HomeMy WebLinkAboutLIGHT KELLY & DEWES PC - CONTRACT - BID - 7113 HEARING OFFICER FOR SALES, USE AND LODGING TAXSERVICES AGREEMENT
WORK ORDER TYPE
THIS AGREEMENT made and entered into the day and year set forth below, by and between THE
CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the
"City" and Light, Kelly & Dawes, P.C. hereinafter referred to as "Service Provider".
WITNESSETH:
In consideration of the mutual covenants and obligations herein expressed, it is agreed by and
between the parties hereto as follows:
1. Services to be Performed.
a. This Agreement shall constitute the basic agreement between the parties for services for
7113 Sales, Use and Lodging Tax Hearing Officer, in accordance with the scope of services
attached hereto as.Exhibit "A", consisting of one (1) page and incorporated herein by this reference.
The conditions set forth herein shall apply to all services performed by the Service Provider on
behalf of the City and particularly described in Work Orders agreed upon in writing by the parties
from time to time. Such Work Orders, a sample of which is attached hereto as Exhibit "B",
consisting of one (1)page and incorporated herein by this reference, shall include a description of
the services to be performed, the location and time for performance, the amount of payment, any
materials to be supplied by the City and any other special circumstances relating to the performance
of services. No work order shall exceed $ N/A. The only services authorized under this agreement
are those which are performed after receipt of such Work Order, except in emergency
circumstances where oral work requests may be issued. Oral requests for emergency actions will
be confirmed by issuance of a written Work Order within two (2) working days.
b. The City may, at any time during the term of a particular ,Work Order and without
invalidating the Agreement, make changes within the general scope of the particular services
assigned and the Service Provider agrees to perform such changed services.
STD SA WO rev07/09 1
EXHIBIT A
SCOPE OF SERVICES
Services Required
Hold a hearing with the taxpayer who is requesting the hearing along with City staff. Review the
facts presented by both sides and make a determination on whether or not the decision made
by City staff is just and proper. A written order will be furnished to the taxpayer and the City.
Time Commitment
Hearings may take a full day, but the hearing officer may need to perform additional research
before a determination can be made. Time will also be needed to prepare the written order of
determination.
STD SA WO rev07/09
EXHIBIT "B"
WORK ORDER FORM
PURSUANT TO AN AGREEMENT BETWEEN
THE CITY OF FORT COLLINS
AND
Light, Kelly & Dawes, P.C.
DATED:
Work Order Number:
Purchase Order Number:
Project Title:
Commencement Date:
Completion Date:
Maximum Fee: (time and reimbursable direct costs):
Project Description:
Scope of Services:
Professional agrees to perform the services
identified above and on the attached forms in
accordance with the terms and conditions
contained herein and in the Professional
Services Agreement between the parties. In the
event of a conflict between or ambiguity in the
terms of the Professional Services Agreement
and this work order (including the attached
forms) the Professional Services Agreement
shall control.
The attached forms consisting of _ (_) pages
are hereby accepted and incorporated herein, by
this reference, and Notice to Proceed is hereby
given.
User Acceptance
City of Fort Collins
LIZA
Date:
By:
Director of Purchasing and Risk Management
(over $60,000.00)
Date:
EXHIBIT C
FEE SCHEDULE
Bid Form
7113 Sales, Use and Lodging Tax Hearing Officer
$ e 0 t' 1 er hour for services
P
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COMPANY NAME
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ADD
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CITY STATE ZIPCODE
AUTHORIZED REPRESENTATIVE T I T
Rev7/2009
DATE
EXHIBIT D
INSURANCE REQUIREMENTS
1. The Service Provider will provide, from insurance companies acceptable to the City, the
insurance coverage designated hereinafter and pay all costs. Before commencing work under this
bid, the Service Provider shall furnish the City with certificates of insurance showing the type,
amount, class of operations covered, effective dates and date of expiration of policies, and
containing substantially the following statement:
"The insurance evidenced by this Certificate will not be cancelled or materially altered, except after
ten (10) days written notice has been received by the City of Fort Collins."
