On Call Electrical Services RFQ_edited 10.23.25.pdf

DOUGLAS COUNTY GOVERNMENT

Finance Department, Purchasing Division

100 Third Street, Suite 130 Castle Rock, Colorado 80104

Telephone: 303-660-7434 www.douglas.co.us

REQUEST FOR QUALIFICATIONS (RFQ)

# RFQ_QUAL_FF-0000000002

ON-CALL ELECTRICAL SERVICES

YOUR RFQ RESPONSE MUST BE RECEIVED NO LATER THAN

NOVEMBER, 12, 2025 @ 3 PM

RFQ CERTIFICATION

We offer to provide to Douglas County the information, products and/or services requested in accordance with the specifications and subject to the terms and conditions of the purchase(s) described herein:

NAME:

ADDRESS:

CITY: STATE: ZIP:

TELEPHONE NUMBER: FAX NUMBER:

E-MAIL:

BY:

(Printed or Typed Name)

(Signature)

TAXPAYER I.D. NUMBER:

Signature constitutes acceptance of all terms and conditions listed on this form and all documents attached.

RFQ responses shall be received ELECTRONICALLY ONLY through the Rocky Mountain E-Purchasing/BidNet System website at (www.bidnetdirect.com/colorado/douglas-county-government). All responses should consist of one (1) PDF document, without password protection. It is the sole responsibility of the respondent to ensure that their response is received on time. Responses will not be considered which are received after the time stated.

Douglas County distributes solicitation documents through the Rocky Mountain E-Purchasing/BidNet System only.

Copies of solicitations obtained from other sources are not considered official copies and the County cannot attest to their accuracy. All BidNet System questions must be addressed with BidNet Vendor Support at 800-835-4603.

Douglas County Government reserves the right to reject any or all responses, to waive formalities, informalities, or irregularities contained in the said response and furthermore, to award an agreement/contract for items herein, either in whole or in part, if it is deemed to be in the best interest of the County to do so. Additionally, the County reserves the right to negotiate optional items and/or services with the successful respondent.

http://www.douglas.co.us/ http://www.bidnetdirect.com/colorado/douglas-county-government

SECTION ONE ~ GENERAL INFORMATION:

A. Overview:

Through this Request for Qualifications (RFQ), the Department of Parks, Trails, Building Ground, & Rueter- Hess of Douglas County Government, hereinafter referred to as the County, respectfully requests Statements of Qualifications (SOQ) from responsible and highly-qualified vendors/companies/contractors to assist the County, on an as-needed basis, with On-Call Electrical Services. Individual projects/services will be discussed, negotiated, and issued as required throughout the 2026 calendar year.

The goal of the County, through this RFQ, is to assemble a list of several highly-qualified vendors/companies/contractors to be utilized, as needed. The agreement/contract with the successful vendors/companies/contractors, as a result of this RFQ, shall be considered Blanket Purchase Agreements. The Blanket Purchase Agreement authorizes, but does not obligate, the County to utilize any minimum or maximum, dollar amount or quantity of services from any specific vendor/company/contractor.

The initial agreement/contract, issued as a result of this RFQ, will be for a period of twelve (12) months, beginning approximately January, 01, 2026 to and including December, 31, 2026. All pricing shall be firm and fixed for the initial agreement/contract period. The County shall have the option to renew the award for two (2) additional periods of one (1) year each, with the same terms and conditions. This agreement/contract and any extension to the original period of a subject agreement/contract shall be contingent upon annual funding being appropriated, budgeted, and otherwise made available for such purposes and subject to the County’s unanimous satisfaction with the products and services received during the preceding agreement/contract period.

B. Profile of Douglas County:

Douglas County was formed in 1861 as one of the first sixteen Colorado counties originally stretching from the Rocky Mountains to the Kansas border. Today the County covers almost 844 square miles highlighting the beauty of the mountains, foothills and plains along the I-25 corridor between Denver and Colorado Springs. Urban areas, include unincorporated Highlands Ranch, the City of Lone Tree, the City of Castle Pines, and the towns of Castle Rock (county seat), Parker and Larkspur. We are recognized for being one of the most family friendly communities in Colorado. The County has an estimated population of 381,500 persons.

The County provides a wide range of services that includes law enforcement and public safety, planning and zoning, parks and open space, highways and streets, culture and recreation, public health and human services, elections, and general administrative services.

The three-member Board of County Commissioners (BOCC) serves as the legislative, policy-making and administrative body governing the unincorporated area of the County. The commissioners are elected at large from one of three geographical districts and serve staggered four-year terms (term-limited to two terms).

Budget authorization is one of the few oversight roles the Board can legally exercise with the other elected officials, who derive their responsibilities and authorities from statute. Those seven elected offices include Assessor, Clerk and Recorder, Coroner, District Attorney, Sheriff, Surveyor and Treasurer. Douglas, Lincoln and Elbert Counties make up the new 23rd Judicial District. The creation of the new judicial district was driven by the area’s population growth. State House Bill 20-1026 created the 23rd Judicial District on January 14, 2025.

