Residential Snow Plowing Agreement

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					           REQUEST FOR PROPOSAL
           REQUEST FOR PROPOSAL

                       FOR
                       FOR

ON CALL RESIIDENTIIAL SNOW PLOWIING SERVIICES
ON CALL RES DENT AL SNOW PLOW NG SERV CES



        Contract Controll Number: OC01266
        Contract Contro Number: OC01266
        Date of Issuance: September 20,, 2010
        Date of Issuance: September 20 2010
                                    CITY AND COUNTY OF DENVER
                                    DEPARTMENT OF PUBLIC WORKS
                                  NOTICE OF REQUEST FOR PROPOSALS
                             ON-CALL RESIDENTIAL SNOW PLOWING SERVICES

                                            Contract Control No. OC01266
                                       Date of Issuance: September 20, 2010

The Department of Public Works, City and County of Denver, has issued a Request for Proposals (the “RFP”), for the
services for the project named above. Complete RFP documents will be available for download online at the following
web address:
 http://www.denvergov.org/DPW_Contract_Admin/HomePage/RequestforProposals/tabid/424877/Default.aspx

Responses in the form of printed proposals will be due at 10:00 a.m. local time on October 13, 2010 delivered to
Public Works Finance and Administration, Attn: Elizabeth Sample, 201 W. Colfax, Ste. 614, Denver, CO 80202.
A MANDATORY Pre-Proposal Meeting will be held at September 28, 2010 pm. local time on 2:00 p.m., in
Conference Room 4.G.2, Webb Building, 201 West Colfax Avenue, Denver, CO 80202. All firms interested in
submitting a proposal are required to attend. All Proposers will be held responsible for any information conveyed at the
meeting. Further information about the meeting is contained in the RFP.
Statement of Work: Snow plowing services are hereby solicited to provide the City and County of Denver with
competent and responsive contractors for plowing the City and County of Denver residential roadways, on an on-call
basis.

Prevailing Wage: Contracts for construction, reconstruction, and remodeling are subject to the City prevailing wage rate
requirements established pursuant to Section 20-76, D.R.M.C.

General: The Manager of Public Works issues this RFP pursuant to the Charter of the City and County of Denver and
Section 20-56, D.R.M.C. Selection criteria are stated in the RFP. As the City’s best interests may appear, the Manager of
Public Works reserves the right to waive informalities in, and to reject any or all, proposals.

Publication Dates:              September 20, 21, and 22, 2010
Published In:                   The Daily Journal




                                                     Notice of Invitation
                                             CITY AND COUNTY OF DENVER
                                          DEPARTMENT OF PUBLIC WORKS
                                             REQUEST FOR PROPOSALS
                                   ON-CALL RESIDENTIAL SNOW PLOWING SERVICES

                                                        Contract Control No. OC01266
                                                 Date of Issuance: September 20, 2010


1. Introduction
This Request for Proposal (“RFP”) is issued to provide the selection process for the Services named above.

Snow plowing services are hereby solicited to provide the City and County of Denver Public Works Department with
competent and responsive contractors for plowing the City and County of Denver residential roadways in the manner
described herein. Contractors proposing their services under this contract must supply enough snow plow vehicles and
equipment to plow one (1) Region once in a twelve (12) hour shift. The minimum award per contractor shall be one (1)
region comprised of three (3) sectors each.

Firms submitting a response to the RFP will be asked at a minimum, to state their qualifications, understanding/experience
relating to the Summary of Work and offer their methodology for meeting the requirements of the work. The finalists
from the RFP Phase will proceed to the Interview Phase and be requested to participate in oral interviews.

Tentative Selection Schedule:
        Advertise and Issue RFP ....................................................................September 20, 2010
        Pre-Proposal Meeting 4.G.2 2:00 p.m.…...........................................September 28, 2010
        Deadline to Submit Questions ......................... …………………………October 8, 2010
        Responses to RFP Due 10:00 a.m.................................................. ……October 13, 2010
        Notify Selected Firms ........................................................................ …October 22, 2010
        Equipment Inspection ............................................................................ October 27, 2010
        Contract Execution/NTP............................ …………………………November 10, 2010
2. General Information
This RFP solicitation is issued by the Manager of Public Works pursuant to the authority vested in the Manager by the
Charter of the City and County of Denver. As its best interests may appear, the Manager of Public Works reserves the
right to terminate, modify or suspend the process, reject any or all submittals, modify the terms and conditions of this
selection process and/or waive informalities in any submission.

        A.      City Project Manager:
        Raul Rodriguez, P.E. is the City representative (Project Manager) authorized to administer the Professional Services
        Agreement and direct and approve all services provided and work performed thereunder.
        B.      Funds:
        The City liability for expenditure of public funds pursuant to this proposal shall be contingent upon and limited to
        the appropriation of funds for the Agreement to the successful proposer by the Denver City Council and payment of
        such funds into the Treasury of the City.

        C.     Background
        The City has approximately 1300 miles of residential streets that are not a part of the City’s permanent snow
        plowing efforts. Those streets have been geographically grouped into 22 sectors. Each sector contains
        approximately sixty centerline miles of residential streets. Regions are a grouping of three (3) Sectors that are
        combined for bidding purposes on this Contract.


             OC01266                                                      RFP                                                1
D.      Program Outline
Services are solicited to contract with multiple vendors to supply residential snow plowing services to the –City and
County of Denver Public Works department throughout the winter snow season. The City will provide route maps
on which the contractor will submit prices. Contractors should plan to propose on a minimum of one Region, which
will consist of three Sectors.

Regions, Sectors and routes are shown in Exhibit A of this Request for Proposal. There are four (4) Regions
included in this program as shown in Exhibit A of the Sample Agreement. Within each Region there are three
Sectors, each having approximately sixty (60) center-line street miles that will be plowed as part of this program.
The City reserves the right to increase or decrease the lengths of the center-line miles shown on each map by up to
twenty (20%) percent while still paying the centerline-mile bid price.

The City reserves the right to treat each region independently and to order service on one or more Regions at any
given time.

In consideration of the need to reserve equipment to meet the needs of this contract, the City will pay a minimum
cash flow guarantee payment of $1,000.00 per Region contracted, per month, to the contractor during this contract if
the contractor fully performs the services of this contract to the satisfaction of the City. Cash flow guarantee
payments will be paid monthly for the months of November, December, January, and February.

Upon completion and acceptance of the Contractor’s Region plowing or by separate call out, the City may, in its
sole discretion, direct the Contractor to continue plowing the Region for less than 12 hours due to additional snow
fall, or to perform in another Region, or on another route, this is considered “Additional Work”. In the event the
Contractor performs Additional Work in its assigned Region, the Contractor will be paid on a per hour per piece
of equipment, unit price basis, in accordance with Attachment 2, for any additional work directed by the City for
the actual number of additional hours worked by each piece of equipment, for a minimum of four(4) hours of
continuous plowing at the applicable rate even if the Contractor completes the authorized Additional Work in a
shorter period of time.

In the event the Contractor performs Additional Work outside of its assigned Region, the Contractor will be paid
on a per hour, per piece of equipment, unit price basis, in accordance with Attachment 2, for any additional work
directed by the City for a minimum of eight (8) hours of continuous plowing at the applicable rate even if the
Contractor completes the authorized Additional Work in a shorter period of time. If the Contractor’s performance
extends beyond eight (8) hours, then the Contractor will be paid for the actual number of additional hours worked
by each piece of equipment. In order to be eligible for payment, this additional Work must be documented,
inspected and performed to the satisfaction of the City Snow Region Inspector (CSRI). Partial hours worked
above the minimum shall be paid on a pro rata basis.

E.      Program Requirements
As part of this program the contractor shall:
 Provide staff/equipment sufficient to clear a 16 foot driving path in awarded region(s) in a 12 hour shift.
 24 hour a day – 7 days a week availability to respond to a snow event.
 Maintain a system by which the City can contact the contractor at a specified telephone number for 24 hours,
    days a week by cellular phone. The cellular phone is mandatory equipment. The contractor must supply the
    cellular phone number and at least one additional telephone number to the City for this purpose.
 Be prepared to start plowing each route at the time designated by the City. Under normal circumstances
    approximately two (2) hours between notification and start time will be allowed.
 Propose a plowing sequence on the route map and plow per the accepted sequence. Failure to plow in the
    designated sequence, resulting in the inability of the Snow Inspector to easily find the contractor's equipment,
    may cause the City to presume that the run was not started. The City may then have the route plowed with
    other equipment, subjecting the contractor to penalties for not starting a run on time.
 Plow each route in a Region at least once in each 12 hour shift prior to being released by CCD.
 The contractor is liable for damages done to sod, shrubbery, trees, structures and vehicles that are caused while
    plowing under this contract. The contractor must repair all damage for which it is liable, as determined by the
    OC01266                                         RFP                                                2
          Project Manager.
         The plowing period shall be in effect from November 15, 2010 through March 15, 2011, with the option of
          extending the agreement for 4 additional terms.
         Deployment will be for major events as determined by the City and County of Denver.
         The City, or designated agent, shall be the sole determiner of when a deployment will be announced, and
          which Region Work, if any, will be serviced.
         The City will require that the selected Proposer provide performance and payment bonds with a surety
          acceptable to the City and in a form provided by the City for $50,000.00 (only if authorized by and
          contracted for with the City) in a form provided by the City as set forth in the Sample Agreement
          (Attachment 4).

     F.       Equipment
         Equipment inventories and billing rates must be submitted with the proposal. Contractors should expect to use
          equipment of a minimum of 2005 or newer ¾ ton pickup truck with an 8 ft minimum plow blade.

     G.     Summary of Work
     The Residential Plowing Program is expected to be in place for the winter of 2010/2011. Selected contractors
     must:
      Provide enough vehicles to plow at least one Region.
      Show up within two hours of the initial phone contact once contacted for a snow event.
      Make the event response an exclusive priority while completing the plowing of the required routes.

3. RFP Guidelines
     A.       Colorado Open Records Act.
     Documents submitted in response to this RFP will be subject to the Colorado Open Records Act, C.R.S. §§ 24-72-
     201, et. seq. (“CORA”). Information clearly marked as confidential and proprietary will be kept confidential by
     the City, unless otherwise provided by law. CORA prohibits the City from disclosing trade secrets, privileged
     information, and confidential commercial, financial, geological, or geophysical data furnished to it by any person,
     in response to a request under CORA. If the City receives a request for such information, it will notify the
     Proposer so that the Proposer may confirm which information in its Proposal is confidential. If a suit is filed to
     compel disclosure of such information, the City will notify the Proposer, and the Proposer shall be responsible for
     taking appropriate action to defend against disclosure of its confidential information.

