HomeMy WebLinkAbout479204 WEMBER INC - CONTRACT - AGREEMENT MISC - WEMBER INCPROFESSIONAL SERVICES AGREEMENT
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, acting on
behalf of the Poudre River Public Library District ("District'), hereinafter referred to as the "City"
and Wember, 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 the scope of services attached hereto as Exhibit "A", consisting of one (1) page, and
incorporated herein by this reference.
3_ Contract Period. The services to be performed pursuant to this Agreement
shall be initiated within five (5) days following execution of this Agreement. Services shall be
completed no later than April 30, 2011. Time, is of the essence. Any extensions of the time
limit set forth above must be agreed upon in writing by the parties hereto.
2. Early Termination by City. irNo\ hstanding 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 addresses:
Professional:
City:
With Copy to:
Wember, Inc.
City of Fort Collins
Fort Collins Regional Library
Attn: Mr. Paul Wember
Attn: Purchasing
District
7525 South Jasmine Court
P.O. Box 580
Attn: Holly Carroll
Centennial, CO 80112
Fort Collins, CO 80528
201 Peterson Street
Fort Collins, CO 80524
and
F.HH
®
A� o CERTIFICATE OF LIABILITY INSURANCE R054
DATE (MM/DO/YYYY)
12-14-2010
THIS CERTIFICATEIS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATIONIS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
USAA INSURANCE AGENCY INC/PHS
812846 P: (888)242-1430 F• (877)905-0457
PO BOX 33015
SAN ANTONI O TX 78265
CONTACT
PHONE FAX
(888)242-1430 IA/C,NoI: (877)905-045
E-MAILoExtl.
PRODUCER
CUSTOMER ID it:
INSURER(S) AFFORDING COVERAGE
NAIC #
INSURED
INSURERA: Hartford Casualty Ins Co
INSURERS: Sentinel Ins Co LTD
WEMBER INC
7525 S. JASMINE CT.
INSURER : Twin City Fire Ins Co
ENGLEWOOD CO 80112
INSURER D
INSURER E
INSURER F
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE 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 POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
INSR
WVD
POLICY NUMBER
POLICY EFF
(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY1
LIMITS
GENERAL LIABILITY
EACH OCCURRENCE
$ 1,000,000
COMMERCIAL GENERAL LIABILITY
DAMAGE
PR MISEST(EaRENToccurrence)
$ 300,000
2 CLAIMS -MADE FRI OCCUR
MED EXP (Any one person)
$ 10,000
A
PERSONAL & ADV INJURY
$ 1,000,000
X General Liab
X
65 SBM PY8909
10/15/2010
10/15/2011
GENERAL AGGREGATE
$ 2,000, 000
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$ 2,000, 000
PRO-ECT N
D
$
POLICY LOC
AUTOMOBILE
LIABILITY
COMBINED SINGLE LIMIT
$
(Ea accident)
1,000,000
ANY AUTO
BODILY INJURY (Per person)
$
ALL OWNED AUTOS
BODILY INJURY IPer accident)
$
B
X
SCHEDULED AUTOS
65 UEC KJ2272
10/18/2010
10/18/2011
PROPERTY DAMAGE
$
X
HIRED AUTOS
(Per accident)
$
X
NON -OWNED AUTOS
S
UMBRELLA LIAB
OCCUR
EACH OCCURRENCE
$
AGGREGATE
$
EXCESS LIAB
CLAIMS -MADE
DEDUCTIBLE
$
$
RETENTION $
WORKERS COMPENSATION
X I WC STATU- OTH-
AND EMPLOYERS' LIABILITY Y / N
TORY LIMITS ER
E.L. EACH ACCIDENT
$ 100,000
ANY PROPRIETOR/PARTNER/EXECUTIVE
C
EXCLUDED? E
N/A
E.L. DISEASE EA EMPLOYEE
$ 100,000
(OFFICER/MEMBER
65 WEC KZ8143
10/15/2010
10/15/2011
If yes, describe under
DESCRIPTION OF OPERATIONS below
E.L. DISEASE - POLICY LIMIT
$ 500, 000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, ifmom space is required)
Those usual to the Insured's Operations.
CERTIFICATE HOLDER CANCELLATION
CITY OF FORT COLLINS
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED
POUDRE RIVE LIBRARY DISTRICT
BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE
SENIOR BUYER/PURCH DEPT .
DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
215 N MASON ST FL 2
FORT COLLINS, CO 80524�_
1988-2009 ACORD CORPORATION. All rights reserved.
ACORD 25 (2009/09) The ACORD name and logo are registered marks of ACORD
Seter & Vander Wall, P.C.
7400 E. Orchard Rd., Suite 3300
Greenwood Village, CO 80111
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.
3. Design, Project Indemnity 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, the District, their 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 and name
the District as an additional insured in the amounts of $500,000 combined single limits and
errors and omissions insurance in the amount of $ 1,000,000, in accordance with the attached
Insurance Requirements.
