Economic Development Strategic Plan - Castle Pines - RFP.pdf

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Request for Proposal

Economic Development Strategic Plan

For the City of Castle Pines

Release Date:

July 17, 2025

Submission Deadline:

August 7, 2025

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Contents

1. Executive Summary

2. Castle Pines Vision and Values

3. Inquiries and Submissions

4. Response Submission Dates

5. RFP Timeline and Addenda

6. Proposal Requirements

7. Selection Criteria

8. Selection and Approval

9. Scope of Services

Exhibit 1: Sample General Contract Service Agreement ……………………………………………………………………………………………14

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1. Executive Summary

The City of Castle Pines (“Castle Pines”) is pleased to release this Request for Proposal for professional services related to the development of an Economic Development Strategic Plan (“Project”). Located along the southern Front Range in Douglas County, the City of Castle Pines is a diverse, creative, and unique community of approximately 16,500 residents with a projected buildout population of 35,000. Currently, the City has a single commercial area, but substantial land is available for commercial development. This study aims to position the City toward a resilient, sustainable, and vibrant economy.

The objective of this RFP is to select a respondent that satisfies the City of Castle Pine’s need to complete a comprehensive Economic Development Strategic Plan. The project is expected to take four months, from contract execution to final deliverables. The City is open for discussion on the ultimate budget and timeline. This study intends to answer three main questions:

1. What is our current standing? For example, what is our current economic base?

2. How do we progress to our next stage? For example, how do we increase Castle Pines’ appeal for development and develop strategic opportunities for economic growth?

3. What are the recommended short, medium, and long-term strategies?

2. Castle Pines Vision and Values

Statement of Vision

Castle Pines strives to be a cohesive and welcoming Colorado community that celebrates our distinct neighborhood identity, fosters a vibrant outdoor lifestyle, and promotes responsible growth in our living, working, and recreational spaces.

Our Community Vision (2021 Comprehensive Plan)

Enhance our unique character through welcoming neighborhoods, a strong sense of community, vibrant gathering places, thriving businesses, a robust open space and trails system, and ease of mobility, while looking towards the future by ensuring:

a. Parks, Recreation, and Amenities that encompass new recreational facilities, a variety of park types, natural areas, high-quality schools, and regional recreational amenities through an integrated city-wide network of open space, greenways, parks, and trails that are accessible to all residents of the City.

b. Economic Development reinforces and expands our unique, connected town centers as vibrant community gathering spaces. Further economic development will support a range of distinct businesses and restaurants, event space, entertainment venues, mixed-use development, civic amenities, enhanced walkability, quality design, and a supportive mix of housing.

c. Housing that builds on our friendly, small-town feel and provides high-quality housing for all

4 | P a g e lifecycles, integrated into great neighborhoods and set in a natural setting. This would allow for new types of housing near our walkable town centers.

d. Transportation facilitates a safe and connected community through off-street and on-street pathways, a highly connected road system, and new transportation options—unique gateway features, streetscape improvements, and signage representing the community’s high-quality aesthetic and character.

e. Land Use and Growth Management provides a high-quality-of-life community with exceptional design augmented by extensive access to open space and physical separation from adjacent neighborhoods. Land use and growth support a healthy, aesthetically pleasing, and cohesive community.

The Vision (2021 Comprehensive Plan)

The vision for Castle Pines's future recognizes the changing trends in the community while preserving what is valued. It is founded on preserving our community’s values with a focus on growth that enhances the quality of life for citizens. The Community Vision represents the community and its current ideal future while also having an eye towards an ever-changing future. As the City of Castle Pines looks towards the future, the community must decide how to capitalize on the coming growth while retaining the community assets it values today.

In 2024, the City Council identified the following priorities as Strategic Objectives for 2024/2025:

o Long-term financial resiliency and vitality: Implementing actions to maintain and enhance the city's financial health.

o Reliable and safe infrastructure: Constructing and maintaining infrastructure that meets the community's needs.

o Intentional and responsible development: Building the community thoughtfully to support growth and quality of life.

o Community outreach and engagement: Fostering a united community through continuous engagement and communication.

o High-performing operations: Supporting efficient and effective city government operations.

o Economic strength: Attracting a diverse range of top-tier businesses to boost the local economy.

3. Inquiries and Submissions

All inquiries regarding this RFP should be submitted through BidNet.

Questions emailed will be accepted until 5:00 PM on Tuesday, July 31, 2025. Answers will be posted on a rolling

5 | P a g e basis on the BidNet procurement site. Answers to questions submitted by July 31, 2025, will be posted no later than August 5, 2025.

4. Response Submission Dates

Proposals are due for this RFP (the “Submission Date”) on Thursday, August 7, 2025, at 3 PM. One (1) electronic copy of the proposal must be submitted to BidNet by the Submission Date. The electronic version of the proposal must be in a Searchable PDF format.

Late submissions will not be accepted.