     B.     Submission Ownership, Use and Rights:
     The City reserves the option of retaining any or all of the materials and drawings submitted by the
     Proposers/Respondents to this RFP. Any unique or exclusive design concepts or features represented in the
     submission documents shall remain the property of the authoring Proposer.

     C.      Consultant Disclosure:
     Section 20-69 of the Denver Revised Municipal Code provides that the public interest is best served by maximum
     disclosure of political contributions made to candidates seeking election to City office by persons transacting
     business with the City and County of Denver. This Disclosure Form was devised to insure that City
     Bidder/Contractor/Vendor/Proposers comply with all applicable requirements of Section 20-69, D.R.M.C. All
     proposers must complete all applicable sections of this disclosure and submit with their proposals.

     D.      RFP Administration:
     The Manager hereby designates Elizabeth Sample, Public Works Contract Administration to serve in the capacity
     of administrator for this selection process and will be responsible for coordination of the procedures and rules
     specified in this RFP, managing this process and all other matters related to this process. In conducting the
     process in a fair and equitable manner, the administrator will serve as the primary intermediary between the
     design professionals, the City, and the members of the Selection Committee. All inquiries and questions
     regarding this RFP shall be directed to Elizabeth Sample in the Public Works Department in writing via email at
     elizabeth.sample@denvergov.org. Any applicant that contacts any member of the Selection Committee or the

          OC01266                                       RFP                                               3
Project Manager, as designated herein, from the date of issuance of the RFP and prior to the completion of the
selection process may be disqualified from further participation in the selection process, at the City’s sole
discretion.

E.      Addenda:
As the City may require, addenda may be issued to supplement this RFP. Each Proposer shall provide the City
with contact information for receipt of such addenda. Any applicant who downloads the RFP from
www.denvergov.org/DPW_Contract_Admin, or otherwise obtains this document, must send an e-mail to
elizabeth.sample@denvergov.org with the party’s contact information. It shall be conclusively presumed that the
applicant did, before submitting a Response to the RFP read all addenda, posted decisions, and other items
relevant to the qualifications.

F.       Verification of Information:
Applicants are hereby notified that the City will rely on the accuracy and completeness of all information
provided in making its selection. As such, Applicants are urged to carefully review all information provided to
ensure the clarity, accuracy and completeness of such information. As the City deems necessary and appropriate
in its sole discretion, the City reserves the right to make any inquiries or other follow up required to verify the
information provided.

G.      Applicable Laws:
This selection process and the performance of any selected proposer shall be subject to, governed by and
construed in accordance with the laws of the State of Colorado and the Charter, Revised Municipal Code, Rules,
Regulations, written policies and Executive Orders of the City and County of Denver, as the same may be
amended from time to time.

H.      Contract Review:
Proposers shall undertake a detailed review of the Sample Agreement and submit with their proposal a list of all
questions, issues, or modifications which the Proposer would like the City to review and address, should they be
selected as the top ranked proposer. The initial agreement shall be one year but the Manager may extend the
Agreement for four (4) additional terms of one (1) year each, upon written notice to Contractor; however, nothing
contained herein shall obligate the City to extend the Agreement.

The City shall assume that the Sample Agreement has been thoroughly reviewed and discussed with legal counsel
prior to submission of the list of issues. Therefore, all proposers are strongly advised to seek legal counsel prior
to preparing such a list. Comments submitted pertaining to the Sample Agreement do not count toward the
prescribed page limits.
         1.       The City anticipates that the final Agreement submitted to the selected Proposer for execution
         will be in a form substantially similar to Attachment 2. Consequently, the City will not enter into detailed
         negotiations of the terms and provisions contained in the sample agreement. Instead, the City will review
         the list of issues raised by the selected Proposer, address each issue at its sole discretion and provide the
         selected Proposer with a final executable Agreement for signature.
         2.       In the event the City elects to make significant, material changes to the form provided or proceed
         with another agreement format, the City will provide the selected proposer with an opportunity to review
         and submit a list of issues regarding the changes or new format. The City will then address the issues
         raised at its sole discretion and provide the selected Proposer with a final executable Agreement for
         signature.
         3.       Should the Proposer fail to execute this final Agreement, the City reserves the right to negotiate
         with the Proposer, terminate further negotiations and initiate negotiations with another ranked proposer or
         reject any or all Proposers, as its best interests may appear.

I.      Insurance Requirements:
The selected proposer, and all subcontracted firms performing work or providing services under this agreement
will be required to strictly comply with the Insurance and Indemnification requirements set forth in the Sample
Agreement and to obtain insurance coverage in the types and amounts designated in the therein. Proposers shall
be required to submit with their Proposal response, in their letter of Transmittal, a statement acknowledging their
    OC01266                                          RFP                                                4
     commitment to comply with all insurance provisions as detailed in the Sample Agreement (Attachment 4) and
     Sample ACORD (Exhibit C – Sample Agreement).

     J.      Local Presence:
     The successful Proposer will have the proper equipment, experience and licenses, must demonstrate
     responsiveness, and will provide at least two phone numbers where they can be reached. One of these phones
     must be a working cell phone
     K.       Prevailing Wage Rate Requirements:
     In preparing any proposal hereunder, the Contractor must comply with and should carefully consider all
     requirements and conditions of the City's Payment of Prevailing Wages Ordinance, Sections 20-76 through 20-79,
     D.R.M.C. and any determinations made by the City pursuant thereto.

     At the time of the preparation of this RFP, the then-current prevailing wage rates applicable to this Project shall
     be included and made available to potential proposers for the Project. If, more than ten (10) days prior to the
     actual date of proposal due date, the Career Service Board determines that prevailing wages rates different from
     those provided are applicable to one or more of the various classes of laborers, mechanics and workers
     encompassed by this Project, such different prevailing wage rates shall be provided in an addendum. If different
     prevailing wage rates are determined by the Career Service Board ten (10) or less days prior to the actual date of
     proposal due date, the City will determine on a case by case basis in its sole discretion whether such different
     prevailing wage rates are to be included in an addendum. In conjunction with such determination, the City may
     elect, in its sole discretion, to postpone the date the proposal is due on the Project. In any event, the bidder will be
     held, at the actual due date of the proposal, to those prevailing wage rates incorporated into the RFP documents
     and as modified by any such addenda.

     These prevailing wage rates shall be considered the minimum City prevailing wage rates to be paid by all
     contractors or subcontractors for a period not to exceed one (1) year from the date of the Contract. Increases in
     prevailing wages subsequent to the date of the Contract for a period not to exceed one (1) year shall not be
     mandatory on either the contractor or subcontractors. Future increases in prevailing wages on contracts whose
     period of performance exceeds one (1) year shall be mandatory for the contractor and subcontractors only on the
     yearly anniversary date of the Contract. The minimum City prevailing wage rate for any such subsequent yearly
     period or portion thereof shall be the wage rates in effect on the yearly anniversary date of the contract which
     begins such subsequent period. In no event shall any increases in prevailing wages over the amounts thereof as
     stated in such Technical Specifications and addenda thereto result in any increased liability on the part of the City
     and the possibility and risk of any such increase is assumed by all contractors entering into any such contract with
     the City. Decreases in prevailing wages subsequent to the date of the contract for a period not to exceed one year
     (1) shall not be permitted. Decreases in prevailing wages on contracts whose period of performance exceeds one
     (1) year shall not be effective except on the yearly anniversary date of the contract.

4. RFP Submittal Requirements
     A.      Overview:
     The Selection Committee is charged with the responsibility of reviewing and evaluating all responsive submittals
     and other information received in accordance with the requirements of this RFP, later directives from the City and
     the official advertisement. In assessing the strengths and weaknesses of each respondent, the Selection
     Committee may, at its discretion, request clarification of any response to this RFP or other issue that may arise
     during the selection process. The City reserves the right to include or allow the Selection Committee to consult
     with any additional, non-voting “commentators” during the selection process.

     The Selection Committee for this Project is comprised of:
     Raul Rodriguez – Public Works, Capital Projects Management, Senior Engineer
     Jim Potter – Public Works, Capital Projects Management, Engineering Supervisor
     Dave Huntsinger – Public Works, Manager, Development Engineering Services
     Mike Holm – Public Works, Engineering Supervisor, Development Engineering Services
     William Kennedy – Public Works, Engineering Supervisor, Street Maintenance

          OC01266                                          RFP                                                 5
B.       RFP Response:

Proposers shall submit seven (7) paper copies of their completed RFP response and one (1) labeled Compact Disk
including an electronic PDF of the entire proposal. In the event of a discrepancy between the hard copy of the
RFP response and the RFP response contained on disk, the hard copy shall control. All Proposals must be limited
to the following prescribed information and be submitted in an 8 ½” x 11” format and be in a comb binder, not
submitted in a loose-leaf, three-ring, hard cover binder. Proposers may use 11 x 17 paper for charts and graphs
that would otherwise not present well on 8 ½ x 11 paper. These pages will count as one page. Pages are to be
numbered in sequence and font size will be at least 11pt. font. If divider sheets are used, no information, written
or graphic, other than the section number corresponding to the following listing is to be included on the divider
sheet. Proposals shall not exceed 25 single-sided pages in length (double-sided pages count as two pages). This
page limit is not affected by: cover pages, divider sheets, comments relating to the Sample Agreement, or any
other required forms.

Part 1 Letter of Transmittal. Clearly indicate the single contact (principal-in-charge), mailing address, telephone
       and facsimile numbers.
        Indicate unique features of the organization and the project team that makes the team uniquely suited
           to undertake this contract.
        Signify commitment to comply with all insurance and indemnity requirements (Sample ACORD in
           Exhibt C, Attachment 4).
        Provide a letter from the proposer’s Surety indicating available bonding capacity to support this
           project.
        Provide any comments to the Sample Agreement (Attachment 4)

Part 2 Program Contact Person. Identify the Program Contact Person. Include the following:
        List other projects this individual would be concurrently scheduled to work on throughout the
          duration of this project.
        Provide all contact information for this person.

Part 3 Region Rates.
        Complete Attachment 1 – Region Rate Work Schedule

Part 4 Inventory of Equipment.
         Complete Attachment 2 – Vehicle Rate Schedule for Additional Work
         Provide equipment inventory for all equipment available for use under this contract
         Provide hourly rates

Part 5 Region Preferences and Equipment Allocation.
        Complete Attachment 3 – Region Preferences
        Provide a narrative describing resources, including staff, available to meet Region work load.

Part 6 Experience with Snow plowing operations.
        Provide a narrative description of experience with snow plowing operations.
        Provide references, include: name, address, phone number, valid email address, and contract amount.

Part 6 Experience working with public agencies or municipal entities
        Provide a narrative description of experience with working with public agencies or municipal entities.
        Provide references, include: name, address, phone number, valid email address, and contract amount.

Part 7 Response Plan.


     OC01266                                        RFP                                               6
                  Provide a narrative description of snow plowing response plan. Detail what steps would be taken
                   internally once your company receives a deployment phone call from the City.

     Part 8 Administrative Form
             Attachment 5 – Bidder/ Contractor/ Vendor Proposer Disclosure Form

E.   Proposal/ RFP Selection Criteria:
     Submitted Proposals will be rated by the Selection Committee according to the following criteria, using a 50 point
     scale. Proposers rated the highest according to this criteria will be selected for work in one or more Region(s) as
     submitted.

     1. Overall Value.

     2. Inventory of Equipment.

     3. Region Capacity.

     4. Experience with Snow plowing operations.

     5. Snow Plowing experience working with other public agencies or municipal entities.

     6. Responsiveness.

     Appended Materials:
     Attachment One - Region Work Rate Schedule
     Attachment Two - Vehicle Rate Schedule for Additional Work
     Attachment Three – Region Preferences and Equipment Allocation
     Attachment Four – Sample Agreement
            Exhibit A – Region Map
            Exhibit B – Pricing and Performance
            Exhibit C – Insurance ACORD Certificate (Sample)
            Exhibit D – Payment and Performance Bond
            Exhibit E – Prevailing Wage Rates
     Attachment Five – Bidder Disclosure Form




         OC01266                                        RFP                                               7
                                                  ATTACHMENT ONE
                                             REGION WORK RATE SCHEDULE


List prices for all Regions being bid on.

Contractor Name: ____________________________________________


Region            Center-Line Street Miles       Price per Center-Line Miles (12 hr min commitment)

A                          175.3                 $ _______________

B                          197.2                 $ _______________

C                          185.6                 $ _______________

D                          189.3                 $ _______________
                                                ATTACHMENT TWO
                                   VEHICLE RATE SCHEDULE FOR ADDITIONAL WORK


List all vehicle categories that your firm has available and their accompanying billing rates.
(This is an all inclusive rate, e.g. includes operator, fuel, maintenance, and any other incidental costs associated with equipment.)

Contractor Name: ____________________________________________

Vehicle Classification     Number of Units Available            Price per Hour (4-8 hr min commitment)


¾ or 1 ton Truck                                                $ _______________

6 Wheel Truck w/ Plow                                           $ _______________

10 Wheel Truck w/ Plow                                          $ _______________

6 Wheel Truck w/out Plow                                        $ _______________

10 Wheel Truck w/out Plow                                       $ _______________

Skid Steer w/ Plow                                              $ _______________

Skid Steer w/out Plow                                           $ _______________

1 Yd Loader/Backhoe                                             $ _______________
         All Wheel Drive
24,000 lb Front End                                             $ _______________
         Loader

Snow Melter                                                     $ _______________

Other (list type)          _____________________                $________________
                                             ATTACHMENT THREE
                                REGION PREFERENCES AND EQUIPMENT ALLOCATION

List as many of the Regions of the City (from Map in Exhibit A of the Sample Agreement) that you wish to bid on, in order of
priority, ranging from 1 Region (minimum) to 4 Regions (maximum).

Contractor Name: ____________________________________________

REGION #

__________       Priority 1

VEHICLES/EQUIPMENT ALLOCATION



__________       Priority 2

VEHICLES/EQUIPMENT ALLOCATION



__________ Priority 3
VEHICLES/EQUIPMENT ALLOCATION



__________       Priority 4

VEHICLES/EQUIPMENT ALLOCATION
                                         ATTACHMENT FOUR
                                        SAMPLE AGREEMENT

Note: This draft agreement is a sample agreement provided for informational purposes only. The
City and County of Denver reserves the right to make changes of any kind to this sample agreement.

                 ON-CALL RESIDENTIAL SNOW PLOWING
                                        AGREEMENT


                                PROJECT NO. __________________



        THIS AGREEMENT, made and entered into this _____ day of _________________________,
20___ by and between the CITY AND COUNTY OF DENVER, a municipal corporation of the State of
Colorado, hereafter referred to as the "CITY", and __________________________, a ____________
corporation with an address of _______________________, ___________, Colorado 80___, hereafter
referred to as the “CONTRACTOR”.
                                            RECITALS:

       1.      The City has identified a need for highly qualified contractors to perform, as assigned,
residential snow plowing services on an “on-call” or “as directed” basis for assigned Regions of the
City (the “Program”). Program work will include, without limitation, equipment, operators,
supervision and management of the plowing of snow in the pre-assigned residential Regions of the
City shown on the Snow Region Map attached hereto and incorporated herein as Exhibit A.

        2.     The Contractor, as an independent Contractor, is willing, able and has the present
capacity to perform using experienced, qualified and licensed personnel the specified residential snow
plowing services as a part of the Program, all in accordance with this Contract, said advertisement and
the referenced selection documents and other exhibits.

       NOW THEREFORE, in consideration of the compensation to be paid the Contractor and other
good and valuable consideration, the mutual Contracts hereinafter contained, and subject to the terms
hereinafter stated, it is mutually agreed as follows:

SECTION 1. AUTHORITY

The City's Manager of Public Works (the "Manager"), is the City's representative who is responsible
for authorizing and approving the work performed under this Contract. The Manager hereby
designates the Deputy Manager of the Department of Public Works for Operations (the “Deputy
Manager”) as the Manager’s authorized representative for the purpose of issuing a Notice to Proceed
and administering, coordinating and initially approving the work performed by the Contractor under
this Contract. The Project Manager shall be designated by and shall report to the Deputy Manager.
The Project Manager shall be responsible for the day-to-day contract administration, coordination and
approval of invoices by the Contractor, except for approvals which are specifically identified in this




                                            Sample Agreement
Agreement as requiring the Manager's approval, and will be responsible for directing, verifying,
documenting, evaluating, approving and overseeing the Contractor’s performance under this Contract.

SECTION 2. DEFINITIONS

   A. The term “Sector”, as used herein, refers to a grouping of residential Roadways within the City
      and County of Denver. Each Sector has approximately 60 miles of residential roadways. All
      Sectors are identified in Exhibit A.

   B. The term “Region”, as used herein, refers to a grouping of three (3) Sectors within the City and
      County of Denver. Each Region has approximately 120 miles of residential roadways. All
      Regions are identified in Exhibit A.

   C. The term “Priority Route”, as used herein, refers to Roadways on steep grades, Roadways
      adjacent to special land uses such as day care centers, group homes, and other locations
      requiring first response plowing. Priority Routes are indicated on Exhibit A.

   D. The term “Plowing Period”, as used herein, refers to the most likely period of time during
      which snow plowing will be required. The Plowing period for this Contact will be from
      November 15th through the following March 15th of each year that this Contract is in effect.

   E. The term “City Snow Region Inspector (CSRI)”, as used herein, shall mean a City employee or
      a consultant retained by the City to oversee the residential snow plowing work in each assigned
      Region. The CSRI’s responsibilities shall generally include checking approved equipment in
      and out of each Region, designating areas for plowing within assigned Region(s), evaluating
      the quality of the Contractor’s snow plowing, approving Contractor invoices and releasing the
      Contractor from each assigned Region(s) after its Work is completed.

   F. The term “Program” as used herein refers to the City’s Residential Snow Plowing program to
      perform comprehensive snow plowing of residential Roadways during and after a Snow Event
      in Regions assigned throughout the City in accordance with the terms and conditions of this
      Agreement.

   G. The term “Roadway”, as used herein, refers to any public paved street, avenue, boulevard,
      parkway, court, way or any other paved thoroughfare located within dedicated public right-of-
      way that are not maintained by City forces. The term Roadway does not include alleys,
      sidewalks, or private drives of any kind.

   H. The term “Snow Event”, as used herein, refers to any event where: (1) a storm is predicted to
      deposit twelve (12) inches or more of snow on City streets during the specified Plowing Period;
      and (2) the City, in accordance with the terms and conditions of this Contract, directs the
      Contractor to perform any residential plowing services (the “Work”) described in this
      Agreement.

   I. The terms “Trip” or “Route” or “Snow Run”, as used herein, refers to total plowing of one
      assigned Region in accordance with the requirements of this Contract within the initial 12 hours
      of a Snow Event and the completion of each such Trip or Route or Snow Run is subject to
      review and approval of the CSRI.



                                           Sample Agreement
   J. The term “Work” as used herein, refers to the furnishing comprehensive snow plowing services
      utilizing experienced, qualified and licensed forces. Such services shall include, without
      limitation, all work effort, labor, tools, fuel, supplies, and equipment; all management,
      supervision and coordination of services and everything else necessary or required to perform
      such comprehensive services within each assigned Region(s) on an “as directed” basis and as
      otherwise directed by the City in accordance with all terms, conditions, limitations and
      performance standards and requirements contained herein.

SECTION 3. PROGRAM SCOPE AND PROCEDURES

    A.          On-Call Program: It is the intention of the City to enter into Contracts with qualified,
experienced and responsive Contractors for the purpose of plowing the City’s residential Roadways in
the manner described herein. Overall, the scope of work for these plowing services can be described
as follows:

           1. During the Plowing Period, the Contractor shall make all necessary provisions to have
              the appropriate personnel and resources available and ready to perform the Work when
              directed by the City to do so for each Snow Event.
           2. The City intends to call upon the Contractor to perform the Work on Roadways in each
              Region assigned to the Contractor under this Contract and as otherwise directed by the
              City for each Snow Event during the specified Plowing Period.
           3. Regions in which the Contractor will perform are assigned in Exhibit A and unit pricing
              for performance is established in Exhibit B.
           4. Trip requirements and Priority Route requirements for each Region are also designated
              in Exhibit A.
           5. All Work will be performed strictly in accordance with the performance standards and
              other requirements set forth in this Agreement.
           6. Satisfactory performance of the Work is critical to the continued operations of the City
              and the Contactor’s performance will be reviewed and rated prior to acceptance in
              accordance with the standards of performance contained in the Agreement. Failure to
              satisfactorily perform all specified services in a timely manner may subject the
              Contractor to, at the sole discretion of the Manager of Public Works, call backs to
              correct deficient Work, damage assessments and/or withholdings as provided for in the
              Agreement.
           7. The Work must be performed by experienced, qualified and licensed forces.
           8. Work in any assigned Region will require completion in a timely manner or may, in
              limited circumstances, be of an emergency or time sensitive nature and immediate
              completion of snow plowing will be required. As such the Contractor shall have all
              necessary resources available, on an as needed basis, to complete each Region when
              directed by the City during the Term of the Contract, in accordance with the terms and
              conditions of this Contract.

