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IGA; Boulder County Public Health; Keep it Clean Partnership; Exp 12/31/2012 INTERGOVERNMENTAL AGREEMENT THIS I NTERGOVERN M ENTAL AG REEM ENT ("Contract") is entered into between Boulder County Public Health ("BCPH") and the City of Boulder, Colorado ("Contractor"). In consideration of the rights and obligations specified below, BCPH and the Contractor agree as follows: 1. The Contractor will, in a good and workmanlike manner and at its own cost and expense, furnish all labor and equipment and do all work necessary and incidental to complete Minimum Control Measure (MCM) #1, Public Education and Outreach, and MCM #2, Public Participation and Involvement, on behalf of the Keep it Clean Partnership (KICP), as specified in the attached Scope of Work (Attachment A), and this Contract (the "Work"). By signing this Contract, the Contractor affirms that they have met all licensing requirements to operate within the State of Colorado, and that all licenses and certificates necessary to provide the services specified in this Contract are current. 2. Term of Contract: This Contract shall begin and become effective on January 1, 2012, and shall continue through December 31, 2012. 3. Payment for Work Performed: inconsideration of the Work to be performed by the Contractor, and subject to the "Termination and Related Remedies" paragraph of this Contract, BCPH shall pay to the Contractor an amount not to exceed $161,862.00, as services are provided, approved by BCPH, and upon submission of invoicing to: BCPH, Accounts Payable, 3450 Broadway, Boulder, CO 80304. 4. Quality of Performance: The Contractor shall perform the Contract in a manner satisfactory and acceptable to BCPH. BCPH shall be the sole judge of the quality of performance. 5. Extension and/or Renewal of Contract Term: a. Only upon the mutual agreement of BCPH and the Contractor may this Contract be extended or renewed. If both parties deem it appropriate and necessary, this Contract may be renewed for two additional one-year periods through December 31, 2014, during which time this Contract shall be in full force and effect, subject to the termination provisions of the "Terminations and Related Remedies" paragraph of this Contract. b. All of the provisions of this Contract shall remain in full force and effect during any extension or renewed term except that the scope of services and compensation to be paid to Contractor during any extension or renewed term shall be mutually agreed upon prior to the commencement of any extension or renewed term. The agreed-upon scope of services and compensation shall be reduced to writing, signed by both parties, and attached to this Contract. c. TEN CALENDAR DAYS BEFORE THE COMMENCEMENT OF ANY EXTENDED TERM THE CONTRACTOR SHALL SUBMIT TO THE COUNTY PROOF OF INSURANCE IF APPLICABLE AND AS REQUIRED IN THE "INSURANCE REQUtREMENTS" PARAGRAPH OF THIS CONTRACT. d. Should the parties fail to agree upon the scope of services or compensation to be paid to Contractor for any extension or renewed term, or should Contractor fail to submit the required documents within the time period specified in subsection (c) of this "Extension and/or Renewal of Contract Term" paragraph, then this Contract shall terminate at the end of the then current term and no extension or renewal of the term of the Contract shall occur. G1Admin Services\ContractsCIV ENVIRONMENTAL HEALTHWCPl20121City of Boulder MCM 1 and 2 doc Page 1 of 6 6. Schedule of Work: The Contractor shall perform the Work during the hours designated by BCPH so as to avoid inconvenience to BCPH and its personnel and interference with BCPH's operations. 