In case of the breach of any provision of the Insurance Requirements, the City, at its option, may
take out and maintain, at the expense of the Service Provider, such insurance as the City may
deem proper and may deduct the cost of such insurance from any monies which may be due or
become due the Service Provider under this Agreement. The City, its officers, agents and
employees shall be named as additional insureds on the Service Provider's general liability and
automobile liability insurance policies for any claims arising out of work performed under this
Agreement.
Insurance coverages shall be as follows:
A. Workers' Compensation & Employer's Liability. The Service Provider shall
maintain during the life of this Agreement for all of the Service Provider's employees
engaged in work performed under this agreement:
Workers' Compensation insurance with statutory limits as required by
Colorado law.
Employer's Liability insurance with limits of $100,000 per accident,
$500,000 disease aggregate, and $100,000 disease each employee.
B. Commercial General & Vehicle Liability. The Service Provider shall maintain
during the life of this Agreement such commercial general liability and automobile
liability insurance as will provide coverage for damage claims of personal injury,
including accidental death, as well as for claims for property damage, which may
arise directly or indirectly from the performance of work under this Agreement.
Coverage for property damage shall be on a "broad form" basis. The amount of
insurance for each coverage, Commercial General and Vehicle, shall not be less
than $500,000 combined single limits for bodily injury and property damage.
In the event any work is performed by a subcontractor, the Service Provider shall be responsible for
any liability directly or indirectly arising out of the work performed under this Agreement by a
subcontractor, which liability is not covered by the subcontractor's insurance.
Rev7/2009
CERTIFICATE OF INSURANCE
This CERTIFICATE is issued as a matter of information only and confers no rights upon
the Certificate Holder. This Certificate does not amend, extend or alter the coverage
AFFORDED by the Policy listed below.
This is to certify that the policy of insurance listed below has been issued to the Named
Insured captioned below, for the policy period indicated. Notwithstanding any requirement,
term or condition of any contract or other document with respect to which this certificate
may be issued or may pertain, the insurance afforded by the policy described herein is
subject to all the terms, exclusions and conditions of such policy. The limit shown below
may have been reduced by paid claims.
PRODUCER: The Plus Companies, Inc.
520 U.S. Highway 22, P.O. Box 6920
Bridgewater, New Jersey 08807-0920
Fax: (908) 685-7655
Phone: (908) 685-7650
NAMED INSURED:
CERTIFICATE HOLDER:
Light, Kelly & Dawes, P.C.
The City of Fort Collins
1512 Larimer Street
PO Box 580
Suite 300
Fort Collins, CO 80522
Denver, CO 80202
Attn: Certificate Holder
��GUT I � /
PROVIDING INSURANCE: Westchester Fire Insurance Co.
TYPE OF INSURANCE: Lawyers Professional Liability Insurance
POLICY NUMBER: LPL-G2390 9777 003
POLICY PERIOD: 09/01/2009 — 09/01/2010
CURRENT LEMT: $5,000,000.00 Per Claim/$5,000,000.00 Aggregate
RETROACTIVE DATE: Unlimited
DEDUCTIBLE: $10,000.00 Per Claim/Aggregate
CANCELLATION: Should the above described policy be canceled before the expiration
date thereof, the Company will endeavor to mail 30 days written
notice to the certificate holder named above, but failure to mail such
notice shall impose no obligation or liability of any kind upon the
Company, its Agents or Representatives
This certificate of insurance neither affirmatively nor negatively amends, extends,
alters the coverage afforded by the above captioned olicy.
11/21/2008
Issuance Date
Authorized Representative
EXHIBT E
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to this
Agreement (the "Agreement"), the Contractor hereby acknowledges that it has been informed that
the City has established policies and procedures with regard to the handling of confidential
information and other sensitive materials.