The Board is directly supported by the County Manager, and the County Attorney. Appointed officials manage the remainder of the County’s functions, including Budget, Community Development, Community Justice Services, Community Services, Emergency Management, Engineering, Facilities, Fleet and Emergency Support Services, Finance, Human Resources, Human Services, Information Technology, Open Space and Natural Resources, Public Affairs, Public Health, and Public Works.

The Board is charged with the responsibility of providing adequate budget appropriations to fund statutory functions, as well as responding to the service needs of the citizens. In turn, the other elected and appointed officials are charged with managing their authorized budgets to meet their statutory obligations and service demands as cost-effectively as possible. The Board is required to adopt a final budget by December 15th. The adopted budget becomes the County’s annual financial plan and mechanism to control spending.

The Board is also financially accountable for five blended component units, the Douglas County Law Enforcement Authority, the Douglas County Woodmoor Mountain General Improvement District, the Lincoln Station Local Improvement District, the Douglas County Deputy Sheriff’s Association and the Fallen Officers Fund. The Sheriff’s Forfeiture Fund, the Deputy Sheriff’s Association and the Fallen Officers Fund are subject to audit, but not to budget law, and are also included in the financial statements of the County.

C. Examples of Equipment and Electrical Services Provided:

All work must be completed by a licensed electrician. All required equipment must be owned and well-maintained by the Electrical Contractor. All equipment must be DOT licensed, certified, and insured. All equipment operators must be properly licensed, certified, and insured.

I) Sports Lighting and Parking Lot Lighting Repairs:

• Up to 55' Bucket Truck

• Up to 100' Bucket Tuck

• Lamp changes, ballast replacements, wire harness/repair, glass lens replacement, cross arm/pole replacement

• Extensive knowledge of Carolina High Mast LED Lighting Systems, as well as, operation oflowering, retractable, and cross-am1 systems

2) Pneumatic Misseling:

• Up to 4-inch O.D.

3) Directional Boring:

• Up to 8-inch O.D.

4) Utility Pot Holing

5) Digger Derrick:

• up to 55' high

• 36" caisson diameter

6) Private Owner Locates:

• Electrical

• Fiber Optics

• Data

• Cable

• Pipe

7) Trenching:

• 4-inch up to 8-inch-wide, up to 60" in depth

• 35HP and below

• l 0OHP and above

• Mechanical Trench Compactor

8) Backhoe:

• Digging depth, no less than 15'

9) Skid Loader:

• Minimum of 55HP

10) Dump Truck:

• No larger than a single axle

11) General Electrical Services:

• Switch Gear Cabinet Installation and Service

• Concrete Coring up to l 0" diameter

• Concrete Sawing up to 6" depth

• Troubleshooting

• Exterior Site and Decorative Lighting

• Wiring Tracing

• New Electrical Services

• Electrical Disconnect and Demolition

• Pole Base Installation

D. Time Requirements/Tentative RFQ Calendar:

OCTOBER, 21, 2025 Request for Qualifications (RFQ), posted on the RME-Purchasing System OCTOBER, 29, 2025 Request for Qualifications (RFQ), deadline for submission of questions NOVEMBER, 5, 2025 Request for Qualifications (RFQ), posting of questions/responses NOVEMBER, 12, 2025 Request for Qualifications (RFQ), due date (see page one) NOVEMBER, 19, 2025 Interview of Finalists, if necessary NOVEMBER, 26, 2025 Final Selection JANUARY, 1, 2026 Contract Start Date

E. General Requirements:

The response to this RFQ must be complete and in the format requested below. Failure to provide all requested information or any significant deviation from this format may be cause for rejection of the RFQ response.

All responses submitted shall become property of the County. All responses shall include all of the information requested in this RFQ and any additional data that the respondent deems pertinent to the understanding and evaluating of their response. All responses shall meet, at a minimum, all criteria outlined in the following sections.

At the discretion of the County, firms submitting responses may be requested to make presentations as part of the evaluation process. The respondent should not withhold any information from their written response in anticipation of presenting the information orally, since oral presentations may not be solicited. The County will not reimburse the respondents to this RFQ for any costs associated with the preparation and submission of said response or in the preparation for and attendance at a presentation. The County reserves the right to request any firm submitting a response to clarify or to supply additional information necessary.

F. Minimum Requirements:

All respondents shall meet all of the following minimum requirements.

1) Licensed in Douglas County, Colorado

2) Electrical and Workers' Compensation Insurance, as-required

3) Clean Safety Record for the past ten (10) years

4) Ability to Bond Projects over $50,000

5) Respond (on-site) within two (2) hours in emergency situations

6) Respond (on-site) within twenty-four (24) hours for non-emergency situations

G. Mandatory Information to be Included in your RFQ Response:

All responses must address each of the following and be submitted with the ability to complete the work as described. Do not exclude any major or minor items of information not specifically mentioned, but which would normally and reasonably be provided. Please be advised that the greater the degree of specificity, the more likely it will be for the County to review your response favorably. Responses must include, but are not limited to, the following information.