At its sole discretion, Castle Pines reserves the right to withdraw or modify this RFP and reject any proposal as being non-responsive if it is in the best interest of Castle Pines.

Proposals that are incomplete or do not conform to the requirements of this RFP may be eliminated from further consideration. Respondents should note carefully the proposal content requirements outlined in the

RFP.

5. RFP Timeline and Addenda

The following schedule has been established for this RFP:

Release of RFP ....................................................................................July 17, 2025

Question & Answer Deadline ..............................................................July 31, 2025

Questions & Answer Response Posting ..............................................August 5, 2025

Submission Date .................................................................................August 7, 2025

Anticipated Interview Week ...............................................................August 18, 2025

Anticipated Notice to Proceed ............................................................September 9, 2025

Proposals must conform to any addenda to this RFP in order to be considered. Castle Pines will email all

Respondents who have requested a copy of this RFP any clarifications or revisions.

If, in Castle Pines’s judgement, additional time is required for Respondents to prepare their proposals, Castle

Pines reserves the right to grant an extension of the deadline for submission of the proposals.

6. Proposal Requirements

Castle Pines has established the following requirements for this RFP. Please note that proposals shall not exceed

30 pages. All Respondents must submit the following:

A. Cover Letter

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A cover letter stating the name, address, and telephone number of the proposing firm, bearing the signature of the person having the authority to make the proposal for the proposing firm, and binding the firm in a formal agreement with Castle Pines.

B. Staffing Plan A Staffing Plan detailing all personnel and subconsultants proposed for assignment to the Project team.

Resumes with education and work experience must be provided for all key personnel.

C. Proposal Narrative A Proposal Narrative that defines the approach by which the proposing firm will perform the Scope of

Work outlined in this RFP. The narrative should include any proposed changes to the scope or method that would better implement the goals of this project. Please indicate if your firm offers optional support for early-stage implementation of the plan, including ordinance drafting, incentive program rollout, or business recruitment.

D. Project Schedule A Project Schedule outlining the major tasks, phases, timeframes, and milestones necessary to complete the Project. Major elements from the scope are required to be detailed in the timeline. Each task must identify the specific employees and any subconsultants associated.

E. Engagement Plan A summary of proposed engagement goals and methods that encourage authentic discussions and input. The City will work with the Consultant Team to identify key stakeholders and outreach measures to ensure broad and diverse feedback.

F. Fee Schedule A Fee Schedule detailing an estimate of labor resources needed by task or phase, broken down by man-hours for all staff assigned to the Project, including subconsultant personnel. In addition, indicate the total estimated cost for each task or phase by multiplying the applicable billable hourly rates by the proposed labor hours, adding subconsultant fees, and other estimated reimbursable expenses.

A Reimbursable Expense Schedule is required. The reimbursable expense schedule must include all expenses for which the proposing firm will expect separate reimbursement. Expense categories not expressly identified will not be reimbursed separately but are assumed to be included in the billable hourly rates or the fixed fee, whichever is applicable.

A proposed not-to-exceed cost for all work, including all estimated reimbursable expenses, is required.

G. Subconsultant Plan A Subconsultant Plan detailing which portion of the Scope of Services will be subcontracted. The

Subconsultant Plan will be required to list dollar amounts and all services that will be subcontracted.

H. Relevant Past Project Examples, with References Relevant Past Project Examples are required. The past project examples should detail previous projects or phases in which similar services have been provided. Each past project example must include client

7 | P a g e outcomes achieved, challenges faced, resolutions strategized and implemented, and quantifiable impacts such as job creation, tax base expansion, and business openings. The examples should list the client, scope, date, firm’s role, and contract dollar value. Please include at least three examples with references (contact names, addresses, and telephone numbers).

7. Selection Criteria

All proposals will be evaluated by Castle Pines staff. City staff reserves the right to consult with the Planning

Commission and/or City Council members. According to the selection criteria outlined below, Castle Pines will assess each proposal, including any supplemental information made available to Castle Pines.

• Completeness and Quality of Overall Proposal: 20%

The quality of the proposal and the degree to which it demonstrates the Respondent’s complete understanding of and ability to perform the Services outlined. The proposal's content must demonstrate the Respondent’s complete knowledge of the Project schedule and budget. Special attention given to proposals that understand Castle Pines' unique positioning, constrained commercial environment, and unusual land ownership profile

• Experience of the Project Team: 30%

The Respondent’s staffing plan and proposed Project Team, including the experience and resumes of key personnel assigned to the Project, will be evaluated in conjunction with the Respondent’s experience providing services similar to those outlined in the Scope of Services. Specifically, previous experience in supporting Castle Pines and/or other municipal and governmental agencies in planning studies of similar size, scope, and nature. If possible, include work with affluent communities or constrained commercial environments, demonstrating measurable outcomes such as job creation, tax base expansion, and successful business attraction in similar markets. Bonus for Experience turning community limitations into competitive advantages, and including a specific approach for analyzing constrained commercial environments and turning community limitations into competitive advantages.

• Reputation and Ability to Deliver: 30%

The quality of the Respondent’s management, reputation, and references; favorable history, if any, in contracting or doing business with Castle Pines, Arapahoe County, or Douglas County. Proposals that include innovative methods such as interactive online data dashboards, predictive analytics, or GIS-based visualizations will be viewed favorably. Additionally, demonstrated ability to produce actionable, implementable recommendations with quantifiable ROI projections and proven track record of successful post-plan implementation support will be valued.

• Fee and Cost Schedule: 20%

The Respondent’s fee (not-to-exceed price) structure is based on the Work to be provided. The scoring will be based on the amount of value provided by the scope and fee.

Castle Pines staff will review all aspects of each proposal submitted and recommend the proposal that is determined to align with Castle Pines' needs most effectively. The award will be based on the most

8 | P a g e advantageous proposal to Castle Pines, using various factors, such as price, but ultimately, the best value proposition will win over the lowest cost.

8. Selection and Approval

Proposals will be considered only from well-established firms in an appropriate field that are financially responsible and have the resources and ability to provide services in a professional and timely manner.

Castle Pines may request additional information as deemed necessary.

It is understood that the right is reserved by Castle Pines to thoroughly inspect and investigate the business reputation, or other general qualifications, of any firm and to reject any proposal, irrespective of quoted prices, if it is administratively determined to be lacking in any of the essentials necessary to assure acceptable standards of performance. Proposals submitted in response to the Request for Proposals shall constitute a binding offer. Acknowledgement shall be indicated by the original signature of a principal legally authorized to execute contractual obligations. It shall also signify acceptance of all terms and conditions, including compensation, as outlined in the Request for Proposals. The firm shall clearly and thoroughly identify any variations between its proposal and Castle Pines’ Request for Proposal. Failure to do so shall be deemed a waiver of any rights to modify the terms and/or conditions subsequently.

9. Scope of Services

A. Purpose and Need

The Economic Development Strategic Plan aims to position the City on a path toward a resilient, sustainable, and vibrant economy. The study is intended to offer City staff, community leaders, and stakeholders a basis for formulating community-specific economic development priorities, policy alternatives, and intervention strategies, including land use and zoning decisions. The study should help guide decisions about allocating public funds and other resources.

This study intends to answer three main questions:

1. What is our current standing? For example, what is our current economic base?

2. How do we progress to our next stage? For example, how do we increase Castle Pines’ appeal for development and develop strategic opportunities for economic growth?

3. What are the recommended short, medium, and long-term strategies?

The purpose of the RFP is to identify a consultant team to formulate an economic development strategic plan. The consultant for this project will be expected to operate in conjunction with input from City staff, the Planning Commission, City Council, and the community, but they are encouraged to employ their expertise and innovation to recommend scope enhancements throughout the process.

B. Project Objectives

For the City of Castle Pines, the study will serve as a key source for decision makers in executing and

9 | P a g e implementing impactful economic development, activity, and policy. Key objectives include:

• Completing an economic analysis of Castle Pines and its economic relationship to

Douglas/Arapahoe Counties and the Denver metro region. Include retail leakage analysis and strategic response as part of economic market analysis to identify specific revenue opportunities. Analysis to include I-25 connectivity as economic asset vs barrier.

• Identify current and potential/future business industries that align with the regions and the

City’s competitive advantages and existing challenges.

• Identifying specific real estate locations that can be used as economic generators and catalysts for targeted industry growth.

• Identifying a clear and dynamic job growth strategy as well as gaps and challenges for job creation in the City.

• Identify regional competitive positioning strategy emphasizing authenticity over direct competition, along with pedestrian-friendly commercial environment development opportunities and branding strategies that turn small size into an exclusivity advantage.

• Identifying catalytic, adaptive reuse, infill, and redevelopment opportunities that complement existing character and economic profile.

• Compiling baseline employment assumptions and future projections based on land availability and key sector opportunities; identifying future housing needs that future employment projections will induce.

• The creation of a commercial brand that can be incorporated into the overall commercial marketing and communications brand. The brand should create a unified identity given the two distinct commercial areas on either side of I-25.

• Recommending strategic partnerships to maximize and leverage economic growth and workforce development.

• Developing an economic development incentive strategy, policy, and toolbox targeted at supporting projects that complement our community and diverse economy. The toolbox should connect to the numerous economic development organizations that support local commercial development, such as DCEDC, MDEDC, and the state OEDIT.

• Developing implementation recommendations to achieve real, long-term population, business, and tax base growth and stability for Castle Pines.

C. Scope of Work

The scope of work outlined below represents the tasks to be addressed by developing the Economic

Development Strategic Plan. Respondents may propose additional or alternative tasks to achieve the same outcome, but must note deviations from the requirements herein.