In consideration of access to certain information, data and material (hereinafter individually and
collectively, regardless of nature, referred to as "information") that are the property of and/or relate
to the City or its employees, customers or suppliers, which access is related to the performance of
services that the Contractor has agreed to perform, the Contractor hereby acknowledges and
agrees as follows:
That information that has or will come into its possession or knowledge in connection with the
performance of services for the City may be confidential and/or proprietary. The Contractor agrees
to treat as confidential (a) all information that is owned by the City, or that relates to the business of
the City , or that is used by the City in carrying on business, and (b) all information that is
proprietary to a third party (including but not limited to customers and suppliers of the City) . The
Contractor shall not disclose any such information to any person not having a legitimate need -to -
know for purposes authorized by the City. Further, the Contractor shall not use such information to
obtain any economic or other benefit for itself, or any third party, except as specifically authorized
by the City.
The foregoing to the contrary notwithstanding, the Contractor understands that it shall have no
obligation under this Agreement with respect to information and material that (a) becomes generally
known to the public by publication or some means other than a breach of duty of this Agreement, or
(b) is required by law, regulation or court order to be disclosed, provided that the request for such
disclosure is proper and the disclosure does not exceed that which is required. In the event of any
disclosure under (b) above, the Contractor shall furnish a copy of this Agreement to anyone to
whom it is required to make such disclosure and shall promptly advise the City in writing of each
such disclosure.
In the event that the Contractor ceases to perform services for the City, or the City so requests for
any reason, the Contractor shall promptly return to the City any and all information described
hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced)
thereof, in its possession or control or as to which it otherwise has access.
The Contractor understands and agrees that the City's remedies at law for a breach of the
Contractor's obligations under this Confidentiality Agreement may be inadequate and that the City
shall, in the event of any such breach, be entitled to seek equitable relief (including without
limitation preliminary and permanent injunctive relief and specific performance) in addition to all
other remedies provided hereunder or available at law.
Rev7/2009
2. Changes in the Work. The City reserves the right to independently bid any services
rather than issuing work to the Service Provider pursuant to this Agreement. Nothing within this
Agreement shall obligate the City to have any particular service performed by the Service Provider.
3. Time of Commencement and Completion of Services. The services to be performed
pursuant to this Agreement shall be initiated as specified by each written Work Order or oral
emergency service request. Oral emergency service requests will be acted upon without waiting for
a written Work Order. Time is of the essence.
4. Contract Period. This Agreement shall commence May 10, 2010 and shall continue
in full force and effect until December 31, 2010, unless sooner terminated as herein provided. In
addition, at the option of the City, the Agreement may be extended for additional one year periods
not to exceed four (4) additional one year periods. Renewals and pricing changes shall be
negotiated by and agreed to by both parties. The Denver Boulder Greeley CPIU published by the
Colorado State Planning and Budget Office will be used as a guide. Written notice of renewal
shall be provided to the Service Provider and mailed no later than 90 days prior to contract end.
5. Delay. If either party is prevented in whole or in part from performing its obligations
by unforeseeable causes beyond its reasonable control and without is fault or negligence, then the
party so prevented shall be excused from whatever performance is prevented by such cause. To
the extent that the performance is actually prevented, the Service Provider must provide written
notice to the City of such condition within fifteen (15) days from the onset of such condition.
6. Early Termination by City/Notices. Notwithstanding the time periods contained
herein, the City may terminate this Agreement at any time without cause by providing written notice
of termination to the Service Provider. Such notice shall be mailed at least fifteen (15) days prior to
the termination date contained in said notice unless otherwise agreed in writing by the parties. All
notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to
the following address:
STD SA WO rev07/09 2
City: Copy to: Service Provider:
City of Fort Collins City of Fort Collins Light, Kelly & Dawes, P.C.
Attn: Purchasing Attn: Chuck Seest Attn: Mr. Steve Dawes
PO Box 580 PO Box 580 Writer Square Office Tower
Fort Collins, CO 80522 Fort Collins, CO 80522 1512 Larimer Street, Suite 300
Denver, CO 80202
In the event of early termination by the City, the Service Provider shall be paid for services rendered
to the termination date, subject only to the satisfactory performance of the Service Provider's
obligations under this Agreement. Such payment shall be the Service Provider's sole right and
remedy for such termination.
7. Contract Sum. This is an open-end indefinite quantity Agreement with no fixed price.
The actual amount of work to be performed will be stated on the individual Work Orders. The City
makes no guarantee as to the number of Work Orders that may be issued or the actual amount of
services which will in fact be requested.
