pending necessary corrective action as specified by the state
without Vendor's entitlement to adjustment in price/cost or schedule; and/or
2. Withhold payment to Vendor until the necessary services or corrections in performance are
satisfactorily completed; and/or
3. Request the removal from the work on the contract of employees or agents of Vendor whom the
State justifies as being incompetent, careless, insubordinate, unsuitable, or otherwise
unacceptable, or whose continuedemployment on the contract the State deems to be contrary to
the public interest or not in the best interest of the State; and/or
4. Deny payment for those services or obligations which have not been performed and which
due to circumstances caused by Vendor cannot be performed, or if performed would be of no
value to the State. Denial of the amount of payment must be reasonably related to the value of
work or performance lost to the State.
5. Terminate the contract for default.
The above remedies are cumulative and the State, in its sole discretion, may exercise any or all of them
individually or simultaneously.
P. If, in the course of performance of this contract, any travel or per deim is required, those costs will be
reimbursed at the rates as outlined on the State of Colorado Fiscal Rules. The Fiscal Rules can be found
at www.sco.state.co.us/rules/rules.htm.
Q. BOND REQUIREMENT - If this contract involves the payment of more than fifty thousand dollars for
the construction, erection, repair, maintenance, or improvement of any building, road, bridge, viaduct,
tunnel, excavation or other public work for this State, the Contractor shall, before entering upon the
performance of any such work included in this contract, duly execute and deliver to the State official
who will sign the contract, a good and sufficient bond or other acceptable surety to be approved by said
official in a penal sum not less than one-half of the total amount payable by the terms of this contract.
Such bond shall be duly executed by a qualified corporate surety conditioned upon the faithful
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