7. Indemnity: Each party agrees to be responsible for its own negligent actions or omissions, and those of its oo'ficers, agents, and employees in the performance or failure to perform work under this Agreement. By agreeing to this provision, neither BCPH nor OTHER PARTY waives or intends to waive, as to any person not a party to the Agreement, the limitations on liability which are provided to BCPH and OTHER PARTY under the Colorado Governmental Immunity Act, §24-10-101, et sue., C.R.S. 8. Insurance Requirements: The Contractor is a "public entity" within the meaning of the Colorado Governmental Immunity Act, C.R.S. §24-10-101, et seg., as amended, and shall at all times during the terms of this Contract maintain such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the Act. The Contractor further agrees, without waiving any governmental immunity protections to which it and its officials or employees are entitled under C.R.S. §24-10-101, et seq., as amended, to obtain adequate insurance to cover the liability and other risks to which it may be exposed as a result of the services to be provided pursuant to this Agreement, if it does not already have such insurance, and to maintain such insurance throughout the term of this Agreement, and to provide satisfactory proof of such insurance to the Boulder County Risk Manager. This insurance shall have minimum limits, which shall match or exceed the maximum governmental liability limits set forth in C.R.S. §24-10-114, as amended, and shall name Boulder County as an additional insured. 9. Nondiscrimination: The Contractor agrees to comply with the letter and spirit of the Colorado Anti- Discrimination Act, C.R.S. § 24-34-401, et seq., as amended, and all applicable local, state, and federal laws respecting discrimination and unfair employment practices. 10. Nondiscrimination Provisions Binding on Subcontractors: In all solicitations by the Contractor for any Work related to this Contract to be performed under a subcontract, either by competitive bidding or negotiation, the Contractor shall notify each potential subcontractor of the Contractor's obligations under this Contract, and of all pertinent regulations relative to nondiscrimination and unfair employment practices. 11. Information and Reports: The Contractor will provide to authorized governmental representatives, including those of the county, state, and federal government, all information and reports which they may require for any purpose authorized by law. The Contractor will permit such authorized governmental representatives access to the Contractor's facilities, books, records, accounts, and any other relevant sources of information. Where any information required by any such authorized government representative is in the exclusive possession of a person other than the Contractor, then such Contractor shall so certify to BCPH, and shall explain what efforts it has made to obtain the information. 12. Independent Contractor: The Parties recognize and agree that the Contractor is an independent contractor for all purposes, both legal and practical, in performing services under this Contract, and that the Contractor and its agents and employees are not agents or employees of Boulder County for any purpose. As an independent contractor, the Contractor shall be responsible for employing and directing such personnel and agents as it requires to perform the services purchased under this Contract, shall exercise complete authority over its personnel and agents, and shall be fully responsible for their actions. Contractor acknowledges that it is not entitled to unemployment insurance benefits or workers' compensation benefits from Boulder County, its elected officials, agents, or any program administered or funded by Boulder County. Contractor shall be entitled to unemployment insurance or workers' G~lAdmin Services\Cenfracls\l