8. Payments.
a. The City agrees to pay and the Service Provider agrees to accept as full payment
for all work done and all materials furnished and for all costs and expenses incurred in performance
of the work the sums set forth for the hourly labor rate and material costs, with markups, stated
within the Bid Schedule Proposal Form, attached hereto as Exhibit "C", consisting of one (1) page,
and incorporated herein by this reference. Payment shall be made by the City only upon
acceptance of the work by the City and upon the Service Provider furnishing satisfactory evidence of
payment of all wages, taxes, supplies and materials, and other costs incurred in connection with the
performance of such work.
9. Liquidated Damages. OWNER and CONTRCTOR recognize that time is of the
essence of this Agreement and that OWNER will suffer financial loss if the Work is not
completed within the times specified in the work order, plus any extensions thereof
STD SA WO rev07/09 3
accordance with Article 12 of the General conditions. They also recognize the delays,
expenses and difficulties involved in proving in a legal proceeding the actual loss suffered by
OWNER if the Work is not completed on time. Accordingly instead of requiring any such proof,
OWNER and CONTRACTOR agree that as liquidated dam ages for delay (but not as penalty)
CONTRACTOR shall pay OWNER the amount set forth in each Work Order.
10. City Representative. The City's representative will be shown on the specific Work
Order and shall make, within the scope of his or her authority, all necessary and proper decisions
with reference to the work requested. All requests concerning this Agreement shall be directed to
the City Representative.
11. Independent Contractor. It is agreed that in the performance of any services
hereunder, the Service Provider is an independent contractor responsible to the City only as to the
results to be obtained in the particular work assignment and to the extend that the work shall be
done in accordance with the terms, plans and specifications furnished by the City.
12. Personal Services. It is understood that the City enters into the Agreement based on
the special abilities of the Service Provider and that this Agreement shall be considered as an
agreement for personal services. Accordingly, the Service Provider shall neither assign any
responsibilities nor delegate any duties arising under the Agreement without the prior written
consent of the city.
13. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any
of the services shall not be construed to operate as a waiver of any rights under the Agreement or
of any cause of action arising out of the performance of this Agreement.
14. Warranty.
a. Service Provider warrants that all work performed hereunder shall be performed with
the highest degree of competence and care in accordance with accepted standards for work of a
similar nature.
STD SA WO rev07/09 4
b. Unless otherwise provided in the Agreement, all materials and equipment
incorporated into any work shall be new and, where not specified, of the most suitable grade of their
respective kinds for their intended use, and all workmanship shall be acceptable to City.
G. Service Provider warrants all equipment, materials, labor and other work, provided
under this Agreement, except City -furnished materials, equipment and labor, against defects and
nonconformances in design, materials and workmanship/workwomanship for a period beginning
with the start of the work and ending twelve (12) months from and after final acceptance under the
Agreement, regardless whether the same were furnished or performed by Service Provider or by
any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or
nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by
Service Provider in a manner and at a time acceptable to City.
15. Default. Each and every term and condition hereof shall be deemed to be a material
element of this Agreement. In the event either pa rty should fail or refuse to perform according to
the terms of this agreement, such party may be declared in default thereof.
16. Remedies. In the event a party has been declared in default, such defaulting party
shall be allowed a period often (10) days within which to cure said default. In the event the default
remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek
damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail
himself of any other remedy at law or equity. If the non -defaulting party commences legal or
equitable actions against the defaulting party, the defaulting party shall be liable to the non -
defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because
of the default.
17. Bindinq Effect. This writing, together with the exhibits hereto, constitutes the entire
agreement between the parties and shall be binding upon said parties, their officers, employees,
agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal
STD SA WO rev07/09 5
representative, successors and assigns of said parties.
