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HomeMy WebLinkAboutRFP - 8797 LEGAL SERVICES FOR FORT COLLINS URBAN RENEWAL AUTHORITYPage 1 of 16 REQUEST FOR PROPOSAL 8797 LEGAL SERVICES FOR FORT COLLLINS URBAN RENEWAL AUTHORITY The City of Fort Collins, on behalf of the Fort Collins Urban Renewal Authority (“URA”), is requesting proposals from qualified firms for a qualified Attorney or Attorneys to provide legal services for the URA. The City of Fort Collins may contract with more than one Attorney or Law firm. As part of the City’s commitment to Sustainable Purchasing, proposals submission via email is preferred. Proposals shall be submitted in a single Microsoft Word or PDF file under 20MB and e-mailed to: purchasing@fcgov.com. If electing to submit a hard copy proposal we require one (1) hard copy and one (1) electronic copy on a jump drive to be received at the City of Fort Collins' Purchasing Division, 215 North Mason St., 2nd floor, Fort Collins, Colorado 80524. Proposals must be received before 3:00 p.m. (our clock) on Tuesday, September 3, 2018 and referenced as Proposal No. 8797. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Please note, additional time is required for bids mailed to the PO Box to be received at the Purchasing Office. The City encourages all Disadvantaged Business Enterprises (DBEs) to submit proposals in response to all requests for proposals. No individual or business will be discriminated against on the grounds of race, color, sex, or national origin. It is the City’s policy to create a level playing field on which DBEs can compete fairly and to ensure nondiscrimination in the award and administration of all contracts. All questions should be submitted, in writing via email, to Gerry Paul, Purchasing Director at gspaul@fcgov.com, with a copy to the Project Manager, SeonAh Kendall, skendall@fcgov.com, no later than 5:00 PM MST (our clock) on Monday, August 27, 2018. Please format your e-mail to include: RFP 8797 Legal Services for Fort Collins Urban Renewal Authority in the subject line. Questions received after this deadline may not be answered. Responses to all questions submitted before the deadline will be addressed in an addendum and posted on the Rocky Mountain E-Purchasing System webpage. Rocky Mountain E-Purchasing System hosted by Bidnet A copy of the RFP may be obtained at http://www.bidnetdirect.com/colorado/city-of-fort-collins. This RFP has been posted utilizing the following Commodity Code(s): 96149 Legal Services, Attorneys Financial Services Purchasing Division 215 N. Mason St. 2nd Floor PO Box 580 Fort Collins, CO 80522 970.221.6775 970.221.6707 fcgov.com/purchasing Page 2 of 16 Public Viewing Copy: The City is a governmental entity subject to the Colorado Open Records Act, C.R.S. §§ 24-72-200.1 et seq. (“CORA”). Any proposals submitted hereunder are subject to public disclosure by the City pursuant to CORA and City ordinances. Firms may submit one (1) additional complete proposal clearly marked “FOR PUBLIC VIEWING.” In this version of the proposal, the firm may redact text and/or data that it deems confidential or proprietary pursuant to CORA and such version must be clearly identified as “Confidential” or “Proprietary", as applicable. Such statement does not necessarily exempt such documentation from public disclosure if required by CORA, by order of a court of appropriate jurisdiction, or other applicable law. Generally, under CORA trade secrets, confidential commercial and financial data information is not required to be disclosed by the City. Proposals may not be marked “Confidential” or ‘Proprietary’ in their entirety. All provisions of any contract resulting from this request for proposal will be public information. New Vendors: The City requires new Vendors receiving awards from the City to fill out and submit an IRS form W-9 and to register for Direct Deposit (Electronic) payment. If needed, the W-9 form and the Vendor Direct Deposit Authorization Form can be found on the City’s Purchasing website at www.fcgov.com/purchasing under Vendor Reference Documents. Please do not submit with your proposal. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or Sham Proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Utilization of Award by Other Agencies: The City of Fort Collins reserves the right to allow other state and local governmental agencies, political subdivisions, and/or school districts to utilize the resulting award under all terms and conditions specified and upon agreement by all parties. Usage by any other entity shall not have a negative impact on the City of Fort Collins in the current term or in any future terms. The selected Attorney/firm shall be expected to sign the City’s standard Agreement prior to commencing Services (see sample attached to this Proposal). Sincerely, Gerry Paul Purchasing Director Page 3 of 16 RFP 8797 LEGAL SERVICES FOR FORT COLLLINS URBAN RENEWAL AUTHORITY I. Purpose The Fort Collins Urban Renewal Authority (“URA”) seeks a qualified Attorney or Attorneys to provide legal representation to the URA Board of Commissioners. The Fort Collins URA may contract with more than one Attorney or Law firm. Specifically, the URA is seeking an Attorney or Attorneys in good standing, licensed to practice law in the State of Colorado, to perform the following: • To prepare for, attend and provide advise at URA board meetings; • To assist in the preparation and review of resolutions and URA agenda packets in advance of URA board meetings; • To assist in the preparation and review of agreements between: o The URA and other governmental entities regarding the allocation of Tax Increment, o The URA and private entities regarding the