1) Include a statement related to your complete understanding and compliance with all of the general, minimum, and mandatory requirements. Provide a detailed narrative of how your response intends to meet the objectives of the County, as outlined.

2) Provide a complete description of your company to include the number of years you have been doing business in the State of Colorado and the prior experience you have had with similar agreements/contracts.

3) Identify the key individuals that will be assigned to Douglas County. List, for each individual, all relevant experience highlighting Engineering Services. Include resumes with education and work experience for all personnel that have been identified.

4) Provide a summary of the partnership that you envision with Douglas County. Include a narrative of what defines your companies qualifications and sets you apart from your competitors.

5) Describe your approach to cost control and value engineering. Provide examples of cost-saving initiatives that you have implemented on past projects.

6) Provide a summary of your companies safety record for the past five (5) years. Include details of any violations and/or incidents.

7) All responses shall include pricing information related to performing the work, as described. Responses shall include an estimate of labor resources needed per quarter, broken down by hours for each individual assigned to this effort. In addition, indicate the estimated cost for each quarter by multiplying the applicable billable hourly rates by the proposed number of hours. Details related to all reimbursable expenses should also be included.

8) All responses shall include a list of three (3) current references. All references shall include name, title, address, telephone number, and e-mail address for which you are currently furnishing or have in the past furnished services on a same or similar agreement/contract. The failure to include references and/or the inability to contact the references shall be ample cause for the rejection of your response.

9) All respondents must submit written disclosure of any known potential conflicts of interest that may result during the performance of the services listed herein.

10) List any and all legal disputes, mediations, arbitrations, and/or lawsuits in which you or your company has been involved over the last five (5) years, and for each, include a description of all claims asserted, a synopsis of the underlying factual allegations, and a discussion of the current status and/or outcome. For all lawsuits, identify the parties, the case number and the court in which the lawsuit proceeded.

H. Questions/Inquires/Addendum:

All questions related to this RFQ must be submitted ELECTRONICALLY ONLY through the Rocky Mountain E-Purchasing/BidNet System website at (www.bidnetdirect.com/colorado/douglas-county-government). Please enter only one (1) question per line.

Questions will be received until 3 pm MDT/MST on Wednesday, October, 29, 2025. Responses to all questions will be posted on the Rocky Mountain E-Purchasing/BidNet System no-later-than Wednesday, November, 5, 2025.

If it becomes necessary to revise any part of this RFQ or if additional data is necessary to enable an exact interpretation of the provisions of this request, an addendum will be issued. It is the responsibility of the respondent to ensure that they have received all addendums prior to submitting their RFQ response.

http://www.bidnetdirect.com/colorado/douglas-county-government

SECTION TWO ~ RFQ CONDITIONS AND PROVISIONS:

All responses must be submitted on the forms provided and in accordance with all terms, conditions, specifications, and stipulations contained herein. Respondents shall carefully read and be familiar with all terms, conditions, specifications, and stipulations contained in this RFQ, which shall become part of the final agreement/contract.

All responses must be signed by a duly-authorized official of the company. The completed and signed RFQ certification page (together with all required attachments) must be uploaded to the Rocky Mountain E- Purchasing/BidNet System before the due date and time shown on page one (1).

All participating respondents, by their signature on the certification page, shall agree to comply with all terms, conditions, specifications, and stipulations of this RFQ as stated or implied herein. Any alteration, erasure or interlineation by the respondent in this RFQ shall constitute cause for rejection by the County. Exceptions or deviations to this RFQ must not be added to the RFQ pages and must be on company letterhead and accompany the response.

All respondents are required to complete all of the information requested in this RFQ. Failure to do so may result in the disqualification of your response.

All pricing shall be fixed and subject to acceptance or rejection within ninety (90) days of the response due date.

The County will not be responsible for any goods delivered and/or services performed without its purchase order, signed by an authorized representative of the County’s Purchasing Division.

The successful respondent will be required to provide proof of and the required limits of liability insurance, including Workers’ Compensation. This proof of insurance must be in the form of a “Certificate of Insurance” and must show coverage in the amounts specified by the laws of the State of Colorado for the duration of any agreement/contract issued as a result of this RFQ. Additionally, the County must be notified of any changes occurring in this coverage and the successful respondent must demonstrate to the County that such changes do not, in any way, affect the minimum liability insurance required for this response.

All information submitted in response to this RFQ may be subject to disclosure under the Colorado Open Records Act. Respondents are discouraged from providing information that they consider confidential and/or privileged as part of their response to this RFQ. If any portion of your response is identified as proprietary and/or confidential, a redacted copy must be uploaded to the Rocky Mountain E-Purchasing/BidNet System with your original/complete response.

