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HomeMy WebLinkAbout130469 BRENDLE GROUP & 284920 NEXANT INC - CONTRACT - RFP - 7148 ENERGY SERVICES TECHNICAL CONSULTANT (2)f PROFESSIONAL SERVICES 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 Brendle Group, Inc., hereinafter referred to as "Professional WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with any project Work Orders for 7148 Energy Services Technical Consultant issued by the City. A blank sample of a work order is attached hereto as Exhibit "A", consisting of one (1) page and is incorporated herein by this reference. The City reserves the right to independently bid any project rather than issuing a Work Order to the Professional for the same pursuant to this Agreement. 2. The Work Schedule. The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule stated on each Work Order. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated as specified on each Work Order. Time is of the essence. Any extensions of any time limit must be agreed upon in writing by the parties hereto. 4. Contract Period. This Agreement shall commence August 1, 2010, and shall continue in full force and effect until July 31, 2011, 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 Professional and mailed no later than ninety (90) days prior to contract end. Utility PSA WO rev03/10 EXHIBIT C 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. CERTIFICATE OF INSURANCE This certifies that ® STATE FARM FIRE AND CASUALTY COMPANY, Bloomington, Illinois ❑ STATE FARM GENERAL INSURANCE COMPANY, Bloomington, Illinois ❑ STATE FARM FIRE AND CASUALTY COMPANY, Scarborough, Ontario ❑ STATE FARM FLORIDA INSURANCE COMPANY, Winter Haven, Florida ❑ STATE FARM LLOYDS, Dallas, Texas insures the following policyholder for the coverages indicated below: Name of policyholder THE BRENDLE GROUP INC Address of policyholder 226 REMINGTON #3, FORT COLLINS, CO 80525 Location of operations SAME AS ABOVE Description of operations BUSINESS OFFICE The policies listed below have been issued to the policyholder for the policy periods shown. The insurance described in these policies is crjhiert to all the terms exclusions_ and conditions of those policies. The limits of liability shown may have been reduced by any paid claims. POLICY PERIOD LIMITS OF LIABILITY POLICY NUMBER TYPE OF INSURANCE Effective Date ; Expiration Date (at beginning of policy period) 96-Cw-8447-1 Comprehensive 12/03/09 12/03/10 BODILYINJURYAND Business Liability ---------------- '- - - ---- PROPERTY DAMAGE ---------------------------- This insurance includes: --------------------------- ❑ Products - Completed Operations ® Contractual Liability ® Underground Hazard Coverage Each Occurrence $ 1, 000, 000 ® Personal Injury ® Advertising Injury General Aggregate $ 2, 000, 000 ❑ Explosion Hazard Coverage ❑ Collapse Hazard Coverage Products - Completed $ ®valuable papers $lox Operations Aggregate POLICY PERIOD BODILY INJURY AND PROPERTY DAMAGE EXCESS LIABILITY Effective Date ; Expiration Date (Combined Single Limit) ❑ Umbrella Each Occurrence $ ❑ Other Aggregate $ Part 1 STATUTORY Part 2 BODILY INJURY Workers' Compensation and Employers Liability Each Accident $ Disease Each Employee $ Disease - Policy Limit $ POLICY PERIOD LIMITS OF LIABILITY POLICY NUMBER TYPE OF INSURANCE Effective Date Expiration Date (at beginning of policy period) 110 4295-E03-06 AUTOMOBILE INS. 05/03/10 11/03/10 $1,000,000 THE CERTIFICATE OF INSURANCE IS NOT A CONTRACT OF INSURANCE AND NEITHER AFFIRMATIVELY NOR NEGATIVELY AMENDS, EXTENDS OR ALTERS THE COVERAGE APPROVED BY ANY POLICY DESCRIBED HEREIN. If any of the described policies are canceled before its expiration date, State Farm will try to mail a written notice to the certificate holder 30 Name and Address of Certificate Holder days before cancellation. If however, we fail to mail such notice, no obligation or liability will be imposed City of Fort Collins ?On State Farm or its agents Or repre t'ntatiV�gy� 215 N. Mason St Fort Collins, Co 80524 �- Attn: JennyBeck'` Sig to Authorized Repeesenta Ne A nt L' os/oz/zolo Title _ Date 558-994 a.3 04-1999 Printed In U.S.A. Agent's Code Stamp B. Bischoff 06-2359 AFo code Fre 86 Rocky Mountain AFO F913 CERTIFICATE OF INSURANCE This certifies that ® STATE FARM FIRE AND CASUALTY COMPANY, Bloomington, Illinois ❑ STATE FARM GENERAL INSURANCE COMPANY, Bloomington, Illinois ❑ STATE FARM FIRE AND CASUALTY COMPANY, Scarborough, Ontario ❑ STATE FARM FLORIDA INSURANCE COMPANY, Winter Haven, Florida ❑ STATE FARM LLOYDS, Dallas, Texas insures the