rehabilitation, reuse, or redevelopment of property within defined Urban Renewal Plan Areas, and o The URA and the City regarding services provided and compensation for such services. • To assist in the preparation and review of new or amendments to existing Urban Renewal Plans and other similar documents of the URA; • To provide the Fort Collins URA with periodic updates on changes in the laws pertaining to the Colorado’s Urban Renewal Law, the Colorado Open Meetings Law, the Colorado Open Records Act, conflicts of interest provision for the URA Commissioners, and other laws applicable to URAs; • To adhere to the Rules of Professional Conduct and other guidelines of professional conduct stated in statutes, rules, court decisions, codes, or canons; and • To act with reasonable diligence and promptness in representing clients. II. Scope of Services Legal Services required by the Fort Collins URA include, but are not limited to: • General Legal Services: this work may include contract/document review, drafting ordinance and resolutions, review and interpretation of State/Federal/Local laws, regulations, rulings, personnel matters, insurance, and providing written and oral legal opinions to the Board and staff. • Real Estate: this work may include the purchase, sale and transfer of land and improved property including the use of eminent domain, if needed. • Land Use: this work may include interpreting land use code, advising staff and Fort Collins URA Board members concerning policy and enforcement. • Litigation: Request the ability to manage, conduct and/or oversee litigation in all Courts. In special or complex matters, assist the Board in obtaining services of outside counsel. Page 4 of 16 The Attorney must represent that s/he has the present capacity, experience, and qualifications to perform professional services. Minimum qualifications include: • Licensed by the State of Colorado Bar and admitted to practice law in the State of Colorado, • Knowledge of Colorado’s Urban Renewal Law, • Knowledge of real estate, land use and local government law, • Knowledge of general legal principles and practices, rules of evidence and rules of civil procedure, • Knowledge of local, state, and constitutional laws applicable to URAs, • Ability to analyze and appropriately apply case law, and • Ability to communicate clearly and concisely, orally and in writing. The Attorney or Attorneys shall immediately notify the Executive Director of the URA if the Attorney becomes ineligible to practice law under federal and/or state laws. All services performed under the Agreement by the Attorney, Attorneys, or their personnel shall comply with all applicable laws, rules, regulations and codes of the United States and State of Colorado, and with all applicable local laws. The Fort Collins URA shall have the right to terminate the Agreement, without cause. Any such termination shall not be considered a breach of the Agreement or any extension thereof. In the event the URA terminates the Agreement without cause, the Attorney shall be compensated in accordance with the terms of the Agreement for all work reasonably performed up until the effective date of termination. III. SUBMITTAL REQUIREMENTS Qualified attorneys interested in performing the work described in this request for proposals must submit a complete proposal which addresses all elements of this RFP. A proposal that does not include all of the information required may be deemed incomplete and is subject to rejection. Limit the total length of your proposal to a maximum of 15 pages (excluding covers and dividers). The City and/or URA reserves the right to reject proposals received that exceed 15 pages. All submissions shall include the following items listed below, in the order listed: • Letter of interest • Resume outlining qualifications • Hourly/daily rate(s) and travel (if applicable) • Any potential conflict of interest and proposed resolution of such conflict • Complete and sign Exhibit A, Proposal Acknowledgement PLEASE INDICATE YOUR GENERAL CAPACITY TO BEGIN THE SERVICES NECESSARY FOR THIS WORK IMMEDIATELY AFTER THE PROFESSIONAL SERVICES AGREEMENT IS SIGNED. Page 5 of 16 IV. REVIEW AND ASSESSMENT Attorneys/firms will be evaluated on the following criteria. These criteria will be the basis for review and assessment of the written proposals and optional interview session. At the discretion of the City and/or URA, interviews of the top rated firms may be conducted. The rating scale shall be from 1 to 5, with 1 being a poor rating, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING FACTOR QUALIFICATION STANDARD 2.0 Scope of Proposal Does the proposal address all the requirement elements of the RFP? Does the proposal show an understanding of the position requirements? Are there any exceptions to the requirements or agreement? 2.0 Assigned Personnel Does the individual(s) who will be assigned to the project have the necessary licenses, skills and qualifications? 2.0 Availability Is the firm/individual available to start work immediately? Is the firm available to attend URA board meetings and other required meetings? 2.0 Hourly Rates & Expenses Are the hourly rates and proposed expense reimbursement competitive, fair and reasonable? 2.0 Firm Capability Does the firm have the resources, financial strength, capacity and support capabilities required to effectively support the URA? Are there any potential conflicts of interest? Page 6 of 16 V. REFERENCE EVALUATION (TOP RATED FIRM) The Project Manager will check references using the following criteria. The evaluation rankings will be labeled Satisfactory/Unsatisfactory. QUALIFICATION STANDARD Overall Performance Would you hire this Attorney/firm again? Did they show the skills and experience required to be effective? Were you satisfied with the quality of the legal advice? Timetable Was the Attorney/firm responsive to your required time lines? Were deadlines and commit dates met? Completeness Was the Attorney/firm responsive to client needs; did the Attorney/firm anticipate problems? Were problems solved quickly and effectively? Cost and Expenses Were the hours charged consistent with expectations and the quality of work? Compensation and Contract Process A. After contract award, invoices shall be billed monthly, subject to review and approval by the Project Manager. City payment terms will be Net 30 Days from receipt of invoice. B. The selected Attorney/firm is expected to sign the City’s standard Professional Services Agreement prior to commencing Services (see sample attached to this Proposal). Any agreement will be effective for a period of one year and may be renewable for four (4) additional one-year terms on an annual basis, at the option of both parties. C. The City and/or URA reserves the right to award directly as a result of the written proposals. The City and/or URA may or may not opt to conduct oral interviews. D. The City and/or URA reserves the right to negotiate with any vendor as determined at the City and/or URA’s sole discretion. The City and/or URA reserves the right to reject any or all proposals, and to waive any irregularities. Page 7 of 16 EXHIBIT A PROPOSAL ACKNOWLEDGEMENT The Attorney/firm hereby acknowledges receipt of the City of Fort Collins Request for Proposal and acknowledges that it has read and agrees to be fully bound by all of the terms, conditions and other provisions set forth in the RFP. Additionally, the Attorney/firm hereby makes the following representations: a. All of the statements and representations made in this proposal are true to the best of the Attorney/firm’s knowledge and belief. b. The Attorney/firm has obtained all necessary authorizations and approvals that will enable the Attorney/firm to commit to the terms provided in this proposal. c. This proposal is a firm and binding offer, for a period of 60 days from the date hereof. d. I further agree that the method of award is acceptable. e. I also agree to complete the proposed Agreements with the City of Fort Collins within 30 days of notice of award. f. If contract is not completed and signed within 30 days, City reserves the right to cancel and award to the next highest rated firm. g. I acknowledge receipt of addenda. Firm Name: Physical Address: Remit to Address: Phone: Authorized Agent of Firm Name: Signature of Authorized Agent: Primary Contact for Project: Title: Email Address: Phone: Cell Phone: Page 8 of 16 EXHIBIT B SAMPLE AGREEMENT – FOR REFERENCE ONLY – DO NOT SIGN PROFESSIONAL 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," as agent, on behalf of the FORT COLLINS URBAN RENEWAL AUTHORITY (the “URA”) and , hereinafter referred to as the "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 ( ) page(s), and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, the Professional shall be solely responsible for performance of all duties hereunder. 2. The Work Schedule. [Optional] The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit B, consisting of ( ) page(s), and incorporated herein by this reference. 3. Contract Period. This Agreement shall commence , 20 , and shall continue in full force and effect until , 20 , 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 Professional and mailed no later than thirty (30) days prior to contract end. 4. 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: City: Copy to: Attn: Fort Collins Urban Renewal Authority Attn: PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 Page 9 of 16 In the event of any such early termination by the City and/or URA, 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. 5. 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 and/or URA, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City and/or URA; and for the City and/or URA's costs and reasonable attorney’s 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 insurance in accordance with Exhibit , consisting of one (1) page, attached hereto and incorporated herein. 6. License. Upon execution of this Agreement, the Professional grants to the City and/or URA an irrevocable license to use any and all sketches, drawings, specifications, designs, blueprints, data files, calculations, studies, analysis, renderings, models and other Work Order deliverables (the “Instruments of Service”), in any form whatsoever and in any medium expressed, for purposes of constructing, using, maintaining, altering and adding to the project, provided that the City and/or URA substantially performs its obligations under the Agreement. The license granted hereunder permits the City and/or URA and third parties reasonably authorized by the City and/or URA to reproduce applicable portions of the Instruments of Service for use in performing services or construction for the project. In addition, the license granted hereunder shall permit the City and/or URA and third parties reasonably authorized by the City and/or URA to reproduce and utilize the Instruments of Service for similar projects, provided however, in such event the Professional shall not be held responsible for the design to the extent the City and/or URA deviates from the Instruments of Service. This license shall survive termination of the Agreement by default or otherwise. 7. City Representative. The City and/or URA 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 and/or URA Representative. 8. 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 and/or URA 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 and/or URA, suspend the processing of any Page 10 of 16 partial payment request. 9. 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 or Fort Collins Urban Renewal Authority. 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. 10. Subcontractors. The Professional 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 and/or URA), 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 and/or URA 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 and/or URA to the same extent as the Work of the Professional. The Professional shall require all subcontractors performing Work hereunder to maintain insurance coverage naming the City and/or URA as an additional insured under this Agreement of the type and with the limits specified within Exhibit “C”, consisting of one (1) page attached hereto and incorporated herein by this reference. The Professional shall maintain a copy of each subcontract’s certificate evidencing the required insurance. Upon request, the Professional shall promptly provide the City and/or URA with a copy of such certificate(s). 11. Personal Services. It is understood that the City and/or URA enters into the 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 the Agreement without the prior written consent of the City and/or URA. 12. Acceptance Not Waiver. The City and/or URA '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 and/or URA '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 and/or URA under this Agreement. 13. 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. Page 11 of 16 14. 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. 15. 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. 16. 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. 17. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., the Professional represents and agrees that: a. As of the date of this Agreement: 1. The Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. The 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. The 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. The 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 the Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, the Professional shall: Page 12 of 16 1. Notify such subcontractor and the City and/or URA within three days that the 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 the 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. The 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 the 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, the Professional shall be liable for actual and consequential damages to the City arising out of the 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 the Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. 18. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Page 13 of 16 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: FORT COLLINS URBAN RENEWAL AUTHORITY By: _________________________________ Darin Atteberry, Executive Director Date: ______________________________ ATTEST: APPROVED AS TO FORM: PROFESSIONAL'S NAME By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: Page 14 of 16 EXHIBIT A SCOPE OF SERVICES Official Purchasing Document Last updated 10/2017 Professional Services Agreement Page 15 of 16 EXHIBIT INSURANCE REQUIREMENTS 1. The Professional will provide, from insurance companies acceptable to the City and/or URA, the insurance coverage designated hereinafter and pay all costs. Before commencing Work under this bid, the Professional shall furnish the City and URA 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 and/or URA, at its option, may take out and maintain, at the expense of the Professional, such insurance as the City and/or URA 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, URA, 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: 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 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 $1,000,000 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. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. Official Purchasing Document Last updated 10/2017 Professional Services Agreement Page 16 of 16 EXHIBIT CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) and the Fort Collins Urban Renewal Authority (the “URA”) pursuant to this Agreement (the “Agreement”), the Professional hereby acknowledges that it has been informed that the City and URA 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, URA or its employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional 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 and URA may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City and URA, or that relates to the business of the City and URA, or that is used by the City and URA 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 and/or URA). The Professional shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City and/or URA. Further, the Professional 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 and/or URA. The foregoing to the contrary notwithstanding, the Professional 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 Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City and URA in writing of each such disclosure. In the event that the Professional ceases to perform services for the City and URA, or the City and/or URA so requests for any reason, the Professional shall promptly return to the City and URA 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 Professional understands and agrees that the City and URA’s remedies at law for a breach of the Professional’s obligations under this Confidentiality Agreement may be inadequate and that the City and URA 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.