The successful respondent may be required, as a provision of this RFQ, to submit proof of compliance with governmental health and safety codes, regulations and standards, as appropriate.

The successful respondent shall be in complete compliance with all terms, conditions, specifications, and stipulations of this RFQ as outlined herein. The County shall have the right to inspect the facilities and equipment of the successful respondent to ensure such compliance.

No response shall be accepted from, and no agreement/contract will be awarded to, any person, firm or corporation that is in arrears to the County, upon debt or contract, or that is a defaulter, as surety or otherwise, upon any obligation to the County, or that has failed to attain or demonstrate compliance with any law, ordinance, regulation, or agreement/contract term or condition as may be provided for or required in any County agreement/contract, or that may be deemed irresponsible or unreliable by the County. Respondents may be required to submit satisfactory evidence that they have a practical knowledge of this particular work and that they have the necessary financial resources to perform and complete the work outlined in this RFQ.

All respondents agree to abide by all of the laws, regulations, and administrative rulings of the United States, the State of Colorado, and the County of Douglas, securing all necessary licenses/permits in connection with this

RFQ.

All materials furnished or services performed under the terms of this agreement/contract issued as a result of this RFQ shall comply with the requirements and standards specified in the Williams-Steiger Occupational Safety and Health Act (OSHA) of 1970 (Public Law 91-596), as well as with other applicable federal, state, and local codes.

In the event that this RFQ requires a formal contract to be prepared by the County, the successful respondent will properly sign and furnish any bonds, insurance, Workers’ Compensation, etc. as may be required by the County within ten (10) days (unless a longer period is allowed by the County) from the date of receipt of the formal contract forms.

All respondents must take into consideration that only the County’s documents will be used in the finalization of any contract issued as a result of this RFQ. Respondents are responsible for reviewing such documents prior to submitting their response.

BADGE ACCESS TO COUNTY FACILITIES:

This agreement/contract may require access to multiple facilities within Douglas County, including law enforcement and judicial buildings that may contain Criminal Justice Information Services (CJIS) material. As such, Douglas County will perform prescreening background checks of successful respondents and associated personnel. In addition, successful respondents and associated personnel must pass state and federal fingerprint and background checks prior to the start of work and access to any Douglas County facility. To complete the fingerprinting and background checks, successful respondents and associated personnel must set up vendor accounts with the Colorado Bureau of Investigations (CBI): https://cbi.colorado.gov/sections/biometric-identification-and-records-unit/new-accounts. Depending on access requirements, the successful respondents and associated personnel may be required to sign an additional CJIS security addendum.

The successful respondent shall supply a complete list of associated personnel to Douglas County with at least two potential alternative workers who will be responsible for performing services under this agreement/contract.

Only these individuals will be allowed on Douglas County premises to perform services once confirmed to have passed background checks and CJIS Training.

ETHICAL STANDARDS:

It shall be a breach of ethical standards for any person to offer, give, or agree to give any employee or former employee, or for any employee or former employee to solicit, demand, accept, or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a program requirement or purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other capacity in any proceeding of application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or an agreement/contract or subcontract, or to any solicitation or RFQ, therefore.

It shall be a breach of ethical standards for any payment, gratuity, or offer of employment to be made by or on behalf of a subcontractor under an agreement/contract to the prime contractor or higher tier subcontractor or any person associated therewith, as an inducement for the award of a subcontract or order.

In the event that any gratuities or kickbacks are offered or tendered to any County employee or representative, the response shall be disqualified and shall not be reinstated.

ETHICSPOINT/NAVEX GLOBAL:

https://cbi.colorado.gov/sections/biometric-identification-and-records-unit/new-accounts https://cbi.colorado.gov/sections/biometric-identification-and-records-unit/new-accounts

Douglas County is committed to an environment where open, honest communication is the expectation, not the exception. Douglas County has implemented a phone and Internet-based reporting system called EthicsPoint/Navex Global. The reporting system allows employees to report issues or concerns that they may have in an anonymous and confidential manner. We consider it a critical component in providing a safe, secure, and ethical workplace.

An option within the system allows vendors to also report an issue. As a vendor, you are in a position to observe not only questionable or unethical behavior by our employees but also identify areas that you would like to make a suggestion for change. By calling 1-888-337-3094 or logging-in on the Internet to www.ethicspoint.com and entering Douglas County Government, you can file a report, offer a suggestion or voice a concern. Online instructions are available on how to use the system. The EthicsPoint/Navex Global system also offers a follow-up/response mechanism. You can be assured that this is a fast, easy, and confidential system.

NON-COLLUSIVE CERTIFICATION:

By the submission of your response, the respondent certifies that:

1) The response has been arrived at by the respondent independently and has been submitted without collusion with any other company.

2) The contents of the response have not been communicated by the respondent; nor, to the best of their knowledge and belief, by any of their employees or agents, to any person not an employee or agent of the respondent or the surety on any bond furnished herewith, and will not be communicated to any such person prior to the official opening of this response.

3) No company shall submit more than one (1) response for this purchase.

NON-DISCRIMINATION IN EMPLOYMENT:

In connection with the performance of work under an agreement/contract issued as a result of this RFQ, the successful respondent must agree not to refuse to hire, discharge, promote or demote, or to discriminate in matters of compensation against any person otherwise qualified, solely because of race, color, religion, national origin, gender, age, military status, sexual orientation, marital status, or physical or mental disability. The successful respondent must further agree to insert the foregoing provision into all subcontracts.

INDEMNIFICATION:

The County cannot and by this agreement/contract does not agree to indemnify, hold harmless, exonerate or assume the defense of the vendor/company/contractor or any other person or entity whatsoever, for any purpose whatsoever. The vendor/company/contractor shall defend, indemnify and hold harmless the County, its commissioners, officials, officers, directors, agents, and employees from any and all claims, demands, suits, actions or proceedings of any kind or nature whatsoever, including Workers’ Compensation claims, in any way resulting from or arising from the services rendered under this agreement/contract; provided, however, that the vendor/company/contractor need not indemnify or save harmless the County, its officers, agents and employees from damages resulting from the sole negligence of the County’s commissioners, officials, officers, directors, agents, and employees.

INDEPENDENT CONTRACTOR:

The vendor/company/contractor is an Independent Contractor and is free to perform services for other clients.

Notwithstanding any provision of this agreement/contract, all personnel assigned by the vendor/company/contractor to perform work under this agreement/contract shall be, and remain at all times, employees of the vendor/company/contractor for all purposes. The County shall have no responsibility for any http://www.ethicspoint.com/ federal and state taxes and contributions for Social Security, unemployment insurance, income withholding tax, and other taxes measured by wages paid to employees of the vendor/company/contractor and/or its designated agents. The vendor/company/contractor acknowledges that it and its employees are not entitled to Workers’ Compensation benefits or Unemployment Insurance benefits from the County, unless the vendor/company/contractor or a third party provides such coverage, and that the County does not pay for or otherwise provide such coverage. The vendor/company/contractor shall provide and keep in force Workers’ Compensation (and provide proof of such insurance when requested by the County) and Unemployment Compensation insurance in the amounts required by law, and shall be solely responsible for its own actions, its employees and agents.

ASSIGNMENT OF PURCHASE ORDER OR CONTRACT:

The successful respondent may not assign or otherwise transfer any of its rights or obligations under any purchase order or agreement/contract made and entered into pursuant to the County RFQ without the prior written approval of the County Purchasing Division.

CANCELLATION:

The County reserves the right to cancel the whole or any part of an agreement/contract issued as a result of this RFQ due to the failure of the successful respondent to carry out any term, promise or condition of the agreement/contract. The County will issue a written notice of default to the successful respondent for failing to act in compliance with the terms and conditions of such an agreement/contract.

EXAMINATION OF RECORDS:

The successful respondent agrees that the County shall, until the expiration of three (3) years after the final payment under an agreement/contract issued as a result of this RFQ, have access to and the right to examine any directly pertinent books, documents, papers, and records of the respondent involving transactions of such agreement/contract.

PRICE, PAYMENT, AND DELIVERY:

1) All prices shall be firm and fixed for the specified time frame.

2) All payment terms shall be “Net 30”; consideration will be given to any discounts offered for payments made earlier than “Net 30”, please explain.

3) In an effort to improve efficiency, Douglas County encourages the use of purchasing cards to make payments.

Under this method, payments are made after the verification of the receipt of the goods and services and following the receipt of a proper invoice. Please confirm if this would be an acceptable payment option.

4) All deliveries will be “F.O.B. ~ Destination”

TAXES:

All pricing shall reflect all applicable tax exemptions for Douglas County:

1) Federal Registration Number: 84-6000761

2) State Registration Number: 98-04428

COOPERATIVE PURCHASING:

Douglas County encourages cooperative purchasing in an effort to assist other agencies to reduce their cost of bidding and to make better use of taxpayer dollars through volume purchasing. Vendors may, at their discretion, agree to extend the prices and/or terms of the resulting award to other state or local government agencies, school districts, or political subdivisions in the event they would have a need for the same product/service. Usage by any entity shall not have a negative impact on Douglas County in the current term or in any future terms. The vendor must deal directly with any governmental agency concerning the placement of purchase orders/agreements, freight/delivery charges, contractual disputes, invoices, and payments. Douglas County shall not be liable for any costs or damages incurred by any other entity.

EXHIBITS:

1) Exhibit “A” ~ Standard Public Contract for Services (for information only)

PUBLIC CONTRACT FOR SERVICES

THIS PUBLIC CONTRACT FOR SERVICES (the “Contract”) is made and entered into this _______ day of ______________, 202__, by and between the BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF DOUGLAS, STATE OF COLORADO (the “County”), and ______________________________, a Colorado Corporation (the “Contractor”).

RECITALS

WHEREAS, the County is undertaking certain activities for the _________________;

and

WHEREAS, the County desires to engage the Contractor to render certain professional services and assistance in connection with such undertakings of the County; and

WHEREAS, the Contractor has the ability to assist the County through its professional expertise, knowledge, and experience and is ready, willing and able to provide such services, subject to the conditions hereinafter set forth.

NOW, THEREFORE, for and in consideration of the premises and other good and valuable consideration, the parties agree as follows:

1. LINE OF AUTHORITY: _________________________________, (the “Authorized Representative”), is designated as Authorized Representative of the County for the purpose of administering, coordinating, and approving the work performed by the Consultant under this Contract.

2. SCOPE OF SERVICES: All services described in Exhibit A, attached hereto and incorporated herein, shall be performed by Contractor.

The County may, from time to time, request changes to the scope of services to be performed hereunder. Such changes, including any increase or decrease in the amount of the Contractor’s compensation, which are mutually agreed upon between the County and Contractor, shall be in writing and shall become part of this Contract upon execution.

The Contractor agrees to diligently and professionally perform all the services described herein in a manner satisfactory to the Authorized Representative. It is also understood and agreed that the Contractor shall not, in performing services hereunder, undertake any action or activity prohibited by the terms of any lease, permit, license or other agreement in effect during the term hereof between the Contractor and the County for the use and occupancy by the Contractor of any County facilities or space.

3. COMPENSATION: Subject to the maximum contract liability and all other provisions of this Contract, the County agrees to pay to the Contractor, and the Contractor agrees to accept payment as described in Exhibit B, attached hereto and incorporated herein, during the term hereof, in accordance with the terms set forth herein.

4. MAXIMUM CONTRACT EXPENDITURE: Any other provision of this Contract notwithstanding and pursuant to Section 29-1-110, C.R.S., the amount of funds appropriated for this Contract is ___________ DOLLARS ________CENTS ($00,000.00) for the current fiscal year. In no event shall the County be liable for payment under this Contract for any amount in excess thereof. The County is not under obligation to make any future apportionment or allocation to this Contract, nor is anything set forth herein a limitation of liability for Contractor. Any potential expenditure for this Contract outside the current fiscal year is subject to future annual appropriation of funds for any such proposed expenditure.

5. TERM: It is mutually agreed by the parties that the term of this Contract shall commence as of 12:01 a.m. on _______ __, 202_ and terminate at 12:00 a.m. on _________ __, 202_. This Contract and/or any extension of its original term shall be contingent upon annual funding being appropriated, budgeted and otherwise made available for such purposes and subject to the County’s satisfaction with all products and services received during the preceding term.

6. INVOICING PROCEDURES: Payments shall be made to the Contractor based upon invoices submitted by the Contractor, provided such invoices have been approved by the Authorized Representative. Payments will be made to the Contractor within thirty (30) days, or within a mutually agreed upon period after County has received complete invoices from the Contractor. The County reserves the right to require such additional documentation, including monthly activity reports detailing the Contractor’s activities and services rendered, as the County deems appropriate to support the payments to the Contractor. The signature of an officer of the Contractor shall appear on all invoices certifying that the invoice has been examined and found to be correct.

7. CONFLICT OF INTEREST: The Contractor agrees that no official, officer or employee of the County shall have any personal or beneficial interest whatsoever in the services or property described herein, and the Contractor further agrees not to hire, pay, or contract for services of any official, officer or employee of the County. A conflict of interest shall include transactions, activities or conduct that would affect the judgment, actions or work of the Contractor by placing the Contractor’s own interests, or the interest of any party with whom the Contractor has a contractual arrangement, in conflict with those of County.

8. INDEMNIFICATION: The County cannot and by this Contract does not agree to indemnify, hold harmless, exonerate, or assume the defense of the Contractor or any other person or entity whatsoever, for any purpose whatsoever. The Contractor shall defend, indemnify and hold harmless the County, its commissioners, officials, officers, directors, agents and employees from any and all claims, demands, suits, actions or proceedings of any kind or nature whatsoever, including Workers’ Compensation claims, in any way resulting from or arising from the services rendered under this Contract; provided, however, that the Contractor need not indemnify or save harmless the County, its officers, agents and employees from damages resulting from the sole negligence of the County’s commissioners, officials, officers, directors, agents and employees.

9. INDEPENDENT CONTRACTOR: The Contractor is an independent contractor and is free to perform services for other clients. Notwithstanding any provision of this Contract, all personnel assigned by the Contractor to perform work under this Contract shall be and remain at all times, employees of the Contractor for all purposes. THE INDEPENDENT

CONTRACTOR IS NOT ENTITLED TO WORKERS’ COMPENSATION OR

UNEMPLOYMENT BENEFITS THROUGH THE COUNTY AND IS OBLIGATED TO PAY

FEDERAL AND STATE INCOME TAX ON ANY MONIES EARNED PURSUANT TO THE

CONTRACT RELATIONSHIP.

10. NO WAIVER OF GOVERNMENTAL IMMUNITY ACT: The parties hereto understand and agree that the County, its commissioners, officials, officers, directors, agents and employees, are relying on, and do not waive or intend to waive by any provisions of this Contract, the monetary limitations or any other rights, immunities and protections provided by the Colorado Governmental Immunity Act, §§ 24-10-101 to 120, C.R.S., or otherwise available to the County.

11. ASSIGNMENT: The Contractor covenants and agrees that it will not assign or transfer its rights hereunder, or subcontract any work hereunder, either in whole or in part without the prior written approval of the Authorized Representative. Any attempt by the Contractor to assign or transfer its rights hereunder shall, at the option of the Authorized Representative, void the assignment or automatically terminate this Contract and all rights of the Contractor hereunder.

12. COUNTY REVIEW OF RECORDS: The Contractor agrees that, upon request of the Authorized Representative, at any time during the term of this Contract, or three (3) years thereafter, it will make full disclosure to the County and make available for inspection and audit upon request by the Authorized Representative, the County Director of Finance, or any of their authorized representatives, all of its records associated with work performed under this Contract for the purpose of making an audit, examination or excerpts. The Contractor shall maintain such records until the expiration of three (3) years following the end of the term of this Contract.

13. OWNERSHIP OF DOCUMENTS: Drawings, specifications, guidelines and any other documents prepared by the Contractor in connection with this Contract shall be the property of the County.

14. ASSIGNMENT OF COPYRIGHTS: The Contractor assigns to the County the copyrights to all works prepared, developed, or created pursuant to this Contract, including the right to: 1) reproduce the work; 2) prepare derivative works; 3) distribute copies to the public by sale, rental, lease, or lending; 4) perform the works publicly; and 5) to display the work publicly.

The Contractor waives its rights to claim authorship of the works, to prevent its name from being used wrongly in connection with the works, and to prevent distortion of the works.

15. TERMINATION: The County shall have the right to terminate this Contract, with or without cause, by giving written notice to the Contractor of such termination and specifying the effective date thereof, which notice shall be given at least ten (10) days before the effective date of such termination. In such event, all finished or unfinished documents, data, studies and reports prepared by the Contractor pursuant to this Contract shall become the County’s property. The Contractor shall be entitled to receive compensation in accordance with this Contract for any satisfactory work completed pursuant to the terms of this Contract prior to the date of notice of termination. Notwithstanding the above, the Contractor shall not be relieved of liability to the County for damages sustained by the County by virtue of any breach of the Contract by the Contractor.

16. NOTICES: Notices concerning termination of this Contract, notices of alleged or actual violations of the terms or provisions of this Contract, and all other notices shall be made as follows:

by the Contractor to:

with a copy to:

Douglas County Attorney’s Office 100 Third Street Castle Rock, CO 80104 E-mail: Attorney@douglas.co.us and by the County to: _________________

Said notices shall be delivered personally during normal business hours to the appropriate office above, or by prepaid first-class U.S. mail, via facsimile, or other method authorized in writing by the Authorized Representative. Mailed notices shall be deemed effective upon receipt or three

(3) days after the date of mailing, whichever is earlier. The parties may from time-to-time designate substitute addresses or persons where and to whom such notices are to be mailed or delivered, but such substitutions shall not be effective until actual receipt of written notification.

17. NONDISCRIMINATION: In connection with the performance of work under this Contract, the Consultant agrees not to refuse to hire, discharge, promote or demote, or to discriminate in matters of compensation against any person otherwise qualified, solely because of race, color, religion, national origin, gender, age, military status, sexual orientation, marital status, or physical or mental disability.

18. GOVERNING LAW; VENUE: This Contract shall be deemed to have been made in, and construed in accordance with the laws of the State of Colorado. Venue for any action hereunder shall be in the District Court, County of Douglas, State of Colorado. The Contractor expressly waives the right to bring any action in or to remove any action to any other jurisdiction, whether state or federal.

19. COMPLIANCE WITH ALL LAWS AND REGULATIONS: All of the work performed under this Contract by the Contractor shall comply with all applicable laws, rules, regulations and codes of the United States and the State of Colorado. The Contractor shall also comply with all applicable ordinances, regulations, and resolutions of the County and shall commit no trespass on any public or private property in the performance of any of the work embraced by this Contract.

20. SEVERABILITY: In the event any of the provisions of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, the validity of the remaining provisions shall not be affected. Should either party fail to enforce a specific term of this

Contract it shall not be a waiver of a subsequent right of enforcement, nor shall it be deemed a modification or alteration of the terms and conditions contained herein.