18. Indemnity/Insurance.
a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents
and employees against and from any and all actions, suits, claims, demands or liability of any
character whatsoever, brought or asserted for injuries to or death of any person or persons, or
damages to property arising out of, result from or occurring in connection with the performance of
any service hereunder.
b. The Service Provider shall take all necessary precautions in performing the work
hereunder to prevent injury to persons and property.
c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider
shall provide and maintain insurance coverage naming the City as an additional insured under this
Agreement of the type and with the limits specified within Exhibit "D", consisting of one (1) page,
attached hereto and incorporated herein by this reference. The Service Provider before
commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk
Management, P. O. Box 580, Fort Collins, Colorado 80522 one copy of a certificate evidencing the
insurance coverage required f rom an insurance company acceptable to the city.
19. Entire Agreement. This Agreement, along with all Exhibits and other documents
incorporated herein, shall constitute the entire Agreement of the parties. Covenants or
representations not contai ned in this Agreement shall not be binding on the parties.
20. Law/Severability. This Agreement shall be governed in all respect by the laws of the
State of Colorado. In the event any provision of this Agreement shall be held invalid or
unenforceable by any court of competent jurisdiction such holding shall not invalidate or render
unenforceable any other provision of this Agreement.
21. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101,
C.R.S., et. seq., Service Provider represents and agrees that:
STD SA WO rev07/09 6
a. As of the date of this Agreement:
1. Service Provider does not knowingly employ or contract with an illegal
alien who will perform work under this Agreement; and
2. Service Provider will participate in either the e-Verify program created
in Public Law 208, 104th Congress, as amended, and expanded in Publ is Law
156, 108th Congress, as amended, administered by the United States
Department of Homeland Security (the "e-Verify Program") or the Department
Program (the "Department Program"), an employment verification program
established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the
employment eligibility of all newly hired employees to perform work under this
Agreement.
b. Service Provider shall not knowingly employ or contract with an illegal alien to
perform work under this Agreement or knowingly enter into a contract with a
subcontractor that knowingly employs or contracts with an illegal alien to perform work
under this Agreement.
C. Service Provider is prohibited from using the e-Verify Program or Department
Program procedures to undertake pre -employment screening of job applicants while this
Agreement is being performed.
d. If Service Provider obtains actual knowledge that a subcontractor performing
work under this Agreement knowingly employs or contracts with an illegal alien, Service
Provider shall:
1. Notify such subcontractor and the City within three days that Service
Provider has actual knowledge that the subcontractor is em ploying or contracting
with an illegal alien; and
Terminate the subcontract with the subcontractor if within three days of
receiving the notice required pursuant to this s ection the subcontractor does not
cease employing or contracting with the illegal alien; except that Service Provider
shall not terminate the contract with the subcontractor if during such three days
the subcontractor provides i nformation to establish that the subcontractor has not
knowingly employed or contracted with an illegal alien.
e. Service Provider shall comply with any reasonable request by the Colorado
Department of Labor and Employment (the "Department') made in the course of an
investigation that the Department undertakes or is undertaking pursuant to the authority
STD SA WO rev07/09
established in Subsection 8-17.5-102 (5), C.R.S.
f. If Service Provider violates any provision of this Agreement pertaining to the
duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this
Agreement. If this Agreement is so terminated, Service Provider shal I be liable for actual
and consequential damages to the City arising out of Service Provider's violation of
Subsection 8-17.5-102, C.R.S.
g. The City will notify the Office of the Secretary of State if Service Provider violates
this provision of this Agreement and the City terminates the Agreement for such breach.
22. Special Provisions. Special provisions or conditions relating to the services to be
performed pursuant to this Agreement are set forth in Exhibit "E", consisting of one (1) page],
attached hereto and incorporated herein by this reference.
STD SA WO rev07/09 8
CITY OF FORT COLLINS, COLORADO
a municipal corporation
B.
yl��C� �—k
J mes B. 'Neill II, CPPO
Dire or of Purchasing and Risk Management
Date: c
P
Light, &Dawes, P.C.
By:
'Sl Qde-y T io o-w e�
Print Name
%
Title. U" OL's "
Corporate Presidenf or Vi ce President
Date: , �i Z 7 7E/ I tJ
ATTEST
(Corporate Seal)
Corporate Secretary
STD SA WO rev07/09