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I. Review City Documents; Attend Kick-off Meetings

The purpose of Task 1 is to ensure the Consultant Team is familiar with all the pertinent economic development policies, initiatives, land-use developments, and documents available. As appropriate, focus groups, interviews, surveys, and other research methodologies should be used. Data should be collected from residents, businesses, partner organizations, stakeholders, City staff, and any other identified key groups for the success of all tasks. Based on its review and discussions with staff, the Consultant Team will develop an approach to integrate existing initiatives into a refined strategy for the Economic Development Strategic Plan.

The City’s current economic initiatives include the following:

• Urban Renewal Authority

• Attracting Diverse and Unique Development

• Strategies to Recruit and Retain all Business Segments

The primary policy documents for review include the following:

• City Council Strategic Priorities

• 2021 Castle Pines Comprehensive Plan

• 2020 Economic Action Plan

• Castle Pines Zoning Code

• Quarterly Sales Tax Reports

• Financial Reports

• Relevant Charter Provisions and Land Code Provisions

• Other relevant information deemed necessary to develop an Economic Development

Strategic Plan.

Upon the execution of the contract, the Consultant Team will review the listed documents and request any additional information available that is deemed necessary. Upon completion of the review of records, the Consultant Team will participate in and analyze various data from a kick-off meeting with City staff:

Discuss project goals, identify potential constraints or issues, and discuss community involvement strategies. Then, review the scope, schedule, and deliverables.

Public Outreach (Required Engagement Plan may supplement these requirements):

• One public open house to gain community input.

• Online surveys with businesses and stakeholders, and/or in-person interviews to ensure accurate baseline and future goals information. Focus on quality over quantity with strategic

11 | P a g e interviews of business leaders and majority demographic residents rather than broad community meetings.

• City Council and Planning Commission presentations of draft results.

• Additional engagement identified by the Consultant Team through the engagement plan

Deliverables:

• Memorandum on approach for developing the Economic Development Strategic

Plan

• Detailed Project Schedule

• The consultant should submit a milestone-based schedule with interim deliverables such as draft findings, community input summaries, and preliminary incentive toolkits

II. Citywide Economic Analysis

The Consultant Team will supplement the background materials identified in Task 1 with additional quantitative and qualitative analysis. Task 2 will provide an economic analysis of Castle Pines and its relationships with the surrounding Douglas and Arapahoe County areas. As appropriate, focus groups, interviews, surveys, and other research methodologies should be used. Data should be collected from residents, businesses, partner organizations, stakeholders, City staff, and any other identified key groups for the success of all deliverables. Ultimately, the goal of this task is to answer:

1. What is our current standing? For example, what is our current economic base?

2. How do we progress to our next stage? For example, how do we increase Castle Pines’ appeal for development and develop strategic opportunities for economic growth?

3. What are the recommended short, medium, and long-term strategies?

a. Economic Market Analysis and Opportunities

The Consultant Team will provide a detailed Economic Market Analysis of Castle Pines and its economic relationship to the surrounding Douglas and Arapahoe County Areas.

The analysis should identify current and potential/future business sectors and clusters that can lead to sustainable, scalable, and future growth in the region while aligning with the City’s competitive advantages and existing challenges. It should also look at the competitiveness of Castle Pines’ existing retail centers, in terms of lease rates, rent structures, supply and quality of product, tenant mix, and performance in the context of the region.

b. Strengths, Weaknesses, Opportunities, and Threats (SWOT) Analysis

The Consultant Team will prepare a SWOT Analysis of the existing economic base and potential future market focus. The SWOT analysis should also identify internal and

12 | P a g e external factors that favorably and unfavorably influence economic development in the

City. These factors could include, but are not limited to, location, access, transportation and transit, housing, available land, infrastructure, retail leakage numbers, public service capacity, and the surrounding economy.

Upon completing the above tasks, the Consultant Team will conduct public outreach meetings with the community advisory committee and City Council to report findings and receive feedback.

Public Outreach:

• One City Council Meeting

• One Planning Commission Meeting

• Additional engagement identified by the Consultant Team

III. Economic Development Action Plan

Based on the economic analysis in Task 2, the Consultant Team will develop a more refined strategy to answer, “How do we get there?”. The resulting strategy should provide a more in-depth, detailed analysis that will include the following deliverables:

Economic Development

The Strategic Economic Development Plan will become the guiding document for economic development priorities and draft programs over the next 5 years. The final product will be a written action plan, draft programs, and policies, which will be presented to the City Council and other identified partners. The Economic Development Strategic Plan should include:

a. Economic Development Activities, Projects, and Programs to implement the objectives, goals, and opportunities identified in task 2 and within the Comprehensive Plan.

b. Future Development Targets and Business Attraction Strategies for potential or future business sectors and clusters can lead to sustainable, scalable, and future growth in the Region and align with the City’s competitive advantages and existing challenges. This should also include a list of development targets, based on the land use in the Comprehensive Plan.