following policyholder for the coverages indicated below: Name of policyholder Address of policyholder Location of operations Description of operations THE BRENDLE GROUP INC 226 REMINGTON #3, FORT COLLINS, CO 80525 SAME AS ABOVE BUSINESS OFFICE The policies listed below have been issued to the policyholder for the policy periods shown. The insurance described in these policies is subject to all the terms exclusions, and conditions of those policies. The limits of liability shown may have been reduced by any paid claims. POLICY PERIOD LIMITS OF LIABILITY POLICY NUMBER TYPE OF INSURANCE Effective Date Expiration Date (at beginning of policy period) 96-Cw-8447-1 Comprehensive 12/03/09 12/03/10 BODILYINJURYAND Business Liability PROPERTY DAMAGE This insurance includes: ❑ Products - Completed Operations ® Contractual Liability ® Underground Hazard Coverage Each Occurrence $ 1, 000, 000 ® Personal Injury ® Advertising Injury General Aggregate $ 2, 000, 000 ❑ Explosion Hazard Coverage ❑ Collapse Hazard Coverage Products - Completed $ ® valuable papers $10K Operations Aggregate El POLICY PERIOD BODILY INJURY AND PROPERTY DAMAGE EXCESS LIABILITY Effective Date ; Expiration Date (Combined Single Limit) ❑ Umbrella Each Occurrence $ ❑ Other Aggregate $ Part 1 STATUTORY Part 2 BODILY INJURY Workers' Compensation and Employers Liability Each Accident $ Disease Each Employee $ Disease - Policy Limit $ POLICY PERIOD LIMITS OF LIABILITY. POLICY NUMBER TYPE OF INSURANCE Effective Date Expiration Date (at beginning of policy period) 110 4295-E03-06 AUTOMOBILE INS. 05/03/10 11/03/10 $1,000,000 THE CERTIFICATE OF INSURANCE IS NOT A CONTRACT OF INSURANCE AND NEITHER AFFIRMATIVELY NOR NEGATIVELY AMENDS, EXTENDS OR ALTERS THE COVERAGE APPROVED BY ANY POLICY DESCRIBED HEREIN. If any of the described policies are canceled before its expiration date, State Farm will try to mail a written notice to the certificate holder 30 Name and Address of Certificate Holder days before cancellation. If however, we fail to mail such notice, no obligation or liability will be imposed City of Fort Collins ion State Farm or its agents or repre entatives;� 215 N. Mason St %• / f ` //� Fort Collins, Co 80524 �^ ', `? '�.;t: _ `? jf 5:f�ti / Attn: Jenny Beck%Sig to Authorized RepFesenta ive A nt L` 08/02/2010 title Date Agent's Code Stamp AFO Code B. BISChoff 06-2359 Fire b86`' nM �cc/1 558-994 a_3 04-1999 Printed In U.S.A. Rocky �Iil)urftIfl AFV F913 5. Early Termination by City/Notice. 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 Professional. Such notice shall be delivered 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: Professional: City With copy to Brendle Group, Inc. City of Fort Collins - Utilities City of Fort Collins Attn: Judy Dorsey Attn: Mr. John Phelan Attn: Purchasing 226 Remington Street, Suite 3 PO Box 580 PO Box 580 Fort Collins, CO 80524 Fort Collins, CO 80522 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 6. Design Project Insurance and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs,- plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City its officers and employees, in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City and for the City's costs and reasonable attorneys fees arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits and errors and omissions insurance in the amount of 1,000,000. Utility PSA WO rev03/10 7. Compensation. In consideration of services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis designated in Exhibit "B", consisting of one (1) page, attached hereto and incorporated herein by this reference. At the election of the City, each Work Order may contain a maximum fee, which shall be negotiated by the parties hereto for each such Work Order. Monthly partial payments based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant to the Work Order and upon approval of the Professional's direct reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 8. City Representative. The City will designate, prior to commencement, of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 9. Proiect Drawings. Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival, prepared on stable mylar base material using a non -fading process to provide for long storage and high quality reproduction. "CD" disc of the as -built drawings shall also be submitted to the owner in and AutoCAD version no older then the established city standard. 