4. Compensation. In consideration of the services to be performed pursuant to
this Agreement, the City agrees to pay Professional a fixed fee in the amount of Eighteen
Thousand and Sixty Dollars ($18,060.00) plus reimbursable direct costs in the amount of One
Thousand Dollars ($1,000.00) per the fee schedule attached hereto as Exhibit "C", consisting of
one (1) page, and incorporated herein by this reference. All such fees and costs shall not
exceed Nine Thousand and Sixty Dollars ($19,060.00). Monthly partial payments based upon
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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 hereto and upon the City's approval of the Professional's
actual 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.
5. City Representative. The City will designate, prior to commencement of work, a
City or District 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.
6. Project 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.
7. Monthly Report. Commencing thirty (30) days after the date of execution of this
Agreement and every thirty (30) days thereafter, Professional is required to provide the City
Representative with a written report of the status of the work with respect to the Scope of
Services, 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.
8. 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
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payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose.
9. 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.
10. 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.
11. 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.
12. Remedies. In the event a party has been declared in default, such defaulting
party shall be allowed a period of ten (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.
13. 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.
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14. 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.
15. 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
has actual knowledge that the subcontractor is employing or contracting with an
illegal alien; and
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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.
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.
M
ATTEST:
Corporate Secretary
THE CITY OF FORT COLLINS, COLORADO
By:
James B. O'Neill II, CPPO, FNIGP
Director urchasing & Risk Management
DATE: I O
POUDRE RIVER PUBLIC LIBRARY DISTRICT
By:
Print Name. �ll _li✓� ��
Title:
Date:�z e)
WEMBER, INC.
By: ZM 14A1N1-3QL 1AIL
Title: TKE51100ar
CORPORATE PRESIDENT OR VICE PRESIDENT
Date: IZ%3�Zc�/o
7
(Corporate Seal)
EXHIBIT A
SCOPE OF SERVICES
Scope:
1. Wember Inc. Services as proposed:
a. Overall Owner Budget Development:
I. Work with PRPLD and the project team to develop a Master Budget (including
soft costs and hard construction costs)
li. Wember Inc. will discuss permit fees and other agency fees with the appropriate
parties.
b. Master Schedule and Phasing Plan Development:
I. Work with PRPLD and the project team to develop a phased schedule listing
project activities, including design, construction, FF&E procurement, technology
procurement, move out periods, move in periods, etc)
c. Cost Estimate Validation:
L Work with PRPLD and the project team to review and provide comments on the
cost estimate performed by the design team and its cost estimator
d. Design Review:
i. Review the design at each major design phase milestone (schematic design,
design development and construction documents) for constructability and quality.
The review will consider PRPLD operational goals and objectives during the
review.
2. In support of the above tasks, Wember Inc_ will:
a. Review the existing and current owner budget documents and supporting information as
provided by Poudre River Public Library District (PRPLD)
b. Review the existing and current phasing plan and master schedule documents and
supporting information as provided by Poudre River Public Library District (PRPLD)
c. Review the design documents produced to -date from OZ Architecture (schematic
design), as well as those that will be produced after a successful vote on April 12, 2011,
and resumption of the design phase of the project (with the authorization from PRPLD)
d. Review the cost estimate documents produced to -date from OZ Architecture (schematic
design), as well as those that will be produced after a successful vote on April 12, 2011.
and resumption of the design phase of the project (with the authorization from PRPLD)
Clarifications:
■ Scope does not include on -going management and updating of the master budget including
invoices and other expenses
• Wember Inc. is not generating detailed construction cost estimates
• Scope does not include on -going management and updating of the master schedule and
phasing plan
• The above services (or any others that Wember Inc is asked to provide by PRPLD) will be billed
monthly
• OZ Architecture will be retained as the project architect
• Project scope includes modifications to the existing building and site at the Main Library located
at 201 Peterson Street in Fort Collins, Colorado
Additional Services to Consider (but not priced by Wember Inc. at this timel:
• AMH System RFP and Selection
• RFP for movers & move coordination management
• On -going management and updating of the project budget
• On -going management and updating of the master schedule and phasing plan
EXHIBT "C"
FEE SCHEDULE
Fee:
Fee for Overall Owner Budget Development
$ 5,120
Fee for Master Schedule and Phasing Plan Development
$ 4,710
Fee for Cost Estimate Validation
S 4,320
Fee for Design Review
S 3,910
Total Fee for all services list above
S 18,060
Anticipated Reimbursables
S 1,000
Reimbursable Expenses:
Reimbursable Expenses will be invoiced at cost plus 10% mark up:
They include postage, couriers, parking (paid parking only), mileage (at current IRS rate), lodging and
meals. And if approved in writing plots conference call services, airfare, and
other requested trips outside
of the region (including lodging, travel and meals)
Hourly Rates, 2010:
Owner's Representative — Principal - Paul Wember
$ 135/Hour
Owner's Representative — Senior Project Manager — Quentin Rockwell
$ 1001Hour
Owner's Representative — Project Manager/Estimating - Clay Strickland
$ 95/Hour
Owner's Representative —Project Coordinator - Penny Cox
$ 65/Hour
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