c. The creation of a commercial brand design and statement that can be incorporated into the

City’s commercial marketing and economic development programs.

d. A Draft Business Retention and Expansion Program with policies, activities, and recommendations for encouraging current business retention and expansion in alignment with development targets.

e. Catalytic, Adaptive Reuse, Infill, and Redevelopment Opportunities, including but not limited to identifying barriers to reinvestment in older commercial areas.

f. Economic Development Toolbox Recommendations for implementing the identified economic development strategies, including but not limited to incentives targeting the identified industries/business sections, workforce development, local hiring, small businesses retention, and other identified priorities and opportunities. The toolbox should include model incentive policies, public-private partnership templates, façade improvement program examples, and

13 | P a g e tax increment financing use cases. These recommendations should highlight local and national case studies and examples when appropriate.

g. A Draft Economic Development Incentive Program with templates for benchmarking, performance and goal tracking, draft applications, recommended internal review and ranking process, and other implementation recommendations.

D. Professional Service Contract

The selected firm shall provide the services according to the contract provisions in a similar form to those identified in the standard services agreement, a copy of which is attached as Exhibit 1. That contract may also include other, specialized provisions relating to the timing and performance of tasks outlined in the Scope of Work, compensation, indemnification, etc.

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Exhibit 1

Sample General Contract Service Agreement

City of Castle Pines, Colorado

AGREEMENT FOR PROFESSIONAL SERVICES

Project/Services Name: __________________________________________

THIS AGREEMENT FOR PROFESSIONAL SERVICES (“Agreement”) is made and entered into by and between the City of Castle Pines, a home rule municipality of the State of Colorado, with offices at 7437 Village

Square Drive, Suite 200, Castle Pines, Colorado 80108 (the “City”), and ________________________, a

_______________________ with offices at ____________________________________ (“Contractor”) (each individually a “Party” and collectively the “Parties”).

RECITALS

WHEREAS, the City requires certain professional services as more fully described in Exhibit A; and

WHEREAS, Contractor represents that it has the requisite expertise and experience to perform the professional services; and

WHEREAS, the City desires to contract with the Contractor subject to the terms of this Agreement.

NOW, THEREFORE, for the consideration hereinafter set forth, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

I. SCOPE OF SERVICES

A. Services. Contractor shall furnish all labor and materials required for the complete and prompt execution and performance of all duties, obligations, and responsibilities which are described or reasonably implied from the Scope of Services set forth in Exhibit A, attached hereto and incorporated herein by this reference (the

“Services” or “Scope of Services”). The Parties recognize and acknowledge that, although the City has requested certain general services to be performed or certain work product to be produced, the Contractor has offered to the

City the process, procedures, terms, and conditions under which the Contractor plans and proposes to achieve or produce the services and/or work product(s) and the City, through this Agreement, has accepted such process, procedures, terms, and conditions as binding on the Parties.

B. Changes to Services. A change in the Scope of Services shall not be effective unless authorized through a written amendment to this Agreement signed by both Parties. If Contractor proceeds without such written authorization, Contractor shall be deemed to have waived any claim for additional compensation, including a claim based on the theory of unjust enrichment, quantum meruit or implied contract. Except as expressly provided herein or as otherwise provided in writing by the City, no agent, employee, or representative of the City is authorized to modify any term of this Agreement.

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C. Duty to Inform. The Contractor shall perform the Services in accordance with this Agreement and shall promptly inform the City concerning ambiguities and uncertainties related to the Contractor’s performance that are not addressed by the Agreement.

D. Time of Performance. The Contractor shall perform all Services in accordance with this Agreement commencing on the Effective Date, as set forth in Section II of this Agreement, until such Services are terminated or suspended in accordance with this Agreement. The Contractor shall not temporarily delay, postpone, or suspend the performance of the Services without the written consent of the City Council, City Manager, or a person expressly authorized in writing to direct the Contractor’s services. Contractor agrees that failure to complete any of the Services during the term of this Agreement may be deemed a breach of this Agreement.

II. TERM AND TERMINATION

A. Term. This Agreement shall commence on the date of mutual execution of the Parties (the “Effective

Date”) and shall continue until ___________________ or until terminated as provided herein (“Termination Date”).

The Parties may mutually agree in writing to extend the term of this Agreement, subject to annual appropriation.

B. City Unilateral Termination. This Agreement may be terminated by the City for any or no reason upon written notice delivered to the Contractor at least ten (10) days prior to termination. In the event the City exercises its right of unilateral termination as provided by this paragraph:

1. Unless otherwise provided in any notice of termination, the Contractor shall provide no further services in connection with this Agreement after Contractor’s receipt of a notice of termination; and

2. The Contractor shall deliver all finished or unfinished materials, documents, data, studies and reports prepared by the Contractor pursuant to this Agreement to the City and such materials, documents, data, studies, and reports shall become the property of the City; and

3. The Contractor shall submit to the City a final accounting and final invoice of charges for all outstanding and unpaid Services performed and reimbursable expenses incurred prior to the Contractor’s receipt of notice of termination and for any services authorized to be performed by the notice of termination as provided by

Section II.B of this Agreement. The Contractor shall deliver such final accounting and final invoice to the City within thirty (30) days of the date of termination; thereafter, the City shall not accept and Contractor shall not submit any other invoice, bill, or other form of statement of charges owing to the Contractor.