10. Monthly Report. Commencing thirty (30) days after Notice to Proceed is given on any Work Order and every thirty days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Work Order, Work Schedule and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. Utility PSA WO rev03/10 11. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 12. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 13. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. 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 or benefits provided to the City under this Agreement. 14. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 15. 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. Utility PSA WO rev03/10 16. Binding 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 representatives, successors and assigns of said parties. 17. Law/Severability. The laws of the State of Colorado -shall govern the construction, interpretation, execution and enforcement of this Agreement. 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. 18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C,R.S., et. seq., Professional represents and agrees that: a. As of the date of this Agreement: 1. Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Professional will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public 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. Professional 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. Professional 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 Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Professional shall: 1. Notify such subcontractor and the City within three days that Professional Utility PSA WO rev03/10 has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. . e. Professional 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 .established in Subsection 8-17.5-102 (5), C.R.S. f. If Professional 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, Professional shall be liable for actual and consequential damages to the City arising,out of Professional's violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. 19. Red Flags Rules. Service Provider must implement reasonable policies and procedures to detect, prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags Rules found at 16 Code of Federal Regulations part 681. Further, Service Provider must take appropriate steps to mitigate identity theft if it occurs with one or more of the City's covered accounts. 20. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit C — Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Utility PSA WO rev03/10 THE CITY OF FORT COLLINS, COLORADO By: _.. 12 FORT co oir es B. O'Neill II, CPPO, FNIGP •.••"'•••.•��� ctor of. Purchasing & Risk Management v• _ Date: so Cd SEAL City Clerk APPR - VED A T FORM: As st nt City Att rney Brendle Group, Inc. - By: Title: '0 r4s 1 AQ/La CORPORATE PRESIDENT OR VICE PRESIDENT SL�:> 1a (Corporate Seal) Utility PSA WO rev03/10 n EXHIBIT A WORK ORDER FORM PURSUANT TO AN AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND Brendle Group, Inc. 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: User Acceptance Professional agrees to perform the services Professional: identified above and on the attached forms in accordance with the terms and conditions By: contained herein and in the Professional Services Agreement between the parties. In the event of a Date: conflict between or ambiguity in the terms of the Professional Services Agreement and this work City of Fort Collins order (including the attached forms) the Professional Services Agreement shall control. Submitted By: Project Manager The attached forms consisting of Exhibits _ _ Date: consisting of _ U pages are hereby accepted and incorporated herein, by this reference, and Reviewed by: Notice to Proceed is hereby given. Insert Title Date: Approved by: Insert Title Date: Approved by: Utilities Customer/Electrical Relations Manager (over $1,000,000) Date: Approved by: r Director of Purchasing & Risk Management (if over $60,000.) Date: Utility PSA WO rev03/10 EXHIBIT B FEE SCHEDULE l3iencile Groin offers competitive billanL,:rates and diverse team comprised of senior middle, and junior leVe1 staff to meet the 4iverse;heeds of.the:on ca1..project.. Brendle: CTroub's 201:0 hourly<billin,rates are as follows: 0. Principal f$O.. Y. , Senior'l ngineer. I'$1.25. . Scnaor Cn ine r: IT S..125. • Associate Ehginedm$81 �► Protam Manager81: JnOhLer.. $70' - +.. Administrative Cocrd.inator Ii: $55 ik'a.urly ratcslbn y he adjusted annually, riptice will Eye provided on>tkie first invoice fvllonfing the adjiis.mient 7t ts,:l3rendle Grou 's ppolicy tO .)i11 al.l retri l.�ursaEale costs W the client u�ithottt;imarkups: