RFP_Area_Plan (003).pdf

Page 1 of 16 Rev. 9/2023

Request for Proposal

RFP-25-19-PB

South Boulder Road Area Plan

Proposals must be uploaded to the Rocky Mountain E- Purchasing System, Bidnet®, at:

https://www.bidnetdirect.com/Colorado/CityofLafayette

RFP Release Date: July 10, 2025 Proposal Due Date: Aug. 7, 2025 | 5:00 p.m. MT City of Lafayette 1290 South Public Road Lafayette, Colorado 80026 https://www.bidnetdirect.com/Colorado/CityofLafayette

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Contents

REQUEST FOR PROPOSAL COVER SHEET & SIGNATURE PAGE

NON-COLLUSION CERTIFICATE

1. SECTION 1 – GENERAL INFORMATION

1.1. BACKGROUND, OVERVIEW, AND GOALS

Statement of Vision

Statement of Values

Purpose

1.2. SCHEDULE OF ACTIVITIES

1.3. ADMINISTRATIVE INFORMATION

1.3.I. Official Means of Communication

1.3.II. Modification or Withdrawal of Proposals

1.3.III. Proposal Submission

1.3.IV. Addendum or Supplement to Request for Proposal

1.3.V. Oral Presentations/Site Visits

1.3.VI. Incurring Costs

1.3.VII. Confidentiality

1.3.VIII. Acceptance of RFP terms

1.3.IX. Independent Price Determination

1.3.X. Conflicts of Interest/Ethics

1.3.XI. Protested Solicitations and Awards

1.4. CONTRACT AND TERM

2. SECTION 2 – REQUIREMENTS AND SCOPE OF WORK

2.1. INSURANCE REQUIREMENTS

2.2. MANDATORY SUBMISSION REQUIREMENTS

2.3. SCOPE OF WORK

3. SECTION 3 – EVALUATION METHODOLOGY & AWARD

3.1. EVALUATION PROCESS

3.2. EVALUATION COMMITTEE

3.3. PROPOSAL EVALUATION CRITERIA

3.4. DEMONSTRATIONS AND DISCUSSIONS

3.5. SINGLE PROPOSAL

3.6. AWARD

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APPENDIX A – SAMPLE CONTRACT

APPENDIX B – SCOPE OF SERVICES

APPENDIX C – AREA PLANNING FRAMEWORK

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REQUEST FOR PROPOSAL COVER SHEET & SIGNATURE PAGE

RFP #25-19-PB / ~

Proposal Submission Deadline: Aug. 7, 2025

Submit Sealed Proposals to:

bidnetdirect.com/Colorado/CityofLafayette

Project Manager:

Phil Kleisler, Long Range Planning Manager philip.kleisler@lafayetteco.gov 720-661-1265

Procurement Manager:

Elizabeth Messner Elizabeth.Messner@lafayetteco.gov

South Boulder Road Area Plan The Request for Proposal Coversheet and Non-Collusion Certificate must be signed by the Offeror or an officer of the Offeror legally authorized to bind the Offeror to the proposal. Verifiable digital signatures are accepted.

Legal Company Name (Offeror):

Authorized Signature:

Typed/Printed Name:

Title:

F.E.I.N.

Company Address:

City: State: Zip:

Contact for clarifications:

Title:

Email Address:

Phone Number:

By signing this Request for Proposal Coversheet, the authorized agent acknowledges acceptance of all terms and conditions of this solicitation.

ONLINE PROPOSAL SUBMISSION: Offerors must be registered with the Rocky Mountain E-Purchasing System at https://www.bidnetdirect.com prior to the due date and time so that the proposal and other required information may be uploaded. Proposals sent by other methods will not be accepted.

Please be advised that telegraphic or electronic responses (Email, Fax, Drop Box, Etc.) CANNOT BE ACCEPTED as a sealed proposal. Vendors are urged to read these documents thoroughly before submitting a response.

https://www.bidnetdirect.com/colorado/cityoflafayette mailto:philip.kleisler@lafayetteco.gov mailto:Elizabeth.Messner@lafayetteco.gov

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NON-COLLUSION CERTIFICATE

The undersigned, being duly sworn, deposes and says that the person, firm, association, co-partnership or corporation herein named, has not, either directly or indirectly, entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in the preparation and submission of a proposal to the City of Lafayette for consideration in the award of a Contract for the South Boulder Road Area Plan.

(Offeror Name)

By: _______________________________________________ (Authorized Signature)

Title: _______________________________________________

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1. SECTION 1 – GENERAL INFORMATION

1.1. BACKGROUND, OVERVIEW, AND GOALS

Statement of Vision Lafayette’s panoramic view of the Rocky Mountains inspires our view into the future. We value our heritage, our unique neighborhoods, a vibrant economy, and active lifestyles. We envision a future that mixes small town livability with balanced growth and superior city services.

Statement of Values We foresee a strong economy that is diverse and sustainable, attracts innovators, encourages a balance of big and small businesses, and meets the community’s needs.

We intend to shape the future through strengthening our voice on environmental stewardship and social issues, taking an active role in sustainability and strategic planning development, and facilitating leadership development and fresh thinking.

We strive to be a connected community that encourages cooperative relationships and inclusivity, expects accessibility and communication, nurtures resiliency, appreciates multiculturalism, and humanizes physical and social interactions within the City.

We support placemaking endeavors that stimulate historic preservation and the arts, encourage open space stewardship and networking of neighborhoods, and promote comprehensive planning and livability.

Purpose The City of Lafayette is seeking proposals from qualified consultants to provide planning services for the preparation of the South Boulder Road Area Plan.

1.2. SCHEDULE OF ACTIVITIES

Activity Date and Time

RFP Issued via Rocky Mountain E- Purchasing System/Bidnet July 10, 2025

Prospective Vendors Written Inquiry Deadline (No questions will be accepted after this date and time.)

July 29, 2025 | 5:00 p.m.

City’s Response to Written Inquiry On or around Aug. 1, 2025

Proposal Submission Deadline Aug. 7, 2025 | 5:00 p.m. MT

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Interviews/Oral Presentations Anticipated for the week of Aug. 25,

1.3. ADMINISTRATIVE INFORMATION

1.3.I. Official Means of Communication

The RFP is published on the Rocky Mountain E-Purchasing System (Bidnet), so that proposals may be uploaded electronically to that system. The uploaded proposals are sealed by the system and can’t be viewed by the Procurement department or the evaluators until the due date and time have passed. This meets the Colorado procurement code requirement of “sealed proposals”.

The Procurement Manager will post notices that will include, but are not limited to, modifications to administrative or performance requirements, answers to inquiries received, clarifications to requirements, and the announcement of the apparent winning vendor.

No inquiries will be accepted after the date and time indicated in Section 1.2., Schedule of Activities. Where appropriate, inquiries should include references to any relevant Section/paragraph of the solicitation.

The only official response to an Offeror's inquiries are those responses that are published as a modification in Bidnet. Offerors should not rely on any other statements, whether written or verbal, that alter any specification or other term or condition of this RFP.

It is incumbent upon Offerors to monitor Bidnet carefully and regularly for any such postings prior to the proposal submission deadline, as this is the primary means for communicating any clarifications or changes to solicitation content, timeline and/or requirements.

1.3.II. Modification or Withdrawal of Proposals Proposals may be modified or withdrawn by an Offeror up to twenty-four (24) hours prior to the established due date and time. Withdrawal of an Offeror’s proposal after award is prohibited.

1.3.III. Proposal Submission Proposals must be uploaded to Bidnet at https://www.bidnetdirect.com/Colorado/CityofLafayette on or before the date and time indicated in the Schedule of Activities. Late proposals will not be accepted. It is the responsibility of the Offeror to ensure that the proposal is uploaded on or before the closing date and time.

The Request for Proposal Cover Page and the Non-Collusion Certificate must both be signed in ink or with a verifiable digital signature by the Offeror or an officer of the Offeror legally authorized to bind the Offeror to the proposal. The signed Cover Page and Certificate may be scanned and included with the uploaded proposal. Documents signed with DocuSign are acceptable.

https://www.bidnetdirect.com/Colorado/CityofLafayette

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1.3.IV. Addendum or Supplement to Request for Proposal In the event that it becomes necessary to revise any part of all of this RFP, an addendum notice will be published on Bidnet.

1.3.V. Oral Presentations/Site Visits The City may, at its sole discretion, request that Offerors make an oral presentation.

1.3.VI. Incurring Costs Offerors are solely responsible for all costs incurred as a result of responding to this solicitation, which may include, but is not limited to, proposal development and materials, meetings, presentations, or negotiations.

1.3.VII. Confidentiality Following the proposal submission deadline, individuals/entities may request from the City a list of the names of the responding Offerors. All other information related to the solicitation process will remain confidential until award.

Following the Notice of Intent to Award, all Offeror proposals will be open to public inspection with exception of information determined to be a trade secret or confidential or proprietary, per §24-72-200.1 et seq., C.R.S., as amended, Colorado Open Records Act.

An Offeror may submit, as a part of its proposal, a written request for classification of certain portions of the proposal as a trade secret or other confidential or proprietary information. Material for which the Offeror is requesting confidentiality shall be readily identifiable and separated from other portions of the proposal to facilitate public inspection of the non-confidential portion of the proposal. Commingling of confidential information and non-confidential information is not acceptable. Neither price information nor any information that will be included in a resulting Contract will be considered confidential.

The Offeror must include the rationale for any request to classify portions as a trade secret or confidential or proprietary, including references to the authority that allows for such treatment.

In no event shall an entire proposal be classified as confidential.

Any additional Offeror information, which many be a part of evaluation/negotiation process and for which an Offeror claims confidentiality, is subject to the same requirements and processes identified above.

1.3.VIII. Acceptance of RFP terms A proposal submitted in response to this RFP shall constitute a binding offer. The autographic signature of the Offeror or an officer of the Offeror legally authorized to execute contractual obligations shall include acknowledgement of this condition. The proposal, including pricing, shall allow for a minimum of 180 calendar days for acceptance by the City, unless otherwise specified in this solicitation.

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A submission in response to this RFP acknowledges acceptance by the Offeror of all terms and conditions as set forth herein. An Offeror shall identify clearly and thoroughly any variations between its proposal and this RFP. Failure to do so shall be deemed a waiver of any rights to subsequently modify the terms of performance, except as outlined or specified in the RFP.

The contents of the proposal of the awarded Offeror will become contractual obligations under the awarded Contract. Failure of the awarded Offeror to accept these obligations may result in cancelation of the award to that Offeror.

1.3.IX. Independent Price Determination By its signature on the Cover Page and Certificate of Non-Collusion the Offeror certifies that the prices and other terms in the proposal have been arrived at independently without any consultation, communication, agreement with, or knowledge of the contents of the proposal by any other competing Offerors. For purposes of this paragraph, "consultation, communication, agreement with, or knowledge" does not include knowledge of prices or terms gained through availability of established price lists or catalogues made available to the public by the competing Offerors. No attempt has been made or will be made by the Offeror to induce any other person or firm to submit or not to submit a proposal for restricting competition per §6-4-101, C.R.S., et seq., (Colorado Antitrust Act of 1992) as amended.

1.3.X. Conflicts of Interest/Ethics The Offeror must disclose in its proposal any potential or actual conflict of interest in connection with a response to this solicitation. A conflict of interest may include, but is not limited to, access to any non-public information by the Offeror regarding the solicitation or its subject matter.

The Offeror acknowledges that even the appearance of a conflict of interest may be harmful to the City’s interests. The Offeror shall disclose in its proposal whether there currently is, or potentially could be, the appearance of a conflict of interest regarding this solicitation, its staff, any proposal subcontractors or partners, or any related business with the City.

Requirements set forth in this Section are continuing requirements throughout the solicitation process and, for the awarded Offeror, the Contract term, including any extensions.

1.3.XI. Protested Solicitations and Awards Any actual or prospective vendor or contractor who is aggrieved in connection with the solicitation or award of a contract may protest to the City’s Finance Department. The protest shall be submitted in writing to the Procurement contact listed above within seven (7) working days after such aggrieved person knows, or should have known, of the facts giving rise thereto (emphasis added).

With regard to the emphasized language above, it is important for Offerors to note that a challenge to the solicitation's requirements or specifications should be made within

Page 10 of 16 Rev. 9/2023 seven (7) working days of when the protestable item is known. In other words, if you believe that the solicitation contains a requirement you want to protest, the protest should be submitted within the seven (7) working day time period, even if that means it is filed during the time the solicitation is still open.

Announcement of the apparent winning vendor will be made via a posting on Bidnet. The requirement for timely submission of any protest (seven (7) working days) will begin no later than the first working day following posting of the award notice on Bidnet.

1.4. CONTRACT AND TERM

The City’s Sample Agreement for Professional Services Contract (“Contract”) is included as Appendix A of this RFP. Any exceptions to the Contract documentation will be taken into consideration when evaluating proposals submitted. Offerors should submit any requested modifications in a redlined copy of the City’s Contract when submitting their proposal.

The City reserves the right to reject any or all proposed modifications.

The initial term of the awarded Contract is anticipated to begin on or around Oct. 7, 2025 and end no later than Oct. 7, 2027.

The City may, within its sole discretion, choose not to exercise any option or extension term in the Contract for any reason. If the City chooses not to exercise any option or extension term, it may re-procure the goods and/or services in its sole discretion.

2. SECTION 2 – REQUIREMENTS AND SCOPE OF WORK

2.1. INSURANCE REQUIREMENTS

Offeror shall, at its own expense, keep in full force and effect during the term of any Contract resulting from this solicitation, and during the term of any extension or amendment to that Contract, insurance as stated below:

• Commercial General Liability Insurance with minimum combined single limits of One Million Dollars and No Cents ($1,000,000.00) for each occurrence and One Million Five Hundred Thousand Dollars and No Cents ($1,500,000.00) aggregate

• If professional services are provided, Professional Liability Insurance with limits of One Million Dollars and No Cents ($1,000,000.00) per claim and One Million Five Hundred Thousand Dollars and No Cents ($1,500,000.00) aggregate.

• Workers’ Compensation Insurance to cover all obligations imposed by applicable laws for all of the Offeror’s employees engaged in the performance of work under any Contract resulting from this solicitation, based on statutory limits prescribed by and in accordance with Colorado law. In the event any services are performed by a subcontractor, the Offeror shall require such subcontractor to provide workers’ compensation insurance for its employees.

• Comprehensive Automotive Liability Insurance for the duration of any Contract resulting from this solicitation, covering all owned, non-owned, and hired vehicles used in connection with the work performed by or on behalf of the Offeror under that Contract, in an amount not less than Five Hundred Thousand Dollars and No Cents ($500,000.00) combined single limit per occurrence for bodily injury and property damage.

2.2. MANDATORY SUBMISSION REQUIREMENTS

• Signed Request for Proposal Cover Sheet and Non-Collusion Certificate/Cover Letter

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• Proposal - Provide a written narrative that defines the methods and means by which the proposing firm will perform the Scope of Work outlined in this RFP.

• Project Schedule – A project schedule outlining the major tasks, phases, timeframes, and milestones. Identify any specific employees or subconsultants that will be involved in each task.

• Insurance Information – affirmation of ability to meet all insurance requirements outlined in this RFP and APPENDIX A upon execution of the contract.

• Fee Schedule – A Fee Schedule detailing an estimate of labor resources needed by task or phase broken down by man-hours for each individual assigned to the Project, including sub-consultant personnel.

• Relevant Past Project Examples - Relevant Past Project Examples in which similar services have been provided. The examples should list the client, scope, date, firm’s role, and contract dollar value. Please include three examples with references (contact names, addresses, and telephone numbers).

• Completed W-9

• A Staffing Plan detailing all personnel and subconsultants proposed for assignment to the Project team. Identify the names and experience of staff dedicated to addressing issues that may arise during the term of a contract with the City.

o All key personnel identified in the Staffing Plan shall remain on the team for the duration of the procurement process and execution of the project. If circumstances require a change in the Staffing Plan, it must be submitted in writing to the City, who shall have sole discretion to determine whether to authorize the change, recognizing that certain circumstances may occur that are beyond control. Unauthorized changes to the Staffing Plan during the procurement process may result in disqualification of a proposal or termination of the contract.

2.3. SCOPE OF WORK

Refer to Appendix B for a full Scope of Services and Appendix C (“Area Planning Framework”) for high-level context about the City’s approach to area planning.

3. SECTION 3 – EVALUATION METHODOLOGY & AWARD

3.1. EVALUATION PROCESS

A comprehensive, thorough, complete, and impartial evaluation of each proposal received will be conducted. The award shall be made to the responsible Offeror whose proposal is determined to be the most advantageous to the City, taking into consideration the price and evaluation factors set forth in this Request for Proposal.

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3.2. EVALUATION COMMITTEE

An Evaluation Committee will be established utilizing measures to ensure the integrity of the evaluation process. These measures include the following:

• Selecting committee members who do not have a conflict of interest regarding this solicitation.

• Facilitating the independent review of proposals.

• Requiring the evaluation of the proposals to be based strictly on the content of the proposals.

• Ensuring the fair and impartial treatment of all Offerors.

The objective of the Evaluation Committee is to conduct reviews of the proposals that have been submitted, to hold frank and detailed discussions among themselves, and to recommend an Offeror for award.

3.3. PROPOSAL EVALUATION CRITERIA

The City will evaluate proposals to determine the extent to which each Offeror meets the evaluation criteria listed below.

• Proposals will be evaluated by the Evaluation Committee using the evaluation criteria listed below. The evaluators will consider whether the Scope of Work requirements in the solicitation have been addressed, and they will review the capabilities of the Offeror, as well as the quality of the approach proposed, the price, and any other aspect determined relevant to the evaluation criteria.

• The evaluation criteria to be used in evaluating the proposals are as follows (and are listed in no particular order):

Completeness and Quality of Overall Proposal 35 points Experience of the Project Team 30 points Reputation and Ability to Deliver 30 points Cost 5 points

TOTAL POSSIBLE SCORE 100 points

3.4. DEMONSTRATIONS AND DISCUSSIONS

The Evaluation Committee may, if it deems necessary, request clarifications, conduct discussions or oral presentations, or request best and final offers. Discussions may be held with responsible offerors whose proposals are determined to be reasonably susceptible to be selected for award to:

a. Promote understanding of the City’s requirements and the Offerors’ proposals; and

b. Facilitate a Contract that will be most advantageous to the City taking into consideration price and the other evaluation factors set forth in the request for proposals.

The Evaluation Committee may adjust its scoring based on the results of such activities. However, proposals may be reviewed and determinations made without such activities. Offerors should be aware that the opportunity for further explanation might not exist; therefore, Offerors should ensure that their submission is complete, and are encouraged to submit their best possible proposal, including pricing.

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3.5. SINGLE PROPOSAL

If only one bid or proposal is received in response to a solicitation, an award may be made to the single bidder or Offeror if the procurement official finds that the price submitted is fair and reasonable and that other prospective bidders or Offerors had reasonable opportunity to respond.

3.6. AWARD

A Notice of Intent to Award will be published on Bidnet.

The award determination is ultimately a business decision that will reflect an integrated assessment of the relative merits of the proposals received, using the factors set forth in Section 3.3. The City intends to award Contract(s) to the Offeror(s) whose proposal(s), conforming to the solicitation, will be most advantageous to the City, price and other factors considered.

The City reserves the right to award to multiple offerors if that is determined to be in the best interest of the City.

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APPENDIX A – SAMPLE CONTRACT

Agreement for Professional Services (Not for Design and/or Construction of Public Works) City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 1 Form Approved by City Attorney July 2024

Project:

Contractor:

Total Cost:

Term:

Acct. or P.O. #:

AGREEMENT FOR PROFESSIONAL SERVICES

(THIS CONTRACT IS NOT FOR USE IN CONTRACTS FOR

DESIGN AND/OR CONSTRUCTION OF PUBLIC WORKS PROJECTS)

THIS AGREEMENT FOR PROFESSIONAL SERVICES (“Agreement”) is made and entered into on ____________, 20__ (“Effective Date”), between the City of Lafayette, a Colorado home rule city and municipal corporation (“City” or “Lafayette”) whose address is 1290 South Public Road, Lafayette, Colorado, 80026, and _____________________________, as independent contractor (“Consultant”), whose address is _____________________________ (each a “Party” and collectively the “Parties”).

WHEREAS, the City requires professional services; and

WHEREAS, Consultant has held itself out to the City as having the requisite expertise and experience to perform the required professional services.

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. Consultant 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 Schedule A, attached hereto and incorporated herein by this reference and known as [Project Name] (“Project”).

B. A change in the Scope of Services shall not be effective unless authorized in writing by the City pursuant to Section IX of this Agreement. If Consultant proceeds without such written authorization, Consultant shall be deemed to have waived any claim for additional compensation, including a claim based on the theory of unjust enrichment, quantum merit or implied contract. Except as expressly provided herein, no agent, employee, or representative of the City is authorized to modify any term of this Agreement, either directly or implied by a course of action.

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 2 Form Approved by City Attorney July 2024

II. CONTRACT TIME

This Agreement shall commence on the Effective Date. Consultant shall commence work upon direction to proceed from the City and complete the Project on or before _______________, 20__, unless earlier terminated as provided herein.

III. COMPENSATION

A. In consideration of the completion of the Project specified herein by Consultant, the City shall pay Consultant (check and initial as applicable below):

______ A fixed sum of $______________.

______ Based upon services rendered and billed in accordance with the rate schedule attached hereto as Schedule A, but in no event shall the total compensation exceed $__________________.

______ As described in Schedule A.

B. The City will make payment due to Consultant for compensation for completed work within thirty (30) days after invoices submitted by Consultant, which invoice(s) may not be submitted more frequently than monthly. Invoices shall include the basis upon which payment is requested, such as percentage of the Project completed, or actual time, materials and expenses. the City shall submit invoice disputes, if any, to Consultant within thirty (30) days for resolution by mutual consent.

C. In addition to any other rights the City has under this Agreement to indemnification or recoupment, Consultant agrees that the City is entitled to set off any amounts it may owe Consultant under this Agreement against such claims for indemnity or recoupment.

IV. PROFESSIONAL RESPONSIBILITY

A. Consultant 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. The work performed by Consultant 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 Consultant hereunder shall be done in compliance with applicable laws, ordinances, rules and regulations, including the preference for Colorado Labor set forth in Article 17 of Title 8, C.R.S.

B. 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.

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 3

C. Because the City has hired Consultant for its professional expertise, Consultant agrees not to employ sub-consultants to perform any work except as expressly set forth in the Schedule A - Scope of Services.

V. OWNERSHIP OF DOCUMENTS AND DELIVERABLES

A. Any materials, items, and work specified in Schedule A, and any and all related documentation and materials provided or developed by Consultant pursuant to Schedule A shall be exclusively owned by the City. Consultant expressly acknowledges and agrees that all work performed under the Scope of Services constitutes a “work made for hire.” To the extent, if at all, that it does not constitute a “work made for hire,” Consultant hereby transfers, sells, and assigns to the City all of its right, title, and interest in such work. The City may, with respect to all or any portion of such work, use, publish, display, reproduce, distribute, destroy, alter, retouch, modify, adapt, translate, or change such work without providing notice to or receiving consent from Consultant.

B. Notwithstanding Section V.A. above, the City may utilize any such documents generated in connection with the Project by Consultant for other projects, provided that Consultant is not held liable for future project applications other than the Project described pursuant to this Agreement.

C. The City expressly acknowledges and agrees that the documents and data to be provided by Consultant under the Agreement may contain certain design details, features and concepts from the Consultant's own practice detail library, which collectively may form portions of the design for the Project, but which separately, are, and shall remain, the sole and exclusive property of Consultant. Nothing herein shall be construed as a limitation on the Consultant's right to re-use such component design details, features and concepts on other projects, in other contexts or for other clients.

VI. INDEPENDENT CONTRACTOR

Consultant is an independent contractor. Notwithstanding any other provision of this Agreement, all personnel assigned by Consultant to perform work under the terms of this Agreement shall be, and remain at all times, employees or agents of Consultant for all purposes. Consultant shall make no representation that it is a City employee for any purposes.

VII. INSURANCE

A. Consultant shall at its own expense keep in full force and effect during the term of this Agreement and during the term of any extension or amendment of this Agreement, insurance as stated below:

1. Commercial General Liability Insurance with minimum combined single limits of One Million Dollars and No Cents ($1,000,000.00) for each occurrence and One

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 4

Million Five Hundred Thousand Dollars and No Cents ($1,500,000.00) aggregate.

The policy shall be applicable to all premises and operations. 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 endorse the City and its employees and agents as additional insureds.

Additionally, the policy shall provide that such insurance is primary coverage with respect to work contemplated under this Agreement by all insureds and additional insureds.

2. If professional services are provided, Professional Liability Insurance with limits of One Million Dollars and No Cents ($1,000,000.00) per claim and One Million Five Hundred Thousand Dollars and No Cents ($1,500,000.00) aggregate. This policy shall remain in force for the period of the Project through Project completion and shall include a discovery period of three years, to commence upon substantial completion of the Project.

3. Workers’ Compensation Insurance to cover all obligations imposed by applicable laws for all of Consultant’s employees engaged in the performance of work under this Agreement, based on statutory limits prescribed by and in accordance with Colorado law. In the event any services are performed by a subcontractor, Consultant shall require such subcontractor to provide workers’ compensation insurance for its employees.

4. Comprehensive Automotive Liability Insurance for the duration of this Agreement covering all owned, non-owned, and Consultant vehicles used in connection with the work performed by or on behalf of Consultant under this Agreement in an amount not less than Five Hundred Thousand Dollars and No Cents ($500,000.00) combined single limit per occurrence for bodily injury and property damage.

B. All of the insurance policies required above shall be written and issued by responsible companies authorized to do business under the laws of the State of Colorado. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of Consultant. A copy of each such policy or certificate shall be provided to the City within five (5) business days of the complete execution of this Agreement and shall be attached to this Agreement. Consultant shall be responsible for notifying the City within five (5) business days of any material modification to, or cancellation of, these policies during the term of this Agreement, including but not limited to, any pending or paid claims against the aggregate amount of the policy, and of any cancellation of coverage for non-payment.

C. Consultant shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to this Section by reason of Consultant 's failure to procure or maintain insurance, or by reason of its failure to procure or maintain insurance in sufficient amount, duration or type. Failure on the part of Consultant to procure or maintain policies providing the required coverage, conditions and minimum limits shall constitute

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 5 a material breach of contract upon which the City may immediately terminate this Agreement.

VIII. INDEMNIFICATION

A. Consultant agrees to indemnify and hold harmless the City and its officers, insurers, volunteers, representative, agents, employees, heirs and assigns from and against all claims, liability, damages, losses, expenses and demands, including attorney fees, on account of injury, loss, or damage, including without limitation claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind whatsoever, which arise out of or are in any manner connected with this Agreement if such injury, loss, or damage is caused in whole or in part by, the act, omission, error, professional error, mistake, negligence, recklessness or other fault of Consultant, any sub-consultant of Consultant, or any officer, employee, representative, or agent of Consultant, or which arise out of a worker's compensation claim of any employee of Consultant or of any employee of any Sub-Consultant of Consultant. Consultant's liability under this indemnification provision shall be to the fullest extent of, but shall not exceed, that amount represented by the degree or percentage of negligence or fault attributable to Consultant, any sub-consultant of Consultant, or any officer, employee, representative, or agent of Consultant or of any sub-consultant of Consultant.

B. If Consultant is providing architectural, engineering, surveying, or other design services under this Agreement, the extent of Consultant's obligation to indemnify and hold harmless the City may be determined only after Consultant's liability or fault has been determined by adjudication, alternative dispute resolution or otherwise resolved by mutual Agreement between the Parties, as provided by C.R.S. § 13-50.5-102(8)(c).

IX. CHANGE ORDERS

A. Change Order is a written instrument issued after execution of the Agreement signed by City and Consultant, stating their agreement, as applicable, upon all of the following:

1. The scope of the change in the services to be performed;

2. The amount of the adjustment to the compensation; and

3. The extent of the adjustment to the term of the Agreement or completion date of the Project.

B. All changes in the scope of services authorized by applicable Change Order shall be performed under the applicable terms and conditions of the Agreement. The City and Consultant shall negotiate in good faith and as expeditiously as possible the appropriate adjustment such changes.

X. BREACH; TERMINATION

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 6

A. In the event of a breach by Consultant of the terms and conditions of this Agreement, the City may give notice to Consultant stating such breach has occurred and giving Consultant 14 days to cure such breach. If the breach is not cured within the stated timeframe, the City may terminate this Agreement and pay Consultant the proportionate part of Consultant’s compensation as shall actually have been earned, less any damages suffered by the City.

B. This Agreement may be terminated by the City without cause upon seven (7) days written notice to the Consultant. In the event of termination, the City will pay Consultant for all services satisfactorily performed to date of termination. If payment is otherwise due in a fixed sum, the City will pay Consultant for the pro rata value of the completed portion of the Project. If, however, Consultant has substantially or materially breached the standards or terms of this Agreement, the City shall have any remedy or right to set off available at law and equity.

XI. NOTICE

Any notice to the parties required under this Agreement shall be in writing, delivered to the person designated below for the parties at the indicated address unless otherwise designated in writing.

Only mailing by United States mail or hand delivery shall be utilized for notice required to be given under this Agreement. Facsimile and e-mail addresses are provided for convenience only.

However, copies of mailed or hand-delivered notices may be sent to the parties via e-mail or facsimile.

LAFAYETTE: CONSULTANT:

City of Lafayette 1290 South Public Road Lafayette, Colorado 80026 Attn: Attn:

Tel: Tel:

Fax: Fax:

Email: Email:

XII. MISCELLANEOUS

A. No Multi-Year Fiscal Obligation. Nothing herein shall constitute a multiple fiscal year obligation pursuant to Colorado Constitution Article X, Section 20. Notwithstanding any other provision of this Agreement, LAFAYETTE's obligations under this Agreement are subject to annual appropriation by the City Council of LAFAYETTE.

Any failure of a City Council annually to appropriate adequate monies to finance LAFAYETTE's obligations under this Agreement shall terminate this Agreement at such time as such then-existing appropriations are to be depleted. Notice shall be given promptly to CONTRACTOR of any failure to appropriate such adequate monies.

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 7

B. Colorado Governmental Immunity Act. The parties hereto understand and agree that LAFAYETTE is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or any other rights, immunities and protections provided by the Colorado Governmental Immunity Act, Sections 24-10- 101 et seq., C.R.S., as may be amended, or those otherwise available to LAFAYETTE, its officers, or its employees. CONTRACTOR shall file applicable insurance certificates with LAFAYETTE if requested.

C. Compliance with Law. CONTRACTOR agrees to perform the work in compliance with all applicable federal, state, county, and city laws, ordinances, rules, and regulations, including, without limitations, any preference for Colorado Labor as may be required pursuant to Article 17, of Title 8 of the Colorado Revised Statutes (“Keep Jobs in Colorado Act”).

D. Colorado Law; Venue. This Agreement shall be governed by the laws of the State of Colorado. Venue for any litigation shall be in Boulder County.

E. Binding Effect/Non-Assignability. LAFAYETTE and CONTRACTOR each binds itself, its successors and assigns to the other party to this Agreement with respect to all rights and obligations under this Agreement. Neither LAFAYETTE nor CONTRACTOR shall assign or transfer its interest in, or obligations under, this Agreement without the written consent of the other.

F. Severability. If any term, covenant, or condition of this Agreement is deemed by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect and be binding upon the parties.

G. Headings for Convenience Only. Paragraph headings and titles contained herein are intended for convenience and reference only and are not intended to define, limit, or describe the scope or intent of any provision of this Agreement.

H. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all other prior and contemporaneous agreements, representations, and understandings of the parties regarding the subject matter of this Agreement. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by the parties. No representations or warranties whatever are made by any party to this Agreement except as specifically set forth in this Agreement or in any instrument delivered pursuant to this Agreement.

I. Default/Attorney’s Fees. In the event of default of any of the provisions herein, the defaulting party shall be liable to the non-defaulting party for all reasonable attorney fees, legal expenses and costs incurred as a result of the default.

J. No Waiver. Delays in enforcement or the waiver of any one or more defaults or breaches of this Agreement by LAFAYETTE shall not constitute a waiver of any of

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 8 the other terms or obligations of this Agreement. Representative Authority. Each person signing this Agreement represents and warrants that he or she is duly authorized and has the legal capacity to execute the Agreement.

K. Counterparts and Signatures. This Agreement may be executed by the parties in counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall constitute one and the same Agreement. Each of the parties shall be entitled to rely upon a counterpart of the instrument executed by the other party and sent by facsimile or electronic transmission. The parties further agree this Agreement may be executed by electronic signatures, and any electronic signatures, electronic record of this Agreement containing an electronic signature, or a paper copy of an electronic signature shall be binding upon the party providing such electronic signature as if it were the party’s original signature.

[The remainder of this page is intentionally blank. Signatures begin on following page.]

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 9

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY OF LAFAYETTE

By:

Name:

Title:

ATTEST:

Lynnette Beck, City Clerk

APPROVAL AS TO FORM:

Mary Lynn Macsalka, City Attorney

CONSULTANT

By:

Name:

Title:

City of Lafayette, 1290 South Public Road, Lafayette, CO 80026, Phone: 303-665-5588 Page 10

SCHEDULE A

SCOPE OF SERVICES

(Attached to and made a part of the Agreement between the City of Lafayette and _______________________ dated _____________, 20___)

Consultant's Duties

During the term of this Agreement, Consultant shall perform the following duties, as directed by the City:

• Consultant shall

• Consultant shall

• Consultant shall

Consultant's Deliverables

In performance of the duties described above, Consultant shall deliver the following items to the City, during the timeframes established by the City:

Page 15 of 16 Rev. 9/2023

APPENDIX B – SCOPE OF SERVICES

Introduction The consultants will collaborate with City staff to refine and further define this high-level scope of services, including tasks, engagement strategies, and deliverables. The City is open to alternative approaches. The attached Planning Framework report is the City’s most recent thinking about how to approach area plans, including the initial boundary for the South Boulder Road Area Plan.

Long-term Financing Options The major portion of this project area is in the Lafayette Urban Renewal Authority’s South Boulder Road Revitalization Urban Renewal Area. The tax increment financing that funded LURA expired in October 2024. A ballot measure approving the formation of a Downtown Development Authority (DDA) was approved by voters in November 2024 to replace LURA. This measure enabled the formation of the DDA and its ability to use tax increment financing to collect revenue and fund its activities. Most properties within this area plan are located outside the DDA new boundary.

Therefore, part of this scope of work includes identifying whether a special district(s) would benefit implementing aspects of the subarea plan.

The special district analysis and recommendation should include:

• Evaluate various financial district models (e.g., Business Improvement District (BID), Urban Renewal Authority (URA), annexing into the Downtown Development Authority (DDA), Metropolitan District, etc.) and recommend the best fit for the South Boulder Road area. A comparative financial analysis should be included in this analysis.

• Assess legal, financial, and operational implications for each model.

• Provide case studies or examples from other municipalities with similar commercial initiatives

Land Use Code Write The City is currently rewriting its Land Use Code, which will incorporate form-based code for many commercial areas and new developments. The new code will outline allowable building types, frontages, civic spaces, and a specific site planning process to promote walkability and well-designed places. This plan will guide Land Use Code amendments, including new or refined form-based code requirements.

General Project Management Notes The selected Consultant is expected to provide consistent and responsive project management, including but not limited to:

• Establish and maintain a project schedule;

• Assume bi-weekly in-person or virtual client meetings per month;

• The scope below includes a minimum of three staff workshops, but others may be needed to resolve questions during the project; and

• Each City Council meeting is proceeded by an in-person, internal dry run.

Task 1: Initiate

1.1 Project Kick-Off

a. Internal Understanding: Facilitate an in-person workshop with a core City team to develop a common understanding of the project goals, explore potential key issues, and gain input on the planning boundary. This will inform the existing conditions work in the next phase.

b. Setup Project Mapping: Create a web map to be used during the project and create an initial planning area boundary.

c. Review Key Documents: Review key planning documents, including: Legacy Lafayette Comprehensive Plan, Old Town Tomorrow Action Plan, South Boulder Road Corridor Study, Multimodal Transportation Plan, Economic Development and Housing Strategic Plan, Land Use Code rewrite deliverables, and other documents provided by staff.

1.2 Community Engagement Strategy

a. Communication and Engagement Plan: Develop a communication and engagement plan and project branding.

b. Project Awareness: Develop and implement different strategies to begin raising awareness of the project.

c. Engagement Page: Provide materials to be posted to the City’s Lafayette Listens engagement page. The page can be managed by staff in consultation with the consultant team.

1.3 Council and Board Check-In

The anticipated focus of these meetings include: a project kickoff, team introductions, and project overview.

a. Staff Workshop #1: Facilitate a workshop intended to establish a common understanding of the project, the role of staff, and an initial discussion on issues and opportunities.

b. City Council and Planning Commission Meetings #1: Assist staff in the preparation of memos and other materials and present at each meeting.

c. Community Event: Conduct one in-person community event intended to introduce the project and get initial input to inform the next phase of work. These and other community events should be fun and interactive.

Task 1 Deliverables:

• Staff workshop materials and summary

• Project branding

• Material for engagement page

• Communications and engagement plan

• Web map

• Assistance with Planning Commission and City Council materials

Task 2: Where are we now?

2.1 Plan Document

a. Develop the table of contents and Adobe Indesign master pages for the plan document.

2.2 Existing Conditions, Planning Framework Analysis

https://lafayetteco.gov/345/Comprehensive-Plan https://lafayetteco.gov/345/Comprehensive-Plan https://lafayette-listens.com/lafayette-downtown-development-authority https://engage.drcog.org/south-boulder-road-study https://engage.drcog.org/south-boulder-road-study https://lafayetteco.gov/DocumentCenter/View/39783/MMTP_Final https://lafayetteco.gov/DocumentCenter/View/39784/ED_Housing_Plan https://lafayetteco.gov/DocumentCenter/View/39784/ED_Housing_Plan https://lafayette-listens.com/landusecode https://lafayette-listens.com/

a. Planning Framework: Summarize key policy considerations from existing plans reviewed during the previous task.

b. Existing Conditions: Compete an existing conditions report that analyzes the current conditions and opportunities in the planning area, including land development patterns, mobility infrastructure, public spaces, cultural institutions/assets, historic resources, economic activity, and demographics. The report can be a concise snapshot, with a generous use of graphics, maps, and other visual aids. The City prefers to organize the report around the following topics:

I. Public investments: existing and planned public infrastructure like streets, sidewalks, bicycle facilities, and utilities.

II. Housing and employment: a market profile summarizing the inventory and characteristics of housing units and an inventory of businesses and jobs (note, the boundary may not include existing housing.)

III. Urban design and zoning: building…