C. Termination for Non-Performance. Should a party to this Agreement fail to materially perform in accordance with the terms and conditions of this Agreement, this Agreement may be terminated by the performing party if the performing party first provides written notice to the non-performing party. Such notice shall specify the non-performance, provide a demand to cure the non-performance, state a reasonable time to cure the non-performance, and set a date upon which the Agreement shall be terminated if there is a failure to timely cure the non-performance. For purpose of this Section II.C, “reasonable time” shall not be less than five (5) business days. In the event of a failure to timely cure a non-performance and upon the date of the resulting termination for non-performance, the Contractor shall prepare a final accounting and final invoice of charges for all performed but unpaid

Services and any reimbursable expenses authorized by this Agreement. Such final accounting and final invoice shall be delivered to the City within fifteen (15) days of the Termination Date contained in the written notice. Thereafter, the City shall not accept and Contractor shall not submit any other invoice, bill, or other form of statement of charges owing to the Contractor. If the notice of non-performance is provided in accordance with this Section II.C, nothing

16 | P a g e in this Section II.C shall prevent, preclude, or limit any claim or action for default or breach of contract resulting from non-performance by a Party.

D. Suspension of Services. The City may suspend the Contractor’s performance of the Services at the

City’s discretion and for any reason by delivery of written notice of suspension to the Contractor, which notice shall state a specific date of suspension. Upon Contractor’s receipt of such notice of suspension from the City, the

Contractor shall immediately cease performance of the Services on the date of suspension except: (1) as may be specifically authorized by the notice of suspension (e.g., to secure the work area from damage due to weather or to complete a specific report or study); or (2) for the submission of an invoice for Services performed in accordance with this Agreement prior to the date of suspension. Contractor shall not re-commence performance of the Services until it receives written notice of re-commencement from the City.

E. Delivery of Notices. Any notice required or permitted by this Section II and its subsections shall be addressed to the City Representative or the Contractor Representative at the address set forth in Section XII.D of this

Agreement, or such other address as either Party may notify the other of, and shall be deemed given upon delivery if personally delivered, or forty-eight (48) hours after deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested.

III. REPRESENTATIVES AND SUPERVISION

A. City Representative. The City representative responsible for oversight of this Agreement and the

Contractor’s performance of Services hereunder shall be the City Manager or the City Manager’s designee (“City

Representative”). The City Representative shall act as the City’s primary point of contact with the Contractor.

B. Contractor Representative. The Contractor representative under this Agreement shall be _[insert name and title]_ (“Contractor Representative”). The Contractor Representative shall act as the Contractor’s primary point of contact with the City. The Contractor shall not designate another person to be the Contractor Representative without prior written notice to the City.

C. City Supervision. The Contractor shall provide all Services with little or no daily supervision by City staff or other contractors. Inability or failure of the Contractor to perform the Services with little or no daily supervision which results in the City’s need to allocate resources in time or expense for daily supervision shall constitute a material breach of this Agreement and be subject to cure or remedy, including possible termination of the Agreement, as provided in this Agreement. Notwithstanding the foregoing, the City reserves the right to monitor and evaluate the progress and performance of the Contractor to ensure the terms of this Agreement are being satisfactorily met in accordance with the City’s criteria and standards. Contractor shall cooperate with the City relating to such monitoring and evaluation.

IV. COMPENSATION

A. Not-to-Exceed Amount. Following execution of this Agreement by the Parties, the Contractor shall be authorized to and shall commence performance of the Services as described in Exhibit A, subject to the requirements and limitations on compensation as provided by this Section IV and its subsections. Compensation to be paid hereunder shall not exceed [Written Not to Exceed Amount] ($_________) (“Not-to-Exceed Amount”) unless a different amount is agreed to by and between the Parties in accordance with the amendment requirements of this

Agreement. Notwithstanding the amount specified in this Section, Contractor shall be paid only for work performed.

Contractor shall not be paid until tasks identified in the Scope of Services are performed to the satisfaction of the

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City. In consideration for the completion of the Scope of Services by Contractor, the City shall pay Contractor as follows:

If this box is checked, the City shall pay Contractor on a time and materials basis in accordance with the rate schedule shown in Exhibit B. This amount shall include all fees, costs and expenses incurred by Contractor, and no additional amounts shall be paid by the City for such fees, costs and expenses.

Final payment may be requested by the Contractor upon completion and the City’s acceptance of all work or Services as set forth in Exhibit A.

If this box is checked, the City shall pay the Contractor the Not-to-Exceed Amount in a single lump sum payment on __[insert date here]__.

B. Invoicing. The City shall make payments to Contractor in accordance with subsection A of this

Section IV within thirty (30) days after receipt and approval of invoices submitted by Contractor. If payment is on a time and materials basis, Contractor shall submit invoices to the City no more frequently than monthly and shall identify the specific Services performed for which payment is requested.

C. Receipts. The City, before making any payment, may require the Contractor to furnish at no additional charge releases or receipts from any or all persons performing work under this Agreement and/or supplying material or services to the Contractor, or any subcontractor if this is deemed necessary to protect the City’s interest. The City, however, may in its discretion make payment in part or full to the Contractor without requiring the furnishing of such releases or receipts.

D. Reimbursable Expenses.

1. If this Agreement is for lump sum compensation, there shall be no reimbursable expenses.

2. If the Agreement is for compensation based on a time and materials basis, the following shall be considered “reimbursable expenses” for purposes of this Agreement and may be billed to the City without administrative mark-up, which must be accounted for by the Contractor, and proof of payment shall be provided by the Contractor with the Contractor’s monthly invoices:

None

Vehicle Mileage (billed at not more than the prevailing per mile charge permitted by the IRS as a tax deductible business expense)

Printing and Photocopying Related to the Services (billed at actual cost)

Long Distance Telephone Charges Related to the Services

Postage and Delivery Services

Lodging and Meals (but only with prior written approval of the City as to dates and maximum amount)

3. Other Expenses. Any fee, cost, charge, or expense incurred by the Contractor not otherwise specifically authorized by this Agreement shall be deemed a non-reimbursable cost that shall be borne by the

Contractor, shall not be billed or invoiced to the City, and shall not be paid by the City.

E. No Waiver. The City's review, approval or acceptance of, or payment for any services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.

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V. PROFESSIONAL RESPONSIBILITY

A. General. Contractor hereby warrants that it is qualified to assume the responsibilities and render the services described herein and has all requisite corporate authority and professional licenses in good standing required by law.

B. Standard of Performance. The work performed by Contractor shall be in accordance with generally accepted professional practices and the level of competency presently maintained by other practicing professional firms in the same or similar type of work in the applicable community. The work and services to be performed by

Contractor hereunder shall be done in compliance with applicable laws, ordinances, rules and regulations.

C. Subcontractors. The Parties recognize and agree that subcontractors may be utilized by the Contractor for the performance of certain Services if and as described more particularly in Exhibit A; however, the engagement or use of subcontractors will not relieve or excuse the Contractor from performance of any obligations imposed in accordance with this Agreement and Contractor shall remain solely responsible for ensuring that any subcontractors engaged to perform Services hereunder shall perform such Services in accordance with all terms and conditions of this Agreement. If Contractor engages subcontractors to perform any part of the Services, Contractor shall require and confirm that the requirements of Section VII (Insurance) and Section VIII (Indemnification) of this Agreement are included in any such subcontract. Contractor shall be responsible and liable to the City for indemnification of the

City on behalf of a subcontractor if Contractor fails to confirm that the requirements of Section VIII are included in any subcontract between Contractor and a subcontractor related to this Agreement.

VI. INDEPENDENT CONTRACTOR

A. General. Contractor is an independent contractor. Notwithstanding any other provision of this

Agreement, all personnel assigned by Contractor to perform work under the terms of this Agreement shall be, and remain at all times, employees or agents of Contractor for all purposes and shall not be considered employees or agents of the City. Contractor shall make no representation that it is a City employee for any purposes.

B. Liability for Employment-Related Rights and Compensation. The Contractor shall be solely responsible for all compensation, benefits, insurance and employment-related rights of any person providing Services hereunder during the course of or arising or accruing as a result of any employment, whether past or present, with the

Contractor, as well as all legal costs including attorney’s fees incurred in the defense of any conflict or legal action resulting from such employment or related to the corporate amenities of such employment. The Contractor will comply with all laws, regulations, municipal codes, ordinances, and other requirements and standards applicable to the Contractor’s employees, including, without limitation, federal and state laws governing wages and overtime, equal employment, safety and health, employees’ citizenship, withholdings, reports and record keeping. Accordingly, the

City shall not be called upon to assume any liability for or direct payment of any salaries, wages, contribution to pension funds, insurance premiums or payments, workers’ compensation benefits, or any other amenities of employment to any of the Contractor’s employees or any other liabilities whatsoever, unless otherwise specifically provided herein.

C. Insurance Coverage and Employment Benefits. The City will not include the Contractor as an insured under any policy the City has for itself. The City shall not be obligated to secure nor provide any insurance coverage or employment benefits of any kind or type to or for the Contractor or the Contractor’s employees, sub-consultants, subcontractors, agents, or representatives, including but not limited to coverage or benefits related to: local, state, or federal income or other tax contributions, FICA, workers’ compensation, unemployment compensation, medical insurance, life insurance, paid vacations, paid holidays, pension or retirement account contributions, profit sharing, 19 | P a g e professional liability insurance, or errors and omissions insurance. The following disclosure is provided in accordance with Colorado law:

CONTRACTOR ACKNOWLEDGES THAT NEITHER IT NOR ITS AGENTS OR EMPLOYEES

ARE ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS UNLESS CONTRACTOR OR

SOME ENTITY OTHER THAN THE CITY PROVIDES SUCH BENEFITS. CONTRACTOR

FURTHER ACKNOWLEDGES THAT NEITHER IT NOR ITS AGENTS OR EMPLOYEES ARE

ENTITLED TO WORKERS’ COMPENSATION BENEFITS. CONTRACTOR ALSO

ACKNOWLEDGES THAT IT IS OBLIGATED TO PAY FEDERAL AND STATE INCOME TAX

ON ANY MONEYS EARNED OR PAID PURSUANT TO THIS AGREEMENT.

D. Employee Benefits Claims. To the maximum extent permitted by law, the Contractor waives all claims against the City for any Employee Benefits; the Contractor will defend the City from any claim and will indemnify the City against any liability for any Employee Benefits for the Contractor imposed on the City; and the Contractor will reimburse the City for any award, judgment, or fine against the City based on the position the Contractor was ever the City’s employee, and all attorneys’ fees and costs the City reasonably incurs defending itself against any such liability.

VII. INSURANCE

A. General. During the term of this Agreement, the Contractor shall obtain and shall continuously maintain, at the Contractor’s expense, insurance of the kind and in the minimum amounts specified as follows by checking the appropriate boxes:

The Contractor shall obtain and maintain the types, forms, and coverage(s) of insurance deemed by the Contractor to be sufficient to meet or exceed the Contractor’s minimum statutory and legal obligations arising under this Agreement (“Contractor Insurance”); OR

The Contractor shall secure and maintain the following (“Required Insurance”):

Worker’s Compensation insurance in the minimum amount required by applicable law for all employees and other persons as may be required by law.

Comprehensive General Liability insurance with minimum combined single limits of One

Million Dollars ($1,000,000.00) each occurrence and of Two Million Dollars ($2,000,000.00) aggregate. The policy shall be applicable to all premises and all operations of the Contractor.

The policy shall include coverage for bodily injury, broad form property damage (including completed operations), personal injury (including coverage for contractual and employee acts), blanket contractual, independent contractors, products, and completed operations. The policy shall contain a severability of interests provision. Coverage shall be provided on an

“occurrence” basis as opposed to a “claims made” basis. Such insurance shall be endorsed to name the City as Certificate Holder and name the City, and its elected officials, officers, employees and agents as additional insured parties.

Comprehensive Automobile Liability insurance with minimum combined single limits for bodily injury and property damage of not less than One Million Dollars ($1,000,000.00) each occurrence with respect to each of the Contractor’s owned, hired and non-owned vehicles assigned to or used in performance of the Services. The policy shall contain a severability of

20 | P a g e interests provision. Such insurance coverage must extend to all levels of subcontractors. Such coverage must include all automotive equipment used in the performance of the Services, both on the work site and off the work site, and such coverage shall include non-ownership and hired cars coverage. Such insurance shall be endorsed to name the City as Certificate Holder and name the City, and its elected officials, officers, employees and agents as additional insured parties.

Professional Liability (errors and omissions) insurance with a minimum limit of coverage of

One Million Dollars ($1,000,000.00) per claim and annual aggregate. Such policy of insurance shall be obtained and maintained for one (1) year following completion of all Services under this Agreement. Such policy of insurance shall be endorsed to include the City as a Certificate

Holder.

B. Additional Requirements. Such insurance shall be in addition to any other insurance requirements imposed by law. The coverages afforded under the policies shall not be canceled, terminated or materially changed without at least thirty (30) days prior written notice to the City. In the case of any claims-made policy, the necessary retroactive dates and extended reporting periods shall be procured to maintain such continuous coverage. Any insurance carried by the City, its officers, its employees, or its contractors shall be excess and not contributory insurance to that provided by Contractor. Contractor shall be solely responsible for any deductible losses under any policy. For any and all insurance policies required hereunder, Contractor shall waive subrogation rights against the

City.

C. Insurance Certificates. Contractor shall provide to the City a certificate of insurance and all endorsements required hereunder as evidence that the required policies are in full force and effect prior to the commencement of the Services. The certificate shall identify the Project/Services Name as set forth on the first page of this Agreement.

D. Failure to Obtain or Maintain Insurance. The Contractor’s failure to obtain and continuously maintain policies of insurance shall not limit, prevent, preclude, excuse, or modify any liability, claims, demands, or other obligations of the Contractor arising from…