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05-24-2016 Service Agreement Jeff Thompson
Independent Contractor Avon Service Agreement For Soft Trail Layout, Flagging, Control Points & GPS This Independent Contractor Service Agreement ( "Agreement ") dated as of May 24, 2016, is between the Town of Avon, a Colorado home rule community ( "Town ") and Jeff Thompson ( "Contractor "). 1. Services: Contractor agrees to provide services ( "Services ") as described in the proposal ( "Proposal ") attached to this Agreement. To the extent the provisions of this Agreement conflict with the Proposal, the terms of this Agreement shall control. Contractor shall provide and complete the Services in a workmanlike fashion. Contractor hereby warrants that it has the workforce, training, experience and ability necessary to properly complete the Services in a timely fashion. Contractor will comply, and cause all of its employees, agents and subcontractors to comply, with applicable safety rules and security requirements while performing the Services. 2. Independent Contractor: The Contractor shall perform the Services as an independent contractor and shall not be deemed by virtue of this Agreement to have entered into any partnership, joint venture, employer /employee or other relationship with the Town other than as a contracting party and independent contractor. The Town shall not be obligated to secure, and shall not provide, any insurance coverage or employment benefits of any kind or type to or for the Contractor or the Contractor's employees, sub - consultants, contractors, agents, or representatives, including coverage or benefits related but not limited to: local, state, or federal income or other tax contributions; insurance contributions (e.g., FICA); workers' compensation; disability, injury, or health; professional liability insurance, errors and omissions insurance; or retirement account contributions. 3. Commercial Liability Insurance: At all times while the Contractor is rendering Services, Contractor shall maintain commercial general liability coverage providing bodily injury and property damage coverage with a combined single limit of at least $1,000,000 and a deductible of not more than $1,000. Such insurance shall provide that it may not be cancelled without thirty (30) days prior written notice to the Town. Prior to commencement of the Services, Contractor shall cause Town to be named as an additional insured and shall provide Town with evidence, acceptable to Town, that the required insurance is in full force and effect. 4. Payment: Payment for Services shall be due only after the Services are completed to the Town's satisfaction and after Contractor has submitted an invoice for the amount due complete with the Contractor's taxpayer identification number or social security number. Town shall pay Contractor within thirty (30) days after an invoice in proper form is submitted to Town. 5. Illegal Aliens: This Agreement is subject to the provisions of the Illegal Aliens - Public Contracts for Services Act found at C.R.S. Section 8- 17.5 -101 et seq. By execution of this Agreement, Contractor certifies that it does not knowingly employ or contract with an illegal alien who will perform work under this Agreement and that Contractor will participate in either the E- Verify Program or Department Program in order to confirm the eligibility of all employees who are newly hired for employment to perform work under this Agreement. As used in this Section 5., "Department" means the Colorado Department of Labor and Employment. Independent Contractor Agreement Page 1 of 4 A. Specifically, Contractor shall not: (i) Knowingly employ or contract with an illegal alien to perform work under this Agreement; or (ii) Enter into a contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. B. Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Agreement through participation in either the E- Verify Program or Department Program. C. Contractor shall use either the E- Verify Program or Department Program to undertake pre- employment screening of job applicants while this Agreement is in effect. D. If Contractor obtains actual knowledge that any of its subcontractors performing work under this Agreement knowingly employs or contracts with an illegal alien, Contractor shall: (i) notify the subcontractor and Town, within three (3) days of discovery of such fact, that Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and (ii) terminate the contract with the subcontractor if, within three (3) days of receiving the notice required by subpart D.(i) above, the subcontractor does not stop employing or contracting with the illegal alien; except that Contractor need not terminate the contract with the subcontractor if, during such three (3) days, the subcontractor provides information establishing that the subcontractor has not knowingly employed or contracted with an illegal alien. E. Contractor shall comply with any reasonable request by the Department made in the course of an investigation that the Department is undertaking pursuant to the authority established in C.R.S. Section 8- 17.5- 102(5). F. If Contractor violates any of the provisions of this Section 5., Town shall have the right to terminate the Agreement for breach of contract and, in such case, Contractor shall be liable to Town for all actual and consequential damages incurred by Town as a result of such breach and the termination of this Agreement. G. Town will notify the Office of the Secretary of State if Contractor violates this provision of this Agreement and the Town terminates this Agreement for such breach. 6. Town Unilateral Termination: Town may terminate this Agreement without cause upon delivery of written notice to the Contractor at least ten (10) days prior to the effective date of termination or may terminate this Agreement immediately upon delivery of written notice if Contractor fails to provide the Services in accordance with the terms of this Agreement. 7. No Waiver of Governmental Immunity: Nothing in this Agreement shall be construed to waive, limit, or otherwise modify any governmental immunity that may be available by law to the Town, its officials, employees, contractors, or agents, or any other person acting on behalf of the Town and, in particular, Independent Contractor Agreement Page 2 of 4 governmental immunity afforded or available pursuant to the Colorado Governmental Immunity Act, Title 24, Article 10, Part 1 of the Colorado Revised Statutes. 8. Affirmative Action: Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. Contractor will take affirmative action to ensure applicants are employed, and employees are treated during employment without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 9. Limitation of Damages: The parties agree that Contractor's remedies for any claims asserted against the Town shall be limited to proven direct damages in an amount not to exceed payment amounts for Services due under the Agreement and that Town shall not be liable for indirect, incidental, special, consequential or punitive damages, including but not limited to lost profits. 10. Indemnity: To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless Town, its members, affiliates, officers, directors, partners, employees, and agents from and against all claims, damages, losses and expenses, including but not limited to reasonable attorney's fees, arising out of the performance of the Services, provided that any such claim, damage, loss or expense is caused by any negligent act or omission of Contractor, anyone directly or indirectly employed by Contractor or anyone for whose acts Contractor may be liable, except to the extent any portion is caused in part by a party indemnified hereunder. 11. Governing Law, Venue, and Enforcement: This Agreement shall be governed by and interpreted according to the law of the State of Colorado. Venue for any action arising under this Agreement shall be in the appropriate court for Eagle County, Colorado. To reduce the cost of dispute resolution and to expedite the resolution of disputes under this Agreement, the parties hereby waive any and all right either may have to request a jury trial in any civil action relating primarily to the enforcement of this Agreement. The parties agree that the rule that ambiguities in a contract are to be construed against the drafting party shall not apply to the interpretation of this Agreement. If there is any conflict between the language of this Agreement and any exhibit or attachment, the language of this Agreement shall govern. AGREEMENT READ, UNDERSTOOD AND APPROVED: TOWN OF AVON BY: - -� Virginia Egger, Ton 19n ager Independent Contractor Agreement Page 3 of 4 CONTRACTOR BY: 'J�ffJhom�,son i I. Services: Layout, Flagging, Control Points and GPS for proposed soft trails as depicted and /or labeled on Attachment A: A. Proposed Wildridge /Wildwood Soft Trails, as depicted, with the exception of the connecting ridge trail from the Wild West Trail into Wildridge; and B. Proposed Nottingham Road Traversing trail as generally described as route behind condos approximately 1.5 miles at a 3% grade II. Contract Period: May 25, 2016 - June 10, 2016 III. Billing Rate and Cost Estimate Not to Exceed: $30.00 per hour: Includes personnel time, transportation, tools, materials, insurance Estimated hours and cost to complete: 40 hours x $30.00 /hour $1,200.00 Estimated cost of required Commercial Liability Insurance: $ 350.00 Total Estimated Costs $1,550.00 Independent Contractor Agreement Page 4 of 4 9 , E � i r.1 c - - -- a- - - - -- - • - -- -- - -- 0 O = 5, 'a D o N Z O a x <oO F91 0 �• m Z oN� oxw � oox�x A m w a m w u m m w a An a 1 v_� m a a 3 vi 00 Z BE w 3 o m 8 � claw HISCOX HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 Commercial General Liability Declarations In return for the payment of the premium, and subject to all the terms of this Policy, we agree with you to provide the insurance as stated in this Policy. Policy No.: UDC - 1756091 - CGL -16 Named Insured: JEFF THOMPSON Address: 124 EAGLES STREET GYPSUM, CO 81637 Policy period: From: May 24, 2016 To: May 24, 2017 At 12:01 A.M. (Standard Time) at the address shown above. Form of Business: Each Occurrence Limit: Damage to Premises Rented to You Limit: Medical Expense Limit: Personal & Advertising Injury Limit: General Aggregate Limit: Products /Completed Operations Aggregate Limit: Supplemental Business Personal Property Floater Coverage Limit: Supplemental Business Personal Property Floater Coverage Deductible: All Premises You Own, Rent or Occupy Premises Number: F1- Individual/Sole Proprietor $ 1,000,000 $ 100,000 Any one premises $ 5,000 Any one person $ 1,000,000 Any one person or organization $ 2,000,000 Products - completed operations are subject to the General Aggregate Limit $0 Vot Applicable Address: 124 EAGLES STREET GYPSUM, CO 81637 Total Premium: $ 350.00 Attachments: See attached Forms and Endorsements Schedule. CGL D001 01 10 Includes copyrighted material of Insurance Services Office, Inc., with Page 1 its permission. 0 ISO Properties, Inc., 2000 Aew HI c �OX HISCOX INSURANCE COMPANY INC. (A Stock Company) J 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 IN WITNESS WHEREOF, the Insurer indicated above has caused this Policy to be signed by its President and Secretary, but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative. 5 � � Oat - President Secretary C�jg�z Authorized Representative CGL D001 01 10 Includes copyrighted material of Insurance Services Office, Inc., with Page 2 its permission. 0 ISO Properties, Inc., 2000 ACOR" CERTIFICATE OF LIABILITY INSURANCE DATE (MM /DDNYYY) `. 05/24/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: HISCOX Inc. A , No, Ext : (888) 202 -3007 VA No): E -MAIL ADDRESS: contact@hiscox.com 520 Madison Avenue INSURERS AFFORDING COVERAGE NAIC # 32nd Floor INSURER A: Hiscox Insurance Company Inc 10200 New York, NY 10022 INSURED INSURER B: INSURER C: PERSONAL & ADV INJURY JEFF THOMPSON INSURER D: GENERALAGGREGATE 124 EAGLES STREET INSURER E: $ S!f Gen. Agg. INSURER F: GYPSUM CO 81637 COVERAGES CERTIFICATE NUMBER: PFVICInN NI MRFQ- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICYNUMBER POLICY EFF MM /DD/YYYY POLICY EXP MM /DDNYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FX OCCUR UDC - 1756091- CGL -16 05/24/2016 05/24/2017 EACH OCCURRENCE $ 1,000,000 DAMAGE T RENTED PREMISES Ea occurre nce $ 100,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER- X POLICY PRO- JECT 7 LOC OTHER: GENERALAGGREGATE $ 2,000,000 PRODUCTS - COMP /OP AGG $ S!f Gen. Agg. $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ BODILY INJURY Per accident ( ) $ PROPERTY DAMAGE Per accident $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED I I RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/A PER OTH- STATUTE I I ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) l;tK I II-I1;A I t HULUtK CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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