    B. Performance Rating. The Contractor's performance shall be rated for each trip by the CSRI or
supervisor using a standard performance report form. The standard form will be distributed to
Contractors prior to the start of the Plowing Period to familiarize them with the method of evaluating
performance. Failure to perform a Snow Run and receive a satisfactory rating shall result in the
withholding of funds due and/or the assessment of damages.

   C. Term:


                                            Sample Agreement
          1. The term of the Agreement will be for one (1) year, commencing on date of execution
             but no later than November 15, 2010. At the sole discretion of the City, the Agreement
             may be extended for up to four (4) additional one (1) year renewal terms by written
             amendment extending the term of this Agreement. Unless otherwise provided in this
             Agreement, each renewal term shall be authorized by the City shall be subject to the
             terms and conditions of this Contract.

          2. The primary period of performance during the initial term and any subsequent renewal
             term will be during the Plowing Period.

If the Agreement is extended for one or more renewal terms as provided in C(1) above, the
Contractor’s pricing, as reflected in Exhibit B, may be renegotiated after notice of renewal from the
Manager of Public Works at the request of the Contractor. The City may accept any such modification
in pricing by an amendment to this Agreement. If the City does not accept any revisions to the
Contractors pricing, the Agreement will expire at the end of the then current term.

SECTION 4. COMPENSATION AND PAYMENT

    A.          Compensation: The Contractor shall provide plowing services for assigned Regions
or as otherwise directed by the City, on an as-needed basis, in accordance with the terms and
conditions of this Contract and the City shall compensate the Contractor for the satisfactory and
accepted performance of such Work in accordance with the terms and conditions of this Contract as set
out below:

          1. Minimum Compensation. For agreeing to perform the Work when directed by the City,
             the Contractor will be paid a cash flow guarantee (CFG) for each Term as follows:
                  a) The negotiated CFG of $______ per each month of the Plowing Period will
                      be billable and paid in equal payments agreed upon above on November 15,
                      December 15, January 15, and February 15 for each assigned Region(s). Each
                      installment payment will be in the amount of $______.
                  b) The CFG does not represent an amount to be paid beyond payment for
                      services actually rendered. It is intended solely to insure that the Contractor
                      receives at least $_______ (minus any withholdings or damage assessments)
                      in one Plowing Period.
                  c) The CFG will be paid even if the Contractor is never eligible for Snow Event
                      compensation during the Plowing Period. If there is no Region Work or
                      Additional Work performed, the Contractor keeps the total CFG.
                  d) However, the CFG is not intended to be a payment over and above payments
                      for Work actually performed. If Work is performed, the CFG paid will be
                      applied to that Work. For example, if the cost of that Work is equal to the
                      total of CFG paid to that point, no additional payment will be made and if the
                      cost of Work performed exceeds the CFG paid to that point, the Contactor is
                      paid the difference.

          2. Snow Event Region Compensation (Region Work). If a Snow Event occurs, the City
             agrees to pay the Contractor, and the Contractor agrees to accept, as full and final
             compensation for the required Snow Run in each assigned Region for that Snow Event



                                           Sample Agreement
   (the “Region Work”), the unit price amounts provided in Exhibit B for each 12 hour
   shift of Region Work completed, inspected and accepted by the City.
         a) More specifically, the Contractor will be paid the negotiated per lane mile unit
             prices set forth in Exhibit B for each 12 hour shift assigned to complete the
             Snow Run for each assigned Region. .
         b) To be considered a satisfactorily completed Snow Run for any Region, the
             Contractor must plow the Roadways designated in Exhibit A for that Region in
             accordance with the requirements of this Contract and to the satisfaction of the
             CSRI.
         c) The specific Roadways comprising a Snow Run for each Region are shown in
             Exhibit A attached to this document. Regions contain approximately one
             hundred eighty (180) miles of residential streets. Lane miles paid will be for
             the completed Snow Run lengths shown in Exhibit A.
         d) Upon completion and acceptance of a 12 hour shift of the Contractor’s Region
             Work, the City may, in its sole discretion, direct the Contractor to continue
             plowing the Region due to additional snow fall. Compensation for additional
             12 hour shifts will be per the negotiated per lane mile unit prices set forth in
             Exhibit B for Region Work.
         e) Lane mile unit price amounts set forth in Exhibit B and paid for to the
             Contractor shall be all inclusive and the Contractor expressly waives any
             claims for or entitlement to any other costs, damages or expenses incurred in
             performing under this Contract, including all costs incurred and "out-of-
             pocket" expenses) the unit prices established in Exhibit B.

3. Additional Snow Event Compensation (Additional Work). Upon completion and
   acceptance of the Contractor’s Region plowing or by separate call out, the City may, in
   its sole discretion, direct the Contractor to continue plowing the Region for less than 12
   hours due to additional snow fall, or to perform in another Region, or on another Route
   (the “Additional Work”).
         a) In the event the Contractor performs Additional Work in its assigned Region,
              the Contractor will be paid on a per hour per piece of equipment, unit price
              basis, in accordance with Exhibit B, for any additional work directed by the
              City for the actual number of additional hours worked by each piece of
              equipment, for a minimum of four(4) hours of continuous plowing at the
              applicable rate even if the Contractor completes the authorized Additional
              Work in a shorter period of time.
         b) In the event the Contractor performs Additional Work outside of its assigned
              Region, the Contractor will be paid on a per hour, per piece of equipment, unit
              price basis, in accordance with Exhibit B, for any additional work directed by
              the City for a minimum of eight (8) hours of continuous plowing at the
              applicable rate even if the Contractor completes the authorized Additional
              Work in a shorter period of time. If the Contractor’s performance extends
              beyond eight (8) hours, then the Contractor will be paid for the actual number
              of additional hours worked by each piece of equipment.
         c) In order to be eligible for payment, this additional Work must be documented,
              inspected and performed to the satisfaction of the CSRI.
         d) Partial hours worked above the minimum shall be paid on a pro rata basis.




                                 Sample Agreement
       4. Maximum Contract Amount. The Maximum Contract Amount to be paid by the City to
          the Contractor for all Work performed under this Contract shall in no event exceed the
          sum of ________________ and No/100 Dollars ($____________), unless this Contract
          is modified to increase said amount by a duly authorized, written Contract amendment
          mutually agreeable to and executed by the parties hereto.

       5. Funding.
               a) Notwithstanding any other term, provision, or condition herein, all payment
                   obligations under this Contract shall be limited to funds appropriated by the
                   Denver City Council and encumbered for any task to which the Contractor is
                   assigned under this Contract. At present, the sum of _________________ and
                   No/100 Dollars ($___________.00) has been appropriated to fund the City’s
                   minimum payment obligations to the Contractor under this Contract.
               b) It is the City’s intention to appropriate and encumber additional funds
                   necessary to compensate the Contractor for any Work it is directed to perform
                   under the terms of the Contract at the time the City authorizes the performance
                   of Work in excess of the minimum amount payable to the Contractor and
                   directs the Contractor to perform Work in response to each Snow Event.
                   However, the City is under no obligation to direct Work or appropriate any
                   additional funds hereunder.
               c) It is understood and agreed that any payment obligation of the City hereunder,
                   whether direct or contingent, shall extend only to funds appropriated by the
                   Denver City Council for the purpose of this Contract, encumbered for the
                   purpose of the Contract and paid into the Treasury of the City. The Contractor
                   acknowledges that (i) the City does not by this Contract, irrevocably pledge
                   present cash reserves for payments in future fiscal years, and (ii) this Contract
                   is not intended to create a multiple-fiscal year direct or indirect debt or
                   financial obligation of the City.

B. Payment: Payment shall be measured and made monthly, based upon the Unit Prices set forth
   in Exhibit B, for one or more of the following Work items:
                the Cash Flow Guarantee;
                the satisfactory and verified performance of the Region Work in each assigned
                   Region for each Snow Event; or
                the satisfactory and verified performance of Additional Work directed by the
                   City during each Snow Event

       1. Invoices. The Contractor shall invoice the City monthly by Region for all Work items
          satisfactorily completed and verified during the current month. Each invoice submitted
          by the Contractor must fully document and itemize the Work performed by Work item
          and should include an itemized report of all equipment, materials and labor costs
          associated with the Work performed during the past month for that Work Item.

       2. Approval. All invoices must be approved for payment by the Manager or designee in
          writing in order to be eligible for compensation under this Contract.

       3. CFG Payment. To receive a CFG installment payment, the Contractor must submit a
          completed invoice to the Manager of Field Operations with all required documentation.



                                        Sample Agreement
         a) A separate invoice shall be submitted for each assigned Region.
         b) The CFG will be billable and payable in equal installments for each assigned
            Region (as agreed upon and set forth in Exhibit B) in accordance with the
            following schedule:
             November 15,
             December 15,
             January 15, and
             February 15 for each assigned Region(s).
         c) Contractors should submit invoices for CFGs, on the dates specified above, or
            for the amount actually earned, if that exceeds the cash flow guarantee
            schedule.
         d) If a Contract is terminated prior to payment of a CFG, the City will not be
            obligated to pay any further installments.

4. Region Work Item Payment. To receive a Region Work payment, the Contractor must
   submit a completed invoice to the Manager of Field Operations with all required
   documentation.
        a) A separate invoice shall be submitted for each assigned Region.
        b) Each Region Work invoice must include: (1) an itemized listing of each
           designated piece of authorized and approved snow plowing equipment
           assigned to and actually used to complete the Snow Run for the assigned
           Region(s); (2) the all inclusive lane mile rate set forth in Exhibit B for the
           assigned Region(s); (3) that lane mile rate times the authorized lane miles set
           forth for each Region in Exhibit A, and (5) a Region Work total for all
           accepted lane miles of Region Work for the assigned Region(s).
        c) Each Region Work invoice must attach all documentation required by the City
           to verify that appropriate equipment was timely deployed and that the Snow
           Run was satisfactorily completed for the Region in accordance with all
           Contract requirements. At a minimum, such documentation must include:
           ______________________________________________.
        d) The City will not pay for any Region Work Snow Run or partial run which has
           not been authorized by the appropriate City officials and signed-off as
           complete by the CSRI for each Region. The Manager of Field Operations will
           calculate partial payments on a pro-rata basis.
        e) The City will adjust any invoices prior to payment to reflect previous payment
           of a CFG paid to date. For example, assume the periodic CGF is $1000 for a
           Region and the Contractor has billed for and/or has earned $3,000 by January
           10 for work in that Region, the City will not pay a cash flow guarantee of
           $1,000 on January 15, since the Contractor will have already earned and billed
           for $3,000 by that date. (If the Contractor received two payments for
           November and December and would be entitled to another $1000 in January.
           The Contractor would get $1000 for Work performed but no cash flow
           guarantee payment for that third month.) If there are no services performed,
           the Contractor keeps the total CFG. If the cost of services equals the total of
           CFG, there are no payments to the Contractor. If the cost of services exceeds
           the CFG, the Contactor is paid the difference.




                                Sample Agreement
5. Additional Work Item Payment. To receive an Additional Work payment, the
   Contractor must submit a completed invoice to the Manager of Field Operations with all
   required documentation.
         a) Additional Work may be billed on the same invoice as Region Work
            performed with the same equipment and, as such, a separate invoice need not
            be submitted for Additional Work.
         b) Each Additional Work invoice must include: (1) designation of whether the
            Addition Work was performed within an assigned Region or outside the
            assigned Region, (2) an itemized listing of each designated piece of authorized
            and approved snow plowing equipment actually used to complete the
            Additional Work; (3) the all inclusive hourly rate for that piece of equipment
            set forth in Exhibit B; (4) the number of hours and partial hours to the tenth of
            an hour for which Additional Work was performed using that piece of
            equipment; (5) If the Additional Work was performed in the assigned Region,
            then the proper rate times the actual number of hours for each piece of
            equipment to get a total for each piece of equipment, or if the Additional Work
            was performed outside the assigned Region, then that rate times 8 for the 8
            hour minimum allowed under the Contract for less than 8 hours and the proper
            rate times the actual number of hours for more than 8 hours for each piece of
            equipment to get a total for each piece of equipment; and (5) an Additional
            Work total for all pieces of equipment deployed to complete the Additional
            out of an assigned Region.
         c) Each Additional Work invoice must attach all documentation required by the
            City to verify the equipment was timely deployed and that the Additional
            Work was satisfactorily completed in accordance with all Contract
            requirements.         At      a   minimum,      such    documentation       must
            include_____________________.
         d) The City will not pay for any Additional Work which has not been authorized
            by the appropriate City officials and signed-off as complete by the CSRI for
            each Region. The Manager of Field Operations will calculate partial payments
            on a pro-rata basis.
         e) The City may also adjust these invoices prior to payment to reflect previous
            payment of a CFG paid to date.

6. Retainage.
        a) The City shall deduct and retain a total of ten percent (10%) from the total
           amount of each invoice approved for payment under this Section.
        b) The City shall also deduct and retain the cost of one (1) Snow Run for each
           assigned Region from the amount invoiced by the Contractor after the first
           Snow Event.
        c) Execution of this Contract shall constitute a waiver by the Contractor to claim
           right to payment of interest on amounts withheld under this retainage section
           or any other section of this Contract allowing for withholding of payments.
        d) The Contractor may, with any subsequent invoice, request a reduction in
           retainage where the Contractor has demonstrated to the satisfaction of the
           CSRI that its performance has not resulted in any damages to City property or
           the property of others and no claims for damages, reimbursement or non-
           payment have been made in any Region assigned to the Contractor or that any
           damages or claims resulting from the performance of the Contractor have been


                                 Sample Agreement
                       satisfactorily repaired or resolved. The determination of such a request shall
                       be in the sole discretion of the CSRI and shall be final.

         7. Other Withholdings from Payments.
                 a) The City may, at any time and at its sole discretion, withhold reasonable sums
                    from payments due the Contractor in addition to retainage in the event the
                    Manager determines in the Manager’s sole discretion that the Contractor has
                    failed to comply with any material term or condition of this Contract.
                 b) The City may also, at any time and at its sole discretion, withhold in
                    accordance with the provisions of C.R.S. Section 38-26-107.

         8. Deductions from Payments. The City may, at any time and at its sole discretion, deduct
            sums from payments due the Contractor, in addition to retainage and other
            withholdings, in the event the Manager: (1) determines in the Manager’s sole discretion
            that the Contractor has failed to comply with any material term or condition of this
            Contract or determines that the Contractor’s performance has resulted in damage to the
            City or others; and (2) finds that the City has taken reasonable steps and incurred actual
            costs, including reasonable administrative costs, to remedy the failure or repair the
            damage. Such deductions shall be accompanied by an explanation of the basis for the
            deduction.

         9. Final Payment. A final invoice shall be submitted for each Region and shall
            affirmatively represent that all Work is complete, all damage has been repaired and no
            claims of any kind, including liens or unpaid subcontractors, suppliers and materialmen
            are outstanding. Contractor shall complete and execute a final lien release in a form
            provided by the City with the final invoice and shall execute a final receipt in a form
            provided by the City upon issuance of final payment. The City will withhold final
            payment until all Contractual requirements have been met.

  C. Compensation Records: The Contractor must keep and present to the City upon request,
     thorough and complete documentation of its performance under this Contract (the “Program
     Records”). The Program Records must include, without limitation, a full accounting of all
     costs incurred in performing under this Contract with back up documentation, a complete log of
     all calls made by or to the City regarding performance and a complete log of the activity of the
     Contractors equipment and drivers used to perform under this Contract. These records must be
     stored and available for use by the City for a period of three (3) year after the Contract expires.

SECTION 5. RESPONSIBILITIES OF THE CONTRACTOR

  A. RESPONSIBILITIES PRIOR TO THE SEASON: To fulfill the requirements of this Contract,
     the Contractor must provide equipment and operators as specified herein to satisfactorily plow
     the City's residential streets upon request. To ensure that Contractor can carry out this
     responsibility, the City sets forth the following specific responsibilities which the Contractor
     accepts as conditions of this Contract. The list provided below is not intended to be all-
     inclusive of the items required to perform this Contract properly, but to emphasize essential
     requirements. At least thirty (30) days prior to the Plowing Period, the Contractor must submit
     all reasonable evidence required by the City’s Project Manager to show that the Contractor can
     fulfill the requirements of this Contract for each Region assigned. Such evidence may include,
     but may not be limited to:


                                           Sample Agreement
1. The size and condition of the Contractor’s relevant equipment. The Contractor may be
   requested to bring in for inspection the equipment he or she intends to use for the
   Contract, if so requested by the City. Failure to do so may result in termination of the
   Contract.

2. Submit at least one (1) cellular telephone number and a backup cell phone number, with
   voice messaging capabilities, to establish a basis by which the City can contact the
   Contractor at either telephone number 24 hours a day, seven days a week.

3. The Contractor accepts full responsibility to provide a minimum of ________ snow
   plowing vehicles and/or related snow plowing pieces of equipment per assigned Region
   and make these vehicles available for inspection by the City at the place and time which
   may be designated by the Project Manager.

4. The Contractor agrees to repair any defects to equipment identified by the City during
   any requested inspection within the time frame specified by the City.

5. Thirty (30) days prior the Plowing Period, the Contractor must supply the items listed
   below to the Project Manager. It is entirely the Contractor's responsibility to provide
   the necessary documents to the Project Manager.
         a) Vehicles designated by the Contractor to be used as special snow vehicles
            must be registered for the current season by the date the Contract is executed.
            A copy of a current Colorado State Registration for full year or special use
            must be provided for each vehicle. A Colorado Registration which is not in
            effect on the date specified above will not be acceptable. In lieu of registration
            for unlicensed heavy equipment, the City will require proof of ownership in
            the form of title or other documentation.
         b) A Certificate of Insurance showing Worker's Compensation Insurance,
            Disability Insurance, Contractor's General Liability Insurance, and Motor
            Vehicle Insurance for each vehicle and driver in the amounts stated in Section
            12.F of this Contract. If the Contractor is unable to provide such a certificate
            for each vehicle and driver, the Contractor must obtain a waiver from the
            City’s Risk Management Division. Contractor should contact the Project
            Manager or Risk Management directly to determine whether or not a valid
            basis for a waiver exists and, if so, to obtain any forms or other paper work
            required to document the basis for waiver.

6. The Contractor must supply a fully qualified, currently licensed, responsive driver with
   a current appropriate Commercial Drivers License (C.D.L.) or Drivers License issued
   by the State of Colorado for the equipment they are assigned to operate. Drivers must
   present proper license at the Check in/Check Out station prior to beginning work.

7. The City reserves the right to reject, disqualify or suspend any driver with a history of
   poor performance plowing on any City Region. The City also reserves the right to
   prohibit any driver from plowing any Region if the driver exhibits behavior which has
   the potential for causing danger to persons or property or could result in unacceptable
   performance. Should the Manager of Public Works or an authorized representative
   notify the Contractor that any Contractor's employee is insolent, disorderly, careless,


                                 Sample Agreement
              unobservant of instructions or in any way a detriment to the satisfactory performance of
              these services, such employee shall be ordered off the job at once and thereafter shall
              not be allowed to engage in any part of the services. The Contractor will be
              immediately notified if the City prohibits or suspends a driver from plowing, and the
              Contractor will make a replacement driver available within sixty (60) minutes.
              Replacing a driver will fall under the same requirements as if the Contractor’s
              equipment fails, as set forth in Section C.

B. RESPONSIBILITIES DURING SNOW SEASON: During the Plowing Period or such other
   periods as are approved by the Manager of Public Works, the Contractor agrees to the following:

          1. The City must be able to contact the Contractor at the specified telephone number 24
             hours a day, seven days a week by cellular phone. The cellular phone number and at
             least one additional telephone number must have voice mail capabilities.

          2. If the City determines that the Contractor’s services are required by a Snow Event, the
             City will authorize the Contractor to begin performance of its Region Work or
             Additional Work by notification to the Contractor at the contact information provided
             above.

          3. Upon notification, the Contractor shall be fully prepared to start plowing each assigned
             Region at the time designated by the City in the notification. Under normal
             circumstances, approximately two (2) hours between notification and start time will be
             allowed. Three (3) hours will be allowed for snow plowing equipment which must be
             trucked to an assigned Region.

          4. The Contractor will maintain a log of all such contacts with the City during the Plowing
             Period.

          5. The City will identify a Check In/Check Out location for each of the assigned
             Region(s). The location of the Region Check In/Check out point will be identified on
             each Region map. The Contractor and equipment operators shall meet with the CSRI
             and/or the Field Operations Manager before starting any assigned snow run. The CSRI
             and/or the Field Operations Manager will verify that previously approved snow plowing
             equipment will be used and is in good working order. The start time will be recorded to
             verify that equipment reported at its requested time and to document the beginning of a
             run. The CSRI and/or the Field Operations Manager may discuss any priority routes to
             be plowed and provide any other instructions prior to the beginning of each snow run.
             The Contractor and equipment operators shall report to the Check In/Check out location
             upon completion of each snow run. The CSRI and/or the Field Operations Manager will
             record the time of the completed snow run and may request additional plowing to
             correct unsatisfactory work, additional plowing due to continuing snow fall or release
             the Contractor from further plowing. Failure to check in or check out with the CSRI
             and/or the Field Operations Manager may result in an assessment of damages or other
             recourse as described in Section 9 and other sections of this Contract.

          6. Contractor shall not start plowing until equipment is checked in and authorization is
             given by the CSRI. Compensation for work performed will only be computed starting
             from the time noted on the Residential Snow Plowing Check in Sheet.


                                           Sample Agreement
       7. Failure to start at the specified time will be cause for the City to have that route plowed
          with other equipment and will subject the Contractor to liability for damages, and other
          applicable costs and expenses associated with the failure and possible termination.
          Damages and other remedies are further described in Section 9.

       8. Contractor will notify the City if any equipment is out of service that will limit the
          Contractor’s ability to perform the Region Work.
               a) If the City has been so notified prior to a call for snow plowing, such notice
                   will relieve the Contractor of any damages assessment for failure of the
                   equipment to start the run on time. This relief will not apply after the first
                   missed run. The Contractor must notify the City when their equipment is
                   returned to service. Equipment must be returned to service as soon as
                   possible.
               b) The City will make alternate plans to have the snow plowed in the Region
                   until the Contractor notifies the City’s Field Operation Manager that the
                   equipment is back in service.

C. RESPONSIBILITIES DURING SNOW EVENT: Services under this Contract will normally
   be required when a total storm accumulation of 12 inches is predicted during the Plowing
   Period. The City will provide a courtesy notification, usually by noon of the day of the
   predicted storm for weekday storms and noon Friday for weekend storms to alert the Contractor
   of the possibility of mobilization. This call will only be for the Contractor’s information and
   planning purposes. However, once it is determined to mobilize the Contractor and the City has
   made an official snow run notification, the Contractor agrees as follows:

       1. The Contractor will arrive at the designated check in/checkout point at the designated
          start time. This check in will be, under normal circumstances, approximately two (2)
          hours or three (3) hours for equipment which must be trucked in after verbal notification
          by the City. However, it may be less than two (2) hours under certain conditions. One
          of the Contractor’s most important responsibilities is to be responsive to the City’s
          notification calls for service and any special information regarding performance
          contained in the notification call.

       2. The Contractor will arrive with each vehicle in excellent condition, prepared to work,
          loaded with ballast, and carrying chains as specified in Section 10. No teeth will be
          allowed on blades or buckets.

       3. The Contractor will wait until contact is made with the CSRI. If the CSRI has not
          arrived at the check in point within fifteen (15) minutes of the designated start time, the
          Contractor may notify the City’s Field Operation Manager that the equipment has
          arrived at the check in point and is ready to go. The Contractor may then start the route
          only after authorization by the City’s Field Operation Manager.

       4. The Contractor will obtain authorization to proceed, whether through meeting the CSRI
          or by contacting the City’s Field Operation Manager. Failure to obtain authorization to
          proceed will cause the City to assume that the Contractor's equipment did not show up.
          This may result in the City having the route plowed with other equipment and the
          Contractor incurring liquidated damages at the rate of ________.


                                        Sample Agreement
5. The Contractor will plow in the designated priority routes as shown in Exhibit A first.
   Upon completion of the priority routes, the Contractor shall begin plowing the
   remaining streets in the assigned Region(s). The City’s goal is to have every street in
   each Region plowed at least once in the initial twelve (12) hour period of a snow event.
   Failure to plow in the designated Region may cause the City to presume that the run
   was not started. The City may then have the route plowed with other equipment
   subjecting the Contractor to liquidated damages at the rate of ________ for not starting
   and completing a run.

6. If for any reason a street cannot be plowed, the driver will notify the CSRI during the
   plow run. The driver must also include this information on the Drivers Problem Sheet
   specifying the street name and the reason for which this, or any other, streets could not
   be plowed.

7. The Contractor will meet the CSRI at the designated Check In/Check out location and
   receive sign-off for completion prior to leaving the route. The Contractor's
   driver/operator(s) must also sign the report.

8. If the inspector is not present within thirty (30) minutes of when the route is completed,
   the driver must notify the City’s Field Operation Manager that the route is completed.

9. The driver(s)/operator(s), unless instructed otherwise by the CSRI or the City’s Field
   Operation Manager, must stay at the designated check in/check out location for the
   sign-off.

10. The City will make every effort to have an inspector arrive at the check in/check out
    location within thirty (30) minutes.

11. If the CSRI or supervisor has not met the driver within forty-five (45) minutes of the
    call to the City’s Field Operation Manager, the driver(s)/operator(s) should call the
    City’s Field Operation Manager and will then be released. Failure to obtain sign-off by
    the inspector may lead to forfeiture of payment for that route.

12. If defects in plowing are discovered following sign-off, the Contractor may be called
    back up to six (6) hours after completion to correct the defects at no additionally cost to
    the City.

13. In case of back-to-back 12 hour Region Work Shifts, the driver(s)/operator(s) must
    obtain sign-off for completion of the first run as set forth in this section before starting
    the next shift.

14. If a Contractor's equipment breaks down during a run or an accident has occurred, he or
    she must immediately notify the CSRI and put the equipment back in operation within
    sixty (60) minutes. If it is not back in operation within sixty (60) minutes, the City may
    take over completion of the route. If this occurs, the Contractor will be paid only for
    that portion, on a percent complete basis, of the route satisfactorily completed, which
    the CSRI has documented on the inspector’s report.



                                  Sample Agreement
         15. A route will not be satisfactorily completed unless it meets the standards set forth in
             Section 11, as witnessed and acknowledged by the CSRI at the final sign-off for the run.
             If there are portions of the route which were not satisfactorily plowed, the Contractor
             must correct the problems immediately upon notification by the CSRI.

SECTION 6. REGION AND HOURLY WORK DURING A SEVERE SNOW EMERGENCY
OR OTHER USE

 A. In addition to its assigned Region obligations, the Contractor must guarantee availability of their
    equipment and drivers for use by the City on an hourly basis to perform Additional Work as
    directed by the City’s Field Operation Manager

 B. Hourly Additional Work will be assigned to the Contractor for services on their own Regions,
    the Regions of other Contractors, unassigned Sectors or in any manner required at the sole
    discretion of the Manager of Public Works or his authorized representative to provide additional
    snow plowing or snow removal services.

 C. Hourly Work

         1. When the City calls a Contractor for hourly work on their own Region, the hourly rate
            of payment will be the hourly rate in the Contractor’s Fee Schedule, Exhibit B, for each
            piece of equipment authorized for use in that Region and compensation for such
            Additional Work will be in accordance with Section 4.A.3 for each additional hour each
            piece of equipment performs in the Region.

         2. When a Contractor is called for hourly work on a Route, Region, or Sector other than
            their contracted Regions, the applicable rate of payment for that Additional Work will
            be the hourly rate for each piece of equipment contained in the attached Contractor’s
            Fee Schedule, Exhibit B. In this circumstance, however, the Contractor will be paid for
            a minimum of eight (8) hours of continuous plowing at the applicable rate even if the
            Contractor completes the authorized Additional Work in a short period of time.

         3. Plowing at the hourly rate will be subject to all terms and conditions of this Contract.

SECTION 7. RIGHTS AND RESPONSIBILITIES OF THE CITY

  A. This Contract may be terminated without cause by the Manager upon thirty (30) days written
     advance notice, or effective immediately if at any time during the Term the Contractor’s
     performance is deemed by the Manager in his sole discretion to be unsatisfactory to the City.

  B. The City considers its snow plowing operations to be of crucial importance in providing for the
     safety and well-being of all City residents. Therefore, the Manager reserves the right to
     immediately terminate the Contract in whole or in part for the following violations upon the
     recommendation of the Project Manager.

         1. Directly or indirectly placing anyone in jeopardy through illegal, negligent or insolent
            actions, behavior or language. The Contractor shall be held responsible for the actions
            of their employees while performing the services described hereunder.



                                           Sample Agreement
       2. Abandoning the Work to be performed under this Contract.

       3. Assigning this Contract to others without City consent.

       4. Unnecessarily or unreasonably delaying any of the work to be performed under this
          Contract.

       5. Failure to furnish enough properly skilled workmen or enough equipment to perform
          the Work.

       6. Disregarding the instructions of the Project Manager or his/her authorized
          representative.

       7. Failure to perform properly on any Route as determined by the performance rating or
          other performance measures.

       8. Failure to repair damages properly in a timely manner.

       9. Failure to strictly comply with any other material provision of the Contract.

C. Whenever possible, the City will give written notice of termination. Contract termination may
   result assessment and recovery of all damages (direct and consequential) associated with the
   termination and may also subject the Contractor to all other remedies available to the City in
   law and equity.

D. All services performed under this Contract are at the direction and supervision of the Manager
   of Public Works and his/her authorized representatives. The Contractor shall only be paid for
   services authorized by the Manager and performed in a manner satisfactory to the Manager.

E. If the Contractor's equipment fails, at any time, to meet the approval of the Project Manager,
   the Project Manager may order such equipment out of the Program.

F. At any time during the term of the Contract, the Manager of Public Works or his/her authorized
   representative will have the right to inspect the equipment of the Contractor, and such
   equipment shall be made available for inspection within twenty-four (24) hours after request.
   The equipment shall be kept and maintained by the Contractor in excellent working order and
   ready to start immediately at all times for the duration of the Contract.

G. The decisions of the Manager of Public Works as to the suitability of equipment or employees
   shall be final.

H. The decision as to when to declare a Snow Event and to call Snow Run shall rest entirely with
   the City. City officials will determine when conditions warrant a Snow Run and nothing
   contained in this Contract shall operate as a guarantee of future Work or entitlement to a
   minimum level of compensation except as set forth herein. It is simply not possible to predict
   when Contractors will be called.

I. The City acknowledges its role in fulfilling the following obligations:



                                         Sample Agreement
         1. Maintain and encourage full communication with the Contractor.

         2. The City shall inform the Contractor when their equipment will be working on an
            hourly basis.

         3. Inspect vehicles in a timely manner at times mutually agreed upon with the Contractor.

         4. Provide as much lead time as possible when calling for a run. In general, the City will
            give approximately a two (2) hour notification unless there is the need for back-to-back
            runs or immediate runs due to severe conditions.

         5. Provide properly trained inspectors who are to meet the Contractor's equipment during
            and at the completion of each run, and who are to maintain and fully complete the
            inspection report for each run and route. The City standard will be to make inspectors
            available as soon as possible after the completion of the run for purposes of signing off.
         6. Prior to the beginning of the snow plowing season the City will provide the Contractor
            with the names and cell phone numbers for the designated project manager, the City’s
            Field Operation Manager, and the designated CSRI for the assigned Region(s).

         7. Maintain a communication system around the clock during snow emergencies, and
            maintain a log of calls between the City and the Contractor. The City will place calls for
            service, coordinate inspectors and sign-off vehicles where appropriate as quickly as
            possible via the City’s Field Operation Manager.

SECTION 8. RESPONSIBILITY FOR DAMAGES

  A. The Contractor is and shall be for the Term of this Contract solely and exclusively liable for all
     damages resulting from its performance of the Work, including without limitation, damages to
     City and private property and sod, shrubbery, trees, vehicles and structures the Contractor
     caused while plowing under this Contract. The Contractor must promptly repair all damage for
     which it is liable as determined by the Manager of Field Operations.

  B. At a minimum, all damage covered by claims or notifications filed or presented to the
     Contractor on or before April 1 must be repaired by the Contractor by April 15 of each calendar
     year covered by the Contract

  C. All repairs for which claims notifications are filed or presented after April 1 of each calendar
     year covered by the Contract must be completed by the Contractor within fifteen (15) days of
     notification.

  D. Damages to windows, vaults and other items which cause a safety hazard must have temporary
     repairs made immediately and permanent repairs within forty-eight (48) hours of notification.
     Temporary repairs include making the damage area safe using metal plates, plywood,
     barricades and/or flashing hazard lights as determined by the CSRI. If repairs can not be made
     immediately it is the Contractor’s responsibility to use whatever means necessary to safely
     secure the site to the satisfaction of the CSRI. Auto accidents and/or damage to automobiles or
     personal property must be reported by the Contractor to the City’s Field Operation Manager
     immediately. After the completion of each repair, the Contractor will have the property owner
     sign a Property Owner Release form for damages. The Contractor will submit this fully


                                           Sample Agreement
     executed Release form to the City’s Field Operation Manager or provide evidence acceptable to
     the City showing that said damages have been repaired. The release or proof of repair must be
     submitted by the time shown in Sections B. and C. above. For automobile repairs, the
     Contractor must supply the City with written proof that the Contractor has addressed the
     claims.

  E. If repairs are not completed satisfactorily the City will have the right to cause repairs to be
     made and deducts the cost of such repairs from any payments due the Contractor or proceed
     against the Contractor’s insurance or against the Contractor to recover its costs, and otherwise
     retain amounts from the last trip owed the Contractor to cover the City's costs.

  F. Damage claims which are not promptly resolved will cause the City to take action against the
     Contractor

SECTION 9. PROCEDURE FOR DAMAGE ASSESSMENTS

  A. The Contractor agrees that the City has the right to retain all or a portion of monies owed the
     Contractor as damages for the Contractor's failure to comply with the requirements in this
     Contract; specifically, failure to plow as required and failure to repair all damages.

         1. Damages shall not exceed the City's reasonable costs of remedying the failures and
            completing the Contractor’s Contractual obligations.

         2. Imposition of a damages assessment will not preclude the City from seeking
            performance of the Contract through any legal recourse to recover any and all damages
            as a result of Contractor non-performance, breach of Contract or default.

  B. Failure to provide the services required in this Contract may result in the imposition of
     progressive damage assessments.

  C. Damage assessments will be imposed by the Manager of Public Works and will depend on the
     severity of the failure, the frequency of the failure, and other circumstances.

  D. The Contractor will be notified in writing of any damage assessments imposed by the Manager.

  E. If a damage assessment is imposed by the Manager, the Contractor may seek review of the
     assessment as provided for in Section 14.L. However, a request for an appeal must be made in
     writing within five (5) days of the date of the Manager’s letter notifying the Contractor of the
     assessment. The Manager will schedule the appeals hearing, if requested. Failure to request an
     appeal within five (5) days will indicate full acceptance of the Manager's determination.

  F. Following is a list of examples of failure to perform for which a damage assessment may be
     imposed. The list of failures is not intended to be all-inclusive.

         1. Failure To Complete Contract Award Requirements. By submitting a completed
            Contract, the Contractor acknowledges responsibility for fulfilling all Contract
            obligations, including award requirements, if awarded a Region. If a Contractor fails to
            comply with any of the requirements of this Contract, the Contractor may be subject to
            a damage assessment in a reasonable amount determined in the discretion of the


                                          Sample Agreement
   Manager. The additional remedies may include, but are not limited to, prohibiting a
   Contractor from being awarded other Regions during the term of the Contract and/or
   suing for damages which result from the City's inability to obtain a replacement
   Contractor at a reasonable price.

2. Failure to Complete Vehicle Inspection Requirement
         Possible Remedies:
                Cancellation of the Contract for that Region.
                Forfeiture of all payments due and owning.

3. Failure to Complete a Run
         Possible Remedies:
                Partial or no payment for the Region(s).
                Cancellation of the Contract for that Region(s).
                Default of Contract.
                Damage assessment in a reasonable amount determined in the discretion
                  of the Manager.

4. Failure to Start a Run On Time
         Possible Remedies:
                Partial or no payment for the Region(s).
                Cancellation of the Contract for that Region(s).
                Default of Contract.
                Damage assessment in a reasonable amount determined in the discretion
                   of the Manager.

5. Failure to have Chains (if applicable) and/or Ballast
         Possible Remedies:
                Partial or no payment for the Region(s).
                Default of Contract.
                Damage assessment in a reasonable amount determined in the discretion
                  of the Manager.

6. Failure to Perform a Run Satisfactorily
           Possible Remedies:
                Partial or no payment for the Region(s).
                Cancellation of the Contract for that Region(s).
                Default of Contract.
                Damage assessment in a reasonable amount determined in the discretion
                  of the Manager.

7. Failure to Obtain Sign-off for a Run
           Possible Remedies:
                Partial or no payment for the Region(s).
                Default of Contract.
                Damage assessment in a reasonable amount determined in the discretion
                  of the Manager.


                                Sample Agreement
          8. Failure to Repair Damage to Sod, Trees, Structures
                     Possible Remedies:
                          Partial or no payment for the Region(s).
                          Cancellation of the Contract for that Region(s).
                          Default of Contract.
                          Damage assessment in a reasonable amount determined in the discretion
                            of the Manager.

SECTION 10. EQUIPMENT SPECIFICATIONS. The equipment furnished under this Contract
must be in accordance with the following specifications and must fully comply with any and all
applicable Motor Vehicle Laws of the State of Colorado, and must show a valid Colorado State
registration. Current registrations can be submitted by the date specified by the Project Manager.

   A. Equipment Specifications For 4 X 4 Pick-Up Truck

          1. All equipment must be in excellent condition, smooth running at high rpm’s, clean
             inside and out and under the hood, with evidence of routine and proper maintenance and
             inspection.

          2. The City reserves the right to reject any 4 x 4 pickup older than model year 2005 or to
             reject any piece of equipment that does not pass City-administered inspections and road
             tests and comply fully with Colorado State and D.M.V. laws in accordance with this
             specification at any time during the term of the Contract.
          3. The unit price shall include the cost of furnishing the operator, insurance, repairs,
             operating expendables, ballast, chains, fuel, lubricants and all other costs related to the
             operation of the equipment. The City will not provide ballast.

          4. Acceptable equipment for a route is listed below:

              a. Three quarter (3/4) ton - one (1) ton four-by-four (4 X 4) pickup.

              b. Plow and frame to be supplied by the Contractor.

              c. Plow must be Hydroturn or approved equal.

              d. One set of tire chains.

              e. Rotary-type light with a yellow lens visible for 360-degrees around the equipment.

              f. Minimum ballast of 1,000 lb. supplied by the Contractor.

              g. The tripping device shall take an excess of 800 lb. to activate.

              h. Eight (8) cylinder, V-8 type gasoline or diesel engine, 350 cubic inch displacement
                 minimum.

              i. All electrical and mechanical systems to be in excellent operation condition.


                                            Sample Agreement
B. Six Wheel Dump Trucks With Plow:

      1. The equipment furnished under this Contract must be in accordance with the following
         specifications and fully comply with any and all applicable Motor Vehicle Laws of the
         State of Colorado, including showing a valid Colorado State registration. Current
         registrations can be submitted by the date specified by the Project Manager.

      2. All equipment must be in excellent condition, smooth running at high rpm's, clean
         inside and out and under the hood, with evidence of proper maintenance and inspection.

      3. The City reserves the right to reject any equipment that is older than the model year
         2005 and/or does not pass City-administered inspections and road tests and comply
         fully with this specification at any time during the term of the Contract.
      4. The bid price shall include the cost of furnishing the operator, insurance, repairs,
         operating expendables, ballast, chains, fuel, lubricants and all other costs related to the
         operation of the equipment. The City will not provide ballast.

      5. Each truck supplied must be a six-wheel dump truck or acceptable equivalent which
         meets all of the following items:

      6. Registered GVW Rating - 18,000 lb.

      7. Ability to carry 1,500 lb. plow.

      8. Single rear axle with dual wheels.

      9. Wheelbase not to exceed 190" from center of front axle to center of rear axle.

      10. Minimum ballast of 4,000 lb. supplied by the Contractor.

      11. Standard equipment in excellent operating condition, such as horn, brakes, windshield
          wipers, lights, heater, defroster.

      12. One (1) set of tire chains.

      13. Rotary-type light with a yellow lens visible for 360° around the equipment.

C. Hydroturn Plow or Approved Equal

      1. The Contractor’s plow shall consist of hoisting equipment, push frame, A frame and
         all equipment necessary to comprise a total plow unit.

      2. The plow shall be a straight blade, ten (10) feet wide with a rubber moldboard. It shall
         be a minimum of thirty (30) inches high from the bottom of the cutting edge to the top
         of the moldboard, and shall be reversible from a thirty (30°) angle to the left or right.
         The plow unit shall also have an automatic tripping device so as to protect manholes




                                        Sample Agreement
          and other protrusions above the top of the pavement. The tripping device shall take an
          excess of 1300 lbs. to activate.

      3. The plow moldboard shall be completely free of cracks, teeth, and holes.

      4. The top of the moldboard shall have a large shackle, ring or clevis in the center top for
         attachment of a 5/8 inch shackle. This piece shall be securely attached and capable of
         supporting the weight of the plow.

      5. Minimum weight of the plow shall be 1,500 lbs.

D. Alternative Equipment

      1. As an alternative for the equipment specified in Section 10 A and 10B the City will
         accept an articulated four wheel drive, front end loader, as follows:
              a) A minimum registered G.V.W. of 24,000 lbs
              b) A plow as specified in section 10.B with a minimum weight of 2000 lbs, and
                  minimum height of thirty-nine (39) inches.
              c) The Contractor must be prepared to drop the plow from the loader, and work
                  the loader using a minimum two yard general purpose bucket. Bucket work
                  will be paid on an hourly basis.
              d) The Contractor must be capable and prepared to switch from plow to bucket
                  within 60 minutes of notification from the City’s Field Operation Manager.
              e) All other Contract requirements remain the same except loaders will not be
                  required to have tire chains and can be 2000 or newer model year.

E. Alternative - Four Wheel Drive Loader Backhoe

      1. The City will also accept as an alternative for the equipment specified in Section 10.A,
         a four wheel drive, Loader Backhoe, as follows:
               a) A minimum weight of 13,000 lbs.
               b) A minimum Horse Power rating of 75.
               c) A plow as specified in Section 19.6.
               d) The loader backhoe shall work with a minimum of one cubic yard bucket or
                  larger, instead of a plow. This equipment may be used on an hourly basis
                  when directed by the Project Manager or his designated representative. (See
                  Section 6)

F. Alternative Motor Grader

      1. A Caterpillar 140H motor grader or approved equal with a minimum weight of 32,350
         lbs. The motor grader shall be suitable for rough and fine construction grading and ice
         and snow removal from City roadways using the blades. The use of teeth or rippers will
         not be permitted.
              a) The turning radius outside of the front tires shall not exceed twenty-five (25)
                  feet with an operating weight of not less than 32,350 lbs and a wheel base to
                  center of tandem wheels greater than twenty (20) feet three (3) inches. The
                  tandem wheel outside tread width greater than eight (8) feet. The moldboard
                  length will be twelve (12) feet.


                                       Sample Agreement
                  b) The motor grader shall have one set of tire chains.
                  c) The motor grader shall be equipped with a rotary-type light with a yellow lens
                     visible for 360° around the equipment.

  G. Alternative - Heavy Duty Tandem Plows

         1. As an alternative for the equipment specified in sections 10 A and 10 B, the City, with
            prior written approval of the project manager, may accept a heavy duty tandem axle
            truck as specified:
                  a) A heavy duty tandem axle truck (10 wheel) which is capable of carrying ten
                      tons of ballast while operating between a gross vehicle weight of 40,000 to
                      55,000 pounds.
                  b) Minimum rating of 260 horse power at factory specified engine speed.
                  c) Wheel base not to exceed 210 inches from the center of front axle to center of
                      rear axle.
                  d) The plow shall be a straight blade, eleven (11) feet wide and a minimum of
                      forty two (42) inches deep from the bottom of the cutting edge to the top of the
                      mold board. It shall be reversible to a 30 degree angle to the left or the right.
                      The plow shall have an automatic tripping device with a steel cutting edge.

SECTION 11. SNOW PLOWING SPECIFICATIONS

  A. The City will furnish a route map to the Contractor (see Exhibit A). Priority routes may be
     indicated on the maps. The priority routes must be plowed first, as City inspectors will be
     checking the Contractor’s progress by priority route sequence.

  B. The general standard for acceptable work shall be for the Contractor to plow the snow to the
     maximum width of sixteen (16) centered on each street in the assigned Region(s) to the extent
     possible Contractor must provide a smooth even driving surface free of ruts and depressions
     with no more than a total of three (3) inches of packed snow. All streets in the assigned
     Region(s) must be plowed to the satisfaction of the City’s CSRI within 12 hours.

  C. The Contractor Shall Be Responsible For Plowing:

         1. All City streets within the described boundaries of the Region(s).

         2. All Regional Transit District bus loops within the described boundaries of the route,
            unless noted as being excluded from this Contract.

  D. The Contractor Shall Not Be Responsible For The Following:

         1. Any roadway within the described boundaries which has been specifically deleted from
            the route map.

         2. Any City street outside the described boundary.

         3. Any private road, street, alley or drive within the described boundary.

         4. Any City and County park drives.


                                          Sample Agreement
      5. Any service road, exit ramp, entrance ramp, main lines of the interstate highways.

      6. Any school drives, unless noted on the boundary description sheets.

E. Plowing Requirements

      1. Plow streets approximately eight (8) feet on either side of the center of the street.

      2. Snow from the intersections must be plowed parallel to the curbs, not perpendicular to
         the curbs and/or roadways, so that no snow remains in the intersection. Intersections
         must be curved and snow deposited on tangent sections of streets beyond curved radii.
         Snow must not be pushed into the intersection curb or sidewalk area. Pedestrian
         crossings and ramps must be kept clear.

      3. Do not turn around in private drives.

      4. Plow at a speed which is sufficient to move the snow, but not excessive. Generally this
         is approximately ten (10) miles per hour.

      5. Plow with a loose hoisting chain so plow rides on casters or shoes.

      6. Raise plow blade sufficiently to clear all railroad tracks, manholes, valves and/or other
         street infrastructure.

      7. Do not pile snow against hydrants or street lights.

F. Report To CSRI Or The City’s Field Operation Manager Immediately:

      1. If you cannot start plowing at appointed time.

      2. If equipment breaks down while plowing.

      3. If any street cannot be plowed and reason why.

      4. If any damage is done to other vehicles or property.

      5. At completion of route.


G. Special Plowing Requirements

      1. One-way streets
             a) Streets shall be plowed to an approximate width of sixteen (16) feet in the
                designated direction of traffic. At no time shall the Contractor's operator plow
                a one-way street opposing traffic.

      2. Plowing dead-end streets



                                        Sample Agreement
                     a) The Contractor's operator shall not push snow into the end of a dead-end
                        street. Near the end of a dead-end street, he/she shall pick up the plow blade,
                        proceed to the end of the street, drop the blade and pull the snow back from
                        the end of the street far enough so that he/she can turn around and push the
                        snow out from the end of the street.

           3. Blocked streets
                   a) If a street is blocked, the Contractor's operator shall make every attempt to
                      bypass the blockage. If unable to bypass the blockage, the Contractor's
                      operator shall immediately inform the City’s Field Operation Manager and/or
                      the CCSI of the blockage. If the blockage is removed within a reasonable
                      time, the Contractor's operator will then plow the street.

           4. Curb Radii
                   a) The Contractor must assure that the intersections and curb radii are properly
                      cleared, with no residual snow left remaining in the street/ intersection. Care
                      must be taken not to block sidewalks and pedestrian ramps.

           5. Cul-de-Sacs
                   a) Special care must be taken to clean out cul-de-sacs. Specific details are to be
                      arranged with the CCSI.

           6. Hydrants and Street Lights
                  a) Snow shall not be plowed against or blocking hydrants and street lights.

SECTION 12.            INSURANCE AND INDEMNITY

    A. Insurance:
        (1)     General Conditions: Contractor agrees to secure, at or before the time of execution of
this Agreement, the following insurance covering all operations, goods or services provided pursuant
to this Agreement. Contractor shall keep the required insurance coverage in force at all times and for
three (3) years after termination of the Agreement. The required insurance shall be underwritten by an
insurer licensed or authorized to do business in Colorado and rated by A.M. Best Company as “A-
”VIII or better. Each policy shall contain a valid provision or endorsement stating “Should any of the
above-described policies be canceled or non-renewed before the expiration date thereof, the issuing
company shall send written notice to Denver Risk Management, 201 West Colfax Avenue, Dept. 1105,
Denver, Colorado 80202. Such written notice shall be sent thirty (30) days prior to such cancellation
or non-renewal unless due to non-payment of premiums for which notice shall be sent ten (10) days
prior.” Additionally, Contractor shall provide written notice of cancellation, non-renewal and any
reduction in coverage to the address above by certified mail, return receipt requested. If any policy is
in excess of a deductible or self-insured retention, the City must be notified by the Contractor.
Contractor shall be responsible for the payment of any deductible or self-insured retention. The
insurance coverages specified in this Agreement are the minimum requirements, and these
requirements do not lessen or limit the liability of the Contractor. The Contractor shall maintain, at its
own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its
obligations and liabilities under this Agreement.

       (2)    Proof of Insurance: Contractor shall provide a copy of this Agreement to its insurance
agent or broker. Contractor may not commence services or work relating to the Agreement prior to


                                             Sample Agreement
placement of coverage. Contractor certifies that the certificate of insurance attached as Exhibit C,
preferably an ACORD certificate, complies with all insurance requirements of this Agreement. The
City requests that the City’s contract number be referenced on the Certificate. The City’s acceptance
of a certificate of insurance or other proof of insurance that does not comply with all insurance
requirements set forth in this Agreement shall not act as a waiver of Contractor’s breach of this
Agreement or of any of the City’s rights or remedies under this Agreement. The City’s Risk
Management Office may require additional proof of insurance, including but not limited to policies
and endorsements.

        (3)    Additional Insureds: For Commercial General Liability, Auto Liability and Excess
Liability/Umbrella, Contractor and subcontractor’s insurer(s) shall name the City and County of
Denver, its elected and appointed officials, employees and volunteers as additional insured.

        (4)     Waiver of Subrogation: For all coverages, Contractor’s insurer shall waive subrogation
rights against the City.

        (5)    Subcontractors and Subconsultants: All subcontractors and subconsultants (including
independent contractors, suppliers or other entities providing goods or services required by this
Agreement) shall be subject to all of the requirements herein and shall procure and maintain the same
coverages required of the Contractor. Contractor shall include all such subcontractors as additional
insured under its policies (with the exception of Workers’ Compensation) or shall ensure that all such
subcontractors and subconsultants maintain the required coverages. Contractor agrees to provide proof
of insurance for all such subcontractors and subconsultants upon request by the City.

        (6)    Workers’ Compensation/Employer’s Liability Insurance: Contractor shall maintain the
coverage as required by statute for each work location and shall maintain Employer’s Liability
insurance with limits of $100,000 per occurrence for each bodily injury claim, $100,000 per
occurrence for each bodily injury caused by disease claim, and $500,000 aggregate for all bodily
injuries caused by disease claims. Contractor expressly represents to the City, as a material
representation upon which the City is relying in entering into this Agreement, that none of the
Contractor’s officers or employees who may be eligible under any statute or law to reject Workers’
Compensation Insurance shall effect such rejection during any part of the term of this Agreement, and
that any such rejections previously effected, have been revoked as of the date Contractor executes this
Agreement.

        (7) Commercial General Liability: Contractor shall maintain a Commercial General Liability
insurance policy with limits of $1,000,000 for each occurrence, $1,000,000 for each personal and
advertising injury claim, $2,000,000 products and completed operations aggregate, and $2,000,000
policy aggregate.

        (8) Business Automobile Liability: Contractor shall maintain Business Automobile Liability
with limits of $1,000,