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HomeMy WebLinkAbout541003 ECI SITE CONSTRUCTION MANAGEMENT INC - CONTRACT - RFP - 8468 CM GC FOR POUDRE RIVER WHITEWATER PARKService Agreement – Work Order Type Page 1 of 16 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 ECI SITE CONSTRUCTION MANAGEMENT INC. 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 8468 CM/GC for the Poudre River Whitewater Park Project. 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 "A", 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. A general scope of services is attached hereto as Exhibit “B”, consisting of five (5) pages, and incorporated herein by this reference. 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. Irrespective of references in Exhibit A to certain named third parties, Service Provider shall be solely responsible for performance of all duties hereunder. 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. 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. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type Page 2 of 16 4. Contract Period. This Agreement shall commence May 1, 2017 and shall continue in full force and effect until April 30, 2018, 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. Written notice of renewal shall be provided to the Service Provider and mailed no later than thirty (30) 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: Service Provider: City: Copy to: ECI Site Construction Management Inc. Attn: Ted Johnson 2526 SE 14th St Loveland, CO 80539 City of Fort Collins Attn: Matt Day PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 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 DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type Page 3 of 16 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. 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. 10. 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 extent that the work shall be done in accordance with the terms, plans and specifications furnished by the City. 11. Subcontractors. Service Provider may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the city, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Service Provider. 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. 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. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type Page 4 of 16 c. 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 party 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 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. 17. 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 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 Purchasing Director, P. O. Box 580, Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the city. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 5 of 16 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 contained 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: 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 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. 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 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 Service Provider 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. Service Provider shall comply with any reasonable request by the Colorado DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 6 of 16 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 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 shall 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” - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 7 of 16 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: ATTEST: APPROVED AS TO FORM: ECI SITE CONSTRUCTION MANAGEMENT INC. By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Theodore Johnson 5/2/2017 Vice President Assistant City Attorney 5/2/2017 City Clerk Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 8 of 16 EXHIBIT A WORK ORDER FORM PURSUANT TO AN AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND ECI Site Construction Management Inc. AGREEMENT 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: Service Provider agrees to perform the services identified above and on the attached forms in accordance with the terms and conditions contained herein and in the Services Agreement between the parties. In the event of a conflict between or ambiguity in the terms of the Services Agreement and this Work Order (including the attached forms) the 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. SERVICE PROVIDER By:_______________________________ Date:_____________________________ CITY OF FORT COLLINS By:_________________________________ Project Manager Date: ______________________________ By: _______________________________ Gerry Paul Purchasing Director (over $60,000.00) Date: ____________________________ DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 9 of 16 EXHIBIT B GENERAL SCOPE OF SERVICES PROJECT SCOPE OF WORK AND REQUIREMENTS A. General Information The Poudre River Whitewater Park is based on the concepts presented in the Poudre River Downtown Master Plan (October 2014 http://www.fcgov.com/poudre-downtown/). The Poudre River Downtown Master Plan developed a vision for the Poudre River from Shields Street to Mulberry Street. The Master Plan identified opportunities and constraints as it related to the three main River Project tenants; natural systems enhancements, flood mitigation and recreation. The Master Plan segmented the river into “reaches” and “Reach 3 – Museum of Discovery to Burlington Northern Santa Fe Railroad” was identified as the first project for implementation. Reach 3 is now identified as “The Poudre River Whitewater Park” and includes the removal of the Coy Irrigation Diversion Structure and Boat Chutes and then reconstruct the river to incorporate in stormwater improvements, whitewater drop features, pedestrian gathering areas, a pedestrian bridge, trails, parking areas, restoration, and road improvements. The Plan seeks to enhance stormwater conveyance, provide natural systems connectivity, and promote the City’s access to the river. B. Project Background 1. The City is under contract with Anderson Consulting Engineers and a team of sub- consultants. Anderson is responsible for providing all contract documents and design details for the project. The following is a preliminary schedule for the Poudre River Whitewater Park Project: US Corps of Engineers Submittal December 2016 50% Design January 2017 75% Design May 2017 Construction NTP August/September 2017 River Construction October 2017 – April 2018 Project Opening Spring 2018 2. The project goals are to develop a partnership/collaborative design and delivery process to facilitate: a. Achieving project opening in Spring 2018 b. Minimize risk, improve the construction schedule, and promote innovation / cost efficient construction. c. Maximize improvements within a set budget. d. Minimize impacts to surrounding businesses, CSU Powerhouse Campus, the Poudre Trail, Vine Drive, Excel Energy, and private inholdings. C. CM/GC Requirements DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 10 of 16 The City expects the CM/GC Service Provider to provide pre-construction and construction services related to the completion of the Poudre River Whitewater Project. These services are to include, but not be limited to the following: 1. Preconstruction Support Services o The CM/GC to provide a designated representative to participate in the engineering design effort. o The CM/GC is required to bring the following skills, knowledge and expertise during the Preconstruction Support Services phase of the project:  Estimate quantities of materials, labor and equipment needed to construct the project.  Determine the task/work breakdown structure needed to complete the project and estimate the cost, duration, and sequence of the these task  Understand the availability, cost, and capacities of materials labor and equipment.  Identify potential risk, including cost risk, and methods to mitigate them during the design process.  Determine constructability and inform project construction phasing.  Coordinate project work with utilities and stakeholders.  Provide dewatering plan and river construction phasing; including Irrigation ditches and water coordination (Lake Canal, ELCO and Larimer Weld)  Develop strategy for hazardous materials management.  Understand and inform team regarding the demolition, cost, and construction impacts of existing irrigation structures and walls. 2. Construction Contract Price Negotiations When the City, the designer, and the CM/GC agree that the project has been designed to a sufficient level of detail to allow the CM/GC to accurately price construction elements of the project, Construction Contract Price Negotiations will commence. In order to expedite the project, Construction Contract Price Negotiations may start before the completion of the Preconstruction Support Services. The CM/GC’s work effort for Construction Contract Price Negotiations will be separate from its Preconstruction Support Services, and will not be compensated for by the City. The CM/GC will be compensated for construction cost estimates prepared during the design process prior to Construction Contract Price Negotiations. The City will determine when Construction Contract Price Negotiations have begun. The Construction Contract Price Negotiations will conclude with the establishment of a Guaranteed Maximum Price (GMP) Construction Work Order agreement. The Construction Work Order agreement will incorporate general conditions using the Standard General Conditions of the Construction Contract prepared by the Engineers Joint Contract Document Committee (EJCDC) and other provisions in accordance with the City’s construction contract requirements. a. Price Negotiation Process: The following procedures will be used for Construction Contract Price Negotiations. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 11 of 16 i. The designer will produce a set of the relevant plans and specifications showing the work to be accomplished. The plans will also show all work accomplished under any previous construction packages. ii. The CM/GC will prepare a “bid” to perform the work. The bid will include detailed unit line item pricing and may include lump sum items as appropriate. iii. As part of the “bid” the CM/GC will obtain a minimum of 3 quotes for all major subcontracted work unless otherwise approved by the City. iv. The City will develop an independent construction cost estimate for the work or may engage an independent third party to perform the construction cost estimate. v. Upon opening the CM/GC’s “bid” the City will determine the acceptability of the “bid” by comparing it to its independent construction cost estimate. vi. If the City determines the prices are acceptable, the City will prepare a Work Order for construction services. If a previous Work Order for construction services had been entered into, this work may be added to that contract by change order. vii. If the prices are not acceptable the City and the CM/GC will conduct a price negotiation meeting to discuss the variances between the “bid” and independent construction cost estimates. viii. Following the price negotiation meeting the Construction Contract Negotiations will enter into subsequent iteration of the above noted process. ix. The City reserves the right to require the CM/GC to enter into “open book” cost model price negotiations at any time through this process, where the CM/GC will be required to reveal and defend its detailed pricing breakdowns including labor, materials, equipment, subcontractor and supplier quotes, mobilization, overhead, mark-up, and profit. See below for the City’s “open book” negotiation requirements. x. At any time, if the City determines that an agreement cannot be successfully negotiated, the City reserves the right to terminate Construction Contract Cost Negotiations and the Preconstruction Support Services contract and procure the construction of the project by other means. If the City then offers the project up for public bids the CM/GC will not be eligible to bid on the project. b. “Open Book” Negotiations Process: Negotiations may require any or all of the following information. The CM/GC shall submit information as requested by the City to the extent necessary to permit the City to determine the reasonableness of the “bid” price. The CM/GC shall provide cost or pricing data, broken down by individual work item, for the CM/GC and each major subcontractor. Submit material and subcontractor quotes, anticipated labor and equipment usage, and anticipated production rates. If requested, submit a written proposal for the work identifying the major DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 12 of 16 elements of the work, the quantity of the element, and its contribution to the proposed price. Provide further breakdowns if requested by the City.  Material: Furnish quotes and/or material invoices showing the cost of material to be incorporated in the work.  Labor: Show basic hourly rates, fringe benefits, applicable payroll costs (workers compensation, insurance, etc.) paid subsistence, and travel costs for each labor classification and foreman employed in the work  Equipment: Provide a complete descriptive listing of equipment to be used in the work including make, model and year of manufacture. Support rented or leased equipment costs with invoices  Other direct costs: Furnish documentation of invoices to support any other direct costs to be incurred that are not included above (e.g., bonds, mobilization, permits, etc.)  Production Rates: Provide actual hours of performance, on a daily basis, for each labor classification and for each piece of equipment.  Subcontract Costs: Provide supporting data as required above.  Overhead: Identify overhead rates and list the types of costs that are included in overhead.  Profit: Include a reasonable profit reflecting the efficiency and economy of the CM/GC and subcontractors in performing the work, the contract risk type, the work difficulty, and management effectiveness.  Markup: List any markup cost for subcontractors or other items. Provide backup information as requested for a breakdown and justification of markup expenses. 3. Construction Requirements o Provide construction services according to the Agreement and contract documents including self-performance of at least 20% of the physical work (including overhead, profit and materials). o Provide qualified full time site supervision and management of trade subcontractors to meet or exceed the defined project schedule. o Provide open procurement of subcontractors and suppliers that are not assigned by the City. Include the City in the procurement process. A minimum of 3 quotes are required for the subcontractor procurement process unless otherwise approved by the City. o Provide storm water management and BMP maintenance for the site complying with State and City regulations. o Provide construction delivery scheduling, meeting attendance and reporting according to contract document and federal or state requirements. This includes monthly reporting on DBE participation if applicable, progress reporting and subcontractor work participation. o Provide site security and protection during construction. Provide all site safety management and compliance with OSHA standards and criteria. Implement a site safety program that is reported on regularly. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 13 of 16 o Provide for quality control program that meets or exceeds minimum job/contract document and industry standards. Coordinate and perform all quality control testing and inspections. All such tests and inspections shall be subject to the City’s written review. o Provide subcontractor and/or DBE participation to meet set goals if applicable. Report in your proposal to the City how the remaining work will support this goal. o Meet all licensing requirements as set forth by the City of Fort Collins for both CM/GC and subcontracted work. Provide work that complies with the Larimer County Urban Area Street Standards (LCUASS) as applicable. o Provide services to manage participation in project close out process and needs during the project warranty period. D. Owner Expectations and Delivery Schedule Partnering The City and CM expect a partnering relationship with the selected CM/GC. A formal Partnering Session will be held with the selected CM/GC, City of Fort Collins team members, contract Engineers and Landscape Architects (Anderson Consulting Engineers and BHA Design). The City expects an environment where trust and teamwork prevent disputes, foster a cooperative bond to everyone’s benefit, and facilitate the completion of a successful project. Traditional adversarial relationships between the project participants are not an acceptable way of doing business on this project. Key Staff The City expects the CM/GC to commit key staff members to manage the project through attendance of weekly project meetings; preparation of RFIs; management of subcontractors; management of schedule; management of quality and management of cost. Key staff members for this project are expected to include a project manager, superintendent and possibly a field engineer. Communication The City expects open and honest communication related to project activities including subcontractor performance, cost control, schedule control, budget and quality issues as they may arise. The City expects communication to occur directly through the established chain of command which may involve working directly, receiving direction and coordinating with City assigned personnel. Contract Management The City expects the CM/GC to participate in contract management such that pay applications, work change directives, change orders, RFIs and other documents are managed timely and effectively to avoid delays in project delivery. The City expects the CM/GC to work with its representatives to gain approval and processing of these documents in a coordinated fashion. Performance Standard The City expects CM/GC performance to a standard that exceeds industry accepted parameters. The City expects a world class CM/GC and project. The City expects to pay fairly for all work performed and expects the CM/GC to be profitable. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 14 of 16 EXHIBIT C COMPENSATION DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 15 of 16 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 reduce coverage or limits and will not be cancelled, except after thirty (30) 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. 2. 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: 1. 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 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 $1,000,000 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. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 Service Agreement – Work Order Type 8468 CM/GC for Poudre River Whitewater Park Project Page 16 of 16 EXHIBIT E CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to this Agreement (the “Agreement”), the Service Provider 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 Service Provider has agreed to perform, the Service Provider 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 Service Provider 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 Service Provider shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City. Further, the Service Provider 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 Service Provider 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 Service Provider 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 Service Provider ceases to perform services for the City, or the City so requests for any reason, the Service Provider 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 Service Provider understands and agrees that the City’s remedies at law for a breach of the Service Provider’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. DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) JECT LOC POLICY PRO- GEN'L AGGREGATE LIMIT APPLIES PER: CLAIMS-MADE OCCUR COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence) $ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ DED RETENTION $ CLAIMS-MADE OCCUR $ AGGREGATE $ UMBRELLA LIAB EACH OCCURRENCE $ EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS PER STATUTE OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ 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. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: 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). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INS025 (201401) 5/1/2017 Flood and Peterson PO Box 578 Greeley CO 80632 Nikki Mosbrucker CIC,CISR (970)266-7123 (970)506-6823 NMosbrucker@floodpeterson.com ECI Site Construction Management, Inc. PO Box 2135 Loveland CO 80539 BITCO General Insurance Corp 20095 Travelers Property Casualty Company 25674 AGCS Marine Insurance Company 22837 CL167112080 A X X CLP3640111 7/1/2016 7/1/2017 1,000,000 300,000 5,000 1,000,000 2,000,000 2,000,000 EMPBN 1,000,000 A X X X CAP3640110 7/1/2016 7/1/2017 1,000,000 Uninsured motorist combined 1,000,000 B X X ZUP91M3651616NF 7/1/2016 7/1/2017 5,000,000 5,000,000 A N WC3640109 7/1/2016 7/1/2017 X 1,000,000 1,000,000 1,000,000 C Builders Risk MXI98475715 7/1/2016 7/1/2017 $5,000,000 LImit re: Poudre River Whitewater Park Certificate holders is included as Additional Insured as required by written contract but only as respects liability arising out of work performed by the named insured. The coverage is primary and non-contributory to any other valid and/or collectible insurance to the fullest extent the law allows. Waiver of subrogation applies per written contract. 30 Notice of Cancellation applies. N Mosbrucker CIC,CISR City of Fort Collins Matt Day PO Box 580 Fort Collins, CO 80522 DocuSign Envelope ID: AB8E2134-EAD1-4A69-A4DF-1804B873EA67