lV FNVIRCNMENTAL HEALTHIKICP120121City of Boulder MCM 1 and 2 doc Page 2 of B compensation insurance only if unemployment compensation coverage or workers' compensation coverage is provided by Contractor, or some other entity that is not a party to this Contract. Contractor is obligated to pay federal and state income tax on any monies earned pursuant to this Contract. -13 Tern}ir►ation and Related Remedies: a. The other provisions of this Contract notwithstanding, financial obligations of BCPH payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. BCPH is prohibited by law from making financial commitments beyond the term of its current fiscal year. BCPH has contracted for goods and/or services under this Contract and has reason to believe that sufficient funds will be available for the full term of the Contract. Where, however, for reasons beyond the control of BCPH as the funding entity, funds are not allocated for any fiscal period beyond the one in which this Contract is entered into, BCPH shall have the right to terminate this Contract by providing seven (7) days written notice to the Contractor pursuant to the "Notices" paragraph of this Contract, and will be released from any and all obligations hereunder. If BCPH terminates the Contract for this reason, BCPH and the Contractor shall be released from all obligations to perform Work and make payments hereunder, except that BCPH shall be required to make payment for Work which has been performed by the Contractor prior to the effective date of termination under this provision; and, conversely, the Contractor shall be required to complete any Workfor which BCPH has made payment prior to providing written notice to the Contractor of the termination. b. The preceding provisions notwithstanding, BCPH may terminate this Contract, either in whole or in part, for any reason, whenever BCPH determines that such termination is in BCPH's best interests. Such termination shall be effective after BCPH provides seven (7) days written notice to the Contractor pursuant to the "Notices" paragraph of this Contract. c. In the event BCPH exercises either of the termination rights specified in subsections (a) or (b) of this "Termination and Related Remedies" paragraph, this Contract shall cease to be of any further force and effect, with the exception of all Contract remedies which are specified herein and may otherwise be available to the parties under the law, and with the exception of any rights or liabilities of the parties which may survive by virtue of this Contract. 14. Notices: For purposes of the notices required to be provided under this Contract, all such notices shall be in writing, and shall be either sent by electronic, U.S. Mail, or hand-delivered to the following representatives of the parties at the following addresses: For BCPH: Stephanie Martz Director of Administrative Services 3450 Broadway Boulder, CO 80304 smartz@bouldercounty.org For Contractor: Curry Rosato Watershed Outreach Coordinator City of Boulder, Colorado 4049 751h Street Boulder, CO 80301 E-mail: rosatoc@bouldercolorado.gov Phone: 303-413-7365 GAAdmin ServiceslConlracts4DIV ENVIRONMENTAL HEALTH KICP120121City of Boulder.MCM 1 and 2 doc Page 3 of 8 In the event a notice is mailed pursuant to the provisions of this paragraph, the time periods specified in the "Termination and Related Remedies" paragraph of this Contract shall commence to run on the day after the postmarked date of mailing. 15-Statutory Requirements: This Contract is subject to all statutory requirements that are or may become applicable to counties or political subdivisions of the State of Colorado generally. Without limiting the scope of this provision, the Contract is specifically subject to the following statutory requirement: a. Contract payments may be withheld pursuant to C.R.S. §38-26-107 if BCPH receives a verified statement that the Contractor has not paid amounts due to any person who has supplied labor or materials for the project. 16. Amendments: This Contract may be altered, amended or repealed only on the mutual agreement of BCPH and the Contractor by a duly executed written instrument. 17. Assignment: This Contract shall not be assigned or subcontracted by the Contractor without the prior written consent of BCPH. 18. Benefit to Successors and Assigns: This Contract shall be binding upon the successors and assigns of the parties. 19. Governing Law: The laws of the State of Colorado shall govern the interpretation and enforcement of this Contract. Any litigation that may arise between the parties involving the interpretation or enforcement of the terms of this Contract shall be initiated and pursued by the parties in the Boulder Courts of the 20th Judicial District of the State of Colorado and the applicable Colorado Appellate Courts. 20. Breach: Any waiver of a breach of this Contract shall not be held to be a waiver of any other or subsequent breach of this Contract. All remedies afforded in this Contract shall be taken and construed as cumulative, that is, in addition to every other remedy provided herein or by law. 21. Termination of Prior Agreements: This Contract cancels and terminates, as of its effective date, all prior agreements between the parties relating to the services covered by this Contract, whether written or oral or partly written and partly oral. 22. Severability: If any provision of this Contract is found to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 23. Third Party Beneficiary: The enforcement of the terms and conditions of this Contract and all rights of action relating to such enforcement shall be strictly reserved to BCPH and the Contractor, and nothing contained in this Contract shall give or allow any claim or right of action whatsoever by any other or third person. It is the express intent of the parties to this Contract that any person receiving services or benefits under this Contract shall be deemed an incidental beneficiary only. G:1Admin ServicQMContracts0lV ENVIRONMENTAL HEALTHKICP120121CIty of Boulder MCM 1 and 2 doc Page 4 of 6 IN WITNESS WHEREOF, BCPH have set their hands and seals this day of `"tC 2012. BOULDER COUNTY PUBLIC HEALTH, COUNTY OF BOULDER, STATE OF COLORADO Stephanie M z, Director of Admini rata r ices Approved as to form: oseph M. Malinowski nice Bu II Lopitz, KICP Project Coordinator Environmental Health Division Manager KICP Partner Narrfe: , f Title: CITY OF BOULDER, COLORADO r lane S. Brautigam, City M ager Approved as to form: ~l ame: -ssi c aN ' <6 L Title: f~l r K ~7 fl~rnti'(! GAAdmin Services%Contracts0IV ENVIRONMENTAL HEALTH%KICPU0l=ity of Boulder MCM land 2 doc Page 5 of 8 This page left blank intentionally. C'Adrrin Sa,vic"s CowraclsTIV ENVIRONMENTAL HEAL I-IIKICPl201?1City of Boaaer MCM I a n e 2 ooc Pages o' 8 Pape l UC1A I and 2 Stape of wofa Saumtry Tads KICP 2012 Public Eduemion and Outreach and Public Involveneat Program Rbmitfed br 0wof B0,1 F. P V"MWt ofPWie WOMo UtlltticS Watra 0kAhtr and FnviAWrnWlal Swvkdd Ywtrtr® AcdrgyAkrkPrud-t Destoipdoa RztNve'so Mtaiwresutiioff6cxi.net 2012 C'trnsuaesy Oac rwra DesrJbp, mate. apksem and n dose Sptalees rtogrms for targn audrw.et rains Program tali Cnr rearA Fworh wdl occurxtr prmvc a iamt t Spcn &'r Dcivcr Spealm Progcaa to a ktal7 1'rugFasur KICF toa•wraM Crwrd i•pk Ow radr BOA ilr a hKICY mrnmre KICP earaches m ifnlciled in the SOWtabler RrgrauJcoaamraly j+er Hax l yaup.'year H.st O.orach Soabina IgmhkW npk-.a lranh w." a a sdrndfxdin 2(110 mapa~gn re6edt pu7cs ofiMan pmgraa um gieekhe µ.Nic Wrt>ch Bwths}er morL 1mstlemkper comnnurc~iearpora[of .Artwa%auwac+ceieirmraro4bma+orieud "talent. (brachwm.sunt}>L Kcomwrsin•armibra.NDJtt. cn,e urgsroriA., ayaikaxstaa.af Ba.Id~"h OsG'aam a.d•YP~F•wean w mrcr.l mxr<iah) n .reriety of faaaa ibr dia bmioo A scrod cad etc) the opporonty to k:o about, dice. e d a.d Lonymoot having 2. Coe di ee th-Sb 0.een h S..eh sud Sptak'o ramampe-t, lawrparacmmmma}hurl scoot rrser4~etmgtafie.gan ptoodeepw an uarmwarer coca a h&rtg ted-S a.d prtwde iuPpan gowm h hnpfaa haatxoasre:ss muctuh mabd0j de,.l.pa d .Ntew F.r bhos ss -dl an b~h-icr d-p: -ki.g rnh-ist metals, pabopw old pcwi i p. IL-a. Wpb. &M tort wtm amhbk fm -d d lmplcstmt a 69 1 strategy o Iboh br kc} Agra Pct srmtc,} H-bo". W shaft ao4 udvrmxocsl prcrmomail add. u cd 00 h Bmb m 4aa3rid . fie - psgo rrfrch AUiro w a mmn'lak wil be pr.&,.d as aecded f.r diw bob" SptaLei. Pmgtsn npperotaiera Pha a these swtcs and is obcr prograan aahtir. This 06e the W'senitcd Sic%wdrhlp ma itrKde nyttims ofc,.bag wbkr Prgs-- Ik wcb.iec SPm.w 59,811} 'ticeF kCkaw"t\'mrnkrd frrrrie n'aca?ooi Stewara,bgt°rnograr.m KlCr'eemrmtoinr: 5pe~s sad pmrnt ofmu9tit~ad aoA ptoductdn dapccid Weoorut mrr BC YC r+ r.mcr fro,;mrmi harm.-S sinp Stc~ rdA W frog- Nt odmsk BCYC Tca. }alsssp is cat K1CP cOnxnrity. R.a~« -1viak The W's Ixd Stew-M0 propel. n each K101 VcvnowC p•g~ Asb~ahw Spos.ar nrd 9..W'C4wtFYa.b aCYCr-hod F,WmtwrpbeoHaedmechror n&y..KICP Idtraiy.decbPapdnGk.cet ;.ad'naeaawfisfnamBCYCT- Carpr vril apmaer and eoolddimte rreei,itin kiba BCYC ptrra; l.acgc. dad f:,dn amblthcaamc ,M)12 Themaxpagnrck h =pip tdtrsl, Amen Men. Ace. Plat wit h•r W.- Rd.. cmupsgn and cdtwcr l e'A r imh.5tg • focal ec Fee www red Cdw h 2012. KIC-P ww jwi'ipa e n Cmbrad. YearofW hr 2012 sumach amiA.an F.prise. $2,1811 51ha4 Bmcvl Edw.xio. Warr quill carrstvhan (Wan AED, H2O Ce and Cra w Know Yoh H2O \yxarhtD, Op-. W-Fraiwai H20 Go and t - Feacha W.A p 16, 3V-5D Veh- 95 K-12 program m Pa - Progr>wes Edw.,,. psogrnmel, sch.1 and faldA cd programs wit be used m a wog b to Yww Yow H2O Edtaation pwgmnts wpl be SV}+SD, Dphp 93 progrwx in coanaltriria.. Deb,-warr Gtrth!' plcdgo Q ,xr smrtawtakrrwa(tlr qualky olormadm wBoulAa Va&y Sdtool Detriu ifaetl toBVSD aM 5VVSD Ceatats and ordeals BVSD, SVVSD and prh,sde .r&., [rogran. t'BVSD)md Seat Vraia Vale-Schenl Duda (SVtSD)artdmm Aauai Aa arnud tostbv woridsop in prnr.rdaip widh awnl as aromas iyrducatna Z K1CPePm)uet WE7 TauhatVOSknkop wiB Sx pmrtlcdm teaciws. Fawilad Po.jscl Wl:T'ws7.lbemedo ayaihNt and adsaticd to program iva-nail mnY•'ink wtA be teal w pminow the program. Txotpomte Colorado 9VSDwdSVVSDK-l2b-tcrx Ewhoflhae o kY 'tx d Walur 2012 tlrarc int. edaeari.n pmgran, progroms od.enoa kaOwj» sudaots ad ftok . C4 toot ways to rrdeeeoatricoL maaii, padwge. tad N U pwdtpolbtion 53.270 aw-Water Pea-l-1 be pmvded r. coal- and Longermt and wil KIGP.riA work bt e..pentr-with the an of I - W'ams Fat-I-h fa JAIDS lwx War Fecta dru B\`SD and SVVSD O Q each BVSD and SV VSD studexa. BauJtla f o eoor&e[e the BVSD Wears Fesrisd oo1 SVNSD to cwpua(ion with pwkicyti'g `m .ill wed, m ttapaatnn with 5 V VSD soil La.gm.a .ge®rrem. -o eotrdz kt the SWSD Wew Fmbvd 0 56-id0 SuxasTem FrvU= StrmmT m ram wit .vda oommumY whatwoo(he oodwa5 wbe r.amTe.m Pmgram wdl be orraw in KXF p~B P~ Pp Atrt 1 Sa.nmTcad 10,tg0 Rr.avit, a.m and aappaat a leas 2G ohed o wxw prateaon Aaivias by prorAW reaourt and kaiuag for ants a od-ted o ere SDW LAI- Tlx ;.pilaus n eeeh w>_nrwaity. Sa.amT.aen in KJCp eormmratux. U tk ckm Ws wam yuiluy morawrutg and eon. -Twan pray- a".acs abut tad ira.hes t'v narciMw in wAi,,b- toot rl'> wo aalrletrt, m.rah, o tllwiten sad pddk do pond- rL 51,090 ~ Sra.o tram Marking, mwk Lm progr- wa akrt comm. r t- dLA swan ham. kad to hca $I- Dr M kna p.