21. NO THIRD PARTY BENEFICIARIES: The enforcement of the terms and conditions of this Contract and all rights of action relating to such enforcement, shall be strictly reserved to the County and the Contractor, and nothing contained in this Contract shall give or allow any such claim or right of action by any other or third person under such Contract.

22. ADVERTISING AND PUBLIC DISCLOSURE: The Contractor shall not include any reference to this Contract or services performed pursuant to this Contract in any of Contractor’s advertising or public relations materials without first obtaining the written approval of the Douglas County Public Affairs Director. Nothing herein, however, shall preclude the transmittal of any information to officials of the County, including without limitation, the County Manager, Assistant County Manager, and the Board of County Commissioners.

23. PRIORITY OF PROVISIONS: In the event that any terms of this Contract and any Exhibit, attachment, or other referenced document are inconsistent, the following order of priority shall control:

1st This Contract, Sections 1 through 28 2nd RFP #____ 3rd Exhibit C- Insurance Requirements 4th Exhibit A- Scope of Services 5th Exhibit B- Method of Payment 6th Response to RFP # __

24. HEADINGS; RECITALS: The headings contained in this Contract are for reference purposes only and shall not in any way affect the meaning or interpretation of this Contract. The Recitals to this Contract are incorporated herein.

25. ENTIRE AGREEMENT: The parties acknowledge and agree that the provisions contained herein constitute the entire agreement and that all representations made by any commissioner, official, officer, director, agent or employee of the respective parties unless included herein are null and void and of no effect. No alterations, amendments, changes or modifications to this Contract, except those which are expressly reserved herein to the Authorized Representative, shall be valid unless they are contained in writing and executed by all the parties with the same formality as this Contract.

26. INSURANCE: The Contractor shall be required to maintain the insurance requirements provided in Exhibit C, attached hereto and incorporated herein by reference. The Contractor shall provide evidence that such requirements have been met and shall provide updated information to the County in the event any changes are made to the Contractor’s insurance coverage during the term of this Contract.

27. COUNTY EXECUTION OF AGREEMENT: This Contract is expressly subject to, and shall not be or become effective or binding on the County, until execution by all signatories of the County.

28. FORCE MAJEURE: No party shall be liable for failure to perform hereunder if such failure is the result of force majeure. Any time limit shall be extended for the period of any delay resulting from any force majeure, or this Contract may be terminated if such delay makes performance of the Contract impossible or impracticable. Force majeure shall mean causes beyond the reasonable control of a party such as, but not limited to, weather conditions, acts of God, strikes, work stoppages, unavailability of or delay in receiving labor or materials, faults by contractors, subcontractors, utility companies or third parties, fire or other casualty or action of government authorities.

(Remainder of Page Intentionally Blank)

IN WITNESS WHEREOF, the County and the Consultant have executed this Contract as of the above date.

BY:___________________________ ATTEST: (if a corporation)

Printed Name______________________ ___________________________

Title:________________________ Title:______________________

DATE:_________________________

Signature of Notary Public Required:

STATE OF __________________ )

) ss.

COUNTY OF ________________ )

The foregoing instrument was acknowledged before me this _____ day of ___________, 20_____, by

Witness my hand and official seal

Notary Public My commission expires: ______________

Exhibit A

SCOPE OF SERVICES

Exhibit B

METHOD OF PAYMENT

Exhibit C

INSURANCE REQUIREMENTS

CONSULTANT or CONTRACTOR shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, Contractor, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE

Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury (including coverage for contractual and employee acts) with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. $2,000,000.

2. Automobile Liability: Insurance Services Office Form covering, Code 1 (any auto), or if CONSULTANT or CONTRACTOR has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of Colorado, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease

4. Professional Liability (Errors and Omissions) Insurance appropriate to the CONSULTANT or CONTRACTOR’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

The Insurance obligations under this agreement shall be the minimum Insurance coverage requirements and/or limits shown in this agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to the COUNTY. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the obligations of the CONSULTANT or CONTRACTOR under this agreement.

OTHER INSURANCE PROVISIONS:

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status. Douglas County, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the CONSULTANT or CONTRACTOR including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the CONSULTANT or CONTRACTOR’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Primary Coverage. For any claims related to this contract, the CONSULTANT or CONTRACTOR’s insurance coverage shall be primary insurance. Any insurance or self-insurance maintained by Douglas County, its officers, officials, employees, or volunteers shall be excess and non- contributory to the CONSULTANT or CONTRACTOR’s insurance.

Notice of Cancellation. Each insurance policy required above shall state that coverage shall not be canceled, except with notice to Douglas County.

Waiver of Subrogation. CONSULTANT or CONTRACTOR hereby grants to Douglas County a waiver of any right to subrogation which any insurer of said CONSULTANT or CONTRACTOR may acquire against Douglas County by virtue of the payment of any loss under such insurance.