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HomeMy WebLinkAbout123880 ECOS COMMUNICATIONS INC - CONTRACT - RFP - 7318 INTERPRETIVE FEATURES ON NATURAL AREASPROFESSIONAL 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, hereinafter referred to as the "City" and ECOS Communications 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 two (2) pages, and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence March 1, 2012, and shall continue in full force and effect until February 28, 2013, 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. 3. Early Termination by City. 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 addresses: Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 1 of 11 EXHIBIT B COMPENSATION BILLING RATES Billing rates by job function are as follows: Principal $85 Senior Content Developer $75 Senior Designer $75 Project Manager $75 Graphic Designer $65 Please note: For the great majority of our projects, ECOS provides fixed fee proposals based on detailed scopes of work. These proposed fees are based on our anticipated labor hours and costs and goods, yet our billing is not generally by hourly rates. We work on a project until we have met the scope and client expectations. Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 10 of 11 EXHIBIT C INSURANCE REQUIREMENTS 1. The Professional 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 Professional 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 Professional, 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 Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement for all of the Professional's employees engaged in work performed under this agreement: Workers' Compensation insurance with statutory limits as required by Colorado law. 2. 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 Professional 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 Professional 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. Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 11 of 11 PA791-wip. `. O� CERTIFICATE OF LIABILITY INSURANCE D DD/VYVY) 2/23/23/2012 THIS CERTIFICATE IS 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 SUBROGATION IS 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 CONTACT NAME. COWest Corporate CO West Insurance Group P.O. BOX 910 PHONN Esp. E (303) 688-9597 A/C No: (303)688-8058 E-MAIL ADDRESS: info@cowest. corn PRODUCER IER 00071311 Castle Rock CO 80104 INSURERS AFFORDING COVERAGE NAIC I/ INSURED INSURER A:COlorad0 CasualtV Insurance Co iO621 INSURERB:Pinnacol Assurance 41190 ECOS Communications, Inc 2975 Valmont Road INSURER C: Suite 110 Boulder CO 80301 INSURER D : NSURERER E INSURF: COVEKAGES CERTIFICATE NUMBER:11-12 MASTER 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. I�Tft TYPE OF INSURANCSR E IANSR POLICY NUMBER POLICY MIOI DYE MMIDDYIYYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 X COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence $ 100,000 A CLAIMS -MADE X❑OCCUR BP8555726 2/20/2011 2/20/2012 MED EXP (Any oneperson) $ 15,000 PERSONAL B ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG S 2,000,000 X POLICY MT LOC $ AUTOMOBILE LIABIIJTY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ A ALL OWNED AUTOS BP8555726 2/20/2011 2/20/2012 BODILY INJURY (Per amden0 S SCHEDULED AUTOS PROPERTY DAMAGE $ X HIRED AUTOS (Per accident)X NON-OWNEDAUTOS N..ed 5 1,000,000 E UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMSMADE AGGREGATE $ DEDUCTIBLE S $ RETENTION S B WORKERS COMPENSATION WC STATU- OTH- X AND EMPLOYERS' LIABILITY V IN E.L. EACH ACCIDENT S lOO OOO ANY PROPRIETORIPARTNER/EXECUTIVE OFFICERIMEMBER EXCLUDED' N I A (Mandatory In NH) 3101630 /l/2011 /1/2012 E.L. DISEASE - EA EMPLOYEE $ 100,00 I( SC deacdbe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 500,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) 10 DAYS NOTICE OF CANCELLATON FOR NON-PAYMENT OF PREMIUM. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF FORT COLLINS ACCORDANCE WITH THE POLICY PROVISIONS. PURCHASING DEPT ATTN: JOHN STEPHEN AUTHORIZED REPRESENTATIVE P 0 BOX 280 FORT COLLINS, CO 80522 Randolph Carey/AJM - -� ACORD25 ©1988-2009 ACORD CORPORATION. All rights ....... 1 —1 ncnre aeu 1ege are reglstereo marKS Or ALJVKU Professional: City: With Copy to: ECOS Communications Inc. City of Fort Collins City of Fort Collins , Purchasing Attn: Jill Isenhart Attn: Sue Kenney PO Box 580 2975 Valmont Road, Suite 110 PO Box 580 Fort Collins, CO 80522 Boulder, CO 80301 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. 4. 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, 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 according to the Insurance Requirements attached hereto as Exhibit "C", consisting of one (1) page. 6. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis in accordance with the scope of services attached hereto as Exhibit "B", consisting of one (1) page and incorporated herein by this reference, with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed Seventy -Five Thousand Dollars ($75,000). Monthly partial payments based upon the Professional's billings and itemized statements of Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 2 of 11 reimbursable direct costs 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 reimbursable direct costs. 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, 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. 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 City in an 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 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 Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 3 of 11 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. 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 Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 4 of 11 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. 17. 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 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. Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 5 of 11 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. Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 6 of 11 THE CITY OF FORT COLLINS, COLORADO By: )la es B. O'Neill II, CPPO, FNIGP i ector of Purchasing� Risk Management DATE: / 7 TTEST City Clerk APP V D AS T ORM Gw�-- Assista t City orney ECOS Communications Inc. By: C p � ct Title: Pre S � �1 Y 0 t CORPORATE PRESIDENT OR VICE PRESIDENT Date: 1 / Z3 / 1 Z ATTEST: (Corporate Seal) Corporate Secretary Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 7 of 11 EXHIBIT A SCOPE OF WORK This scope of work is for the planning, design, writing, layout, and fabrication of interpretive panels and features to be installed on various natural areas mostly in urban settings. Several of these interpretive features must be planned and coordinated with other partners including the City of Fort Collins Parks and Utility departments, Fort Collins Museum of Discovery, and Larimer County Natural Resources Department. The interpretive features should balance the aesthetics of the natural areas and take advantage of the scenic beauty and other natural resources and of select cultural resources. It is the desire of the Natural Areas Department to have creative and unique interpretive features at its natural areas, that are appropriate for the subject matter and audience, and that are presented in a dynamic and engaging manner, including incorporating appropriate modern communication technology (i.e. Quick Response codes, messages that change with changing conditions, and others that reflect changing trends in outdoor interpretation). Interpretive features must provide entertaining, accurate, and meaningful interpretive experiences for the visitors. The interpretive features usually should accommodate a wide range of visitor ages and abilities, and enable visitors to use multiple senses and learning styles. The features should be inviting, drawing in visitors with dynamic illustrations, easy -to -read active voice text, and three dimensions as appropriate, that allow visitors to learn through exploration. In some cases, the interpretive features will have messages that inform and direct visitors' behavior in order to protect the resource and avoid conflicts with other users. A sense of ownership and stewardship are key components of the visitor experience. The interpretive features will be located near trails, parking lots, and historic features. The interpretive features may be subject to vandalism and to extremes of weather including intense exposure to the sun. The Natural Areas Department has experienced many interpretive panel failures due to heat and sun exposure. ECOS will provide recommendations on sign design and fabrication processes to minimize this in the future. The fabrication process should try to protect against fading, cracking, browning, and other damage caused by exposure to the sun or to temperature extremes, and must carry an industry -standard or better warranty. PROCESS Each project will have a review committee consisting of individuals selected by the project manager. Each project may have different reviewers, but a review team must be selected at the onset of a specific project. Once selected, the committee will remain consistent until project completion. The committee and ECOS Communications, Inc. will attend site visits and conceptual review meetings as mutually agreed upon. Once the site visit is complete, project expectations will be mutually agreed upon between ECOS, Inc and the City of Fort Collins to help assure an efficient project process. This will include overall approach to project if different that what is outlined here, number of submittals, role of review committee at each submittal, and what constitutes potential changes in scope, etc. ECOS will provide notes from the site visits and, working with the project manager, will establish a design and implementation schedule. They will develop a brief design narrative for purposes of overall unity and planning in which objectives, concepts, and themes are included. ECOS may be responsible for considerable background and content research pertaining to Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 8 of 11 ecology and cultural history. They will make recommendations for appropriate technology, quantity, size, placement and medium(s) most suitable for each site. ECOS will provide conceptual designs and a content outline of all features for review by the project manager and review committee; provide one-two rounds of revisions in illustration and draft text; provide final art and text for sign -off before fabrication; contract with an outside professional proof reader, generate materials for fabrication; arrange for fabrication with a reputable company subject to the City's approval; and arrange for delivery of all features and mounting hardware to the City of Fort Collins. Installation, including backing and stanchions will be provided by the Natural Areas Department. ECOS will indefinitely archive (no time limit) all materials and provide support to the City for future replacement of signs and features as necessary. They must provide pdf files of all final features (including sizes) to the City. ECOS maintains copyright to the text and any original artwork, but the City has unlimited use as it pertains to replacement of panels. If other uses are requested by the City, ECOS must be contacted and additional use fees may apply. ECOS will incorporate the City of Fort Collins Natural Areas Department branding and messaging and work to make a unified product. Other inter -departmental and inter -agency branding and messaging efforts may also be a factor at some natural areas. If that is the case, ECOS will be provided with necessary logos at the onset of each project if they should be included. PROJECTS Projects include natural areas along the Cache la Poudre River (excluding Gateway Natural Area) and two urban natural areas located within the city limits. Other sites and ad hoc projects may be included depending on the needs of the Natural Areas Department. ECOS should become familiar with the Cache la Poudre Natural Areas Management Plan Update, (see http://www.fcgov.com/naturalareas/pdf/poudre-management-Plan20l l.pdf ). ECOS previously completed several interpreted projects here in 2000-2001. These may need to be updated. TIMEFRAME Red Fox Meadows and Fairbrook — completed in 2012 Pelican Marsh — completed in 2012 Cache la Poudre River Natural Areas --EGOS will plan and consult with City of Fort Collins mostly via phone meetings in 2012. The goal will be to help the City make informed and realistic budget recommendations that meet the overall interpretive objectives. This modest planning work will help set the stage for future planning and fabrication work that will be completed in 2013-2014. Some river natural areas have complex management and impacts and may be planned and implemented at later dates. These specific timeframes will be determined and agreed upon by ECOS and the project manager. Professional Services Agreement 7318 Interpretive Features on Natural Areas Page 9 of 11