%- wilbe dS-W a Fbsmaa ay.ry,mart and support Rxrmt train sail aVV01 sloml drew Y S Protrasu racrwa;s. Se7toolpottpr, mmmsi[y gco+pr (c.g. CM/Boy Scouu)aad R1CPwmnwrehbea The pogrom thtcaoa the puldi atLmaa groups romak 37.of nakkg soluntxn tomo9; ZSswms ~ ash vd wws it to mYoled to emote achy,etc poru aewo m all rr-A program parteiponm ab"t wars to t,&. srorm haft. oacA.rar Dobson 50 draaa and di i rg to 1.750 door b" m a w KICY co-6. muiaL m.lots, pabugen and pm6dc polktko 6oo:b"onila,000 pwoektioa K)CP coamuatoa = 52,180 Q wcb*e KcgmIC karPad.et-wip tag web ate will be.Kd to diutrtiaae wacr 6rmliay std W'cb siaaill be®aal sotdD®arrl by KlUstall. EaA m.•.mar ki, fr.. mm,aaal IVeb are dengq basing and mai®anca F- KICP program oF-. x d to prmolepibhe awoher.aa egporwm(i.s Wds b.f wild li.rined ieeh>rcd asiyanmfrom hired web roans -web tires w MCP.. b Derelop imrartiYe bbg arod *4c IL We will be a*o.=d and me,ed i...tdtnaraytd weh sic by A,g- 21117 r. Sic wit bcupdalyd an iacisslo =o A, wk a KeepevCIa Pour A p mg p'ogr,m ducuxnls Web,isk aaii i ~ 2 rckrntY irfiftV Wdtl ad public itrdtmaat reported is tkc amsd r;ytM. O ,pP.$uri;. 53,270 Asnal Repot Dc clop and p-i& dmnrkd arroal > r~qPCt that docnatsgs P~tbtic P.asraturrard Armual reltal wilt titetlde suia.+sy rcxrgplak-rb Prod. soars repro fmcy dcacry ufxnrpl for„ Z .Icxfh trod Pabic b.vRaec.rt pwv- -V LA-vat. sumps 41 Pro6'~ P°rttt4~, pre Prow. ara x•I ~ orbs Of mFormalYlnal.'pnr.ah0aal mxrAiekb etrbmd. ~ Pragraa EvaMap.. Work with FJCP 000FdG Grto Plan forupmt M bse yra peatmtadra and c a elnp a.ctbod to oesruro A-"ti,s m (r,uttr«) m u_ Rn~sw Touch S2S,340 n c rl:IFd-INA er Osad[s P*o~aMdS1C,gAdmnCiCL9 tD3waAWrhaGiaS3dt24[,UB26128CipeolYWdra►z DKYrrber ZJ1 f E S 2012 Petsoittel and Progmm Costs MCM I and 2 Scope of Work Summary T94e page 2 Esumued Casts HIM Nstripfin Statill5tks 1012 Education Coudbutu petscamel mmues wW be used to ®pkm®t edacanoWomteacb and pubbc atiwontrrack taspic"We. m-h2mO*tidptd= progams to fulfill scope of Work- Staff may iu6A *xtiaaProgatm Educenon Coordinator and Sptcubsts u Nell as iodtpmdtoa cawk-mrt and S 21'286.00 Oden as needed Education Specialist j 99.236.00 Augmeakci staff to d& m progams based a® ww comtMems incbrdiog Smdy T 10,000.00 Per"Now Sadsietal f 133,512.00 Pfaefsta Cash Ulu 1 7 G1ErtVMaler Ottally ProgryauoCFWrM,t10a01taVffdt r*daM2;C'O=29top2olNmk stru December 2011 GAAdmin Servlces\ConlractslDIV ENVIRONMENTAL HEALTHIKICP120121City of Boulder MCM 1 and 2 doc Page 8 of 8 STANDARD OFFICE OF THE CITY ATTORNEY Contract Routing Cover Sheet JUN I l Z01Z Please print and attach to your document You can view the status of your contract using the.C.antractTracki.nQ Status.Pa-ae, Routing Number 20120625-7592 Originating Dept Public Works Contact Person Curry Rosato Phone Number 303-413-7365 Project Manager / Contract Curry Rosato E-mail rosatoc@bouldercolorado.gov Administrator Counter Parties Boulder County Public Health Contract Title / Type KICP -Intergovernmental Agreement with Boulder County Public Health Number Description Boulder County Public Health will furnish all labor and equipment to do all work necessary and incidental to complete Public Education and Outreach and Public Participation and Involvement on behalf of the Keep It Clean Partnership KICP) identified in the Scope of Work (Attachment A). Special Instructions Please see two original agreements for city manager approval. Please contact Curry Rosato if you have any questions. Amount $161,862.00 Expense Type OUTGOING Dept. Head Signature/Z- NOTE; Originating Dep en . Identify with a check mark all areas document needs to be routed. • Purchasing • Budget • Sales Tax • CAO • City Manager • Central Records Contract Tracking Home I Signature Routinq Form I Track Contract Status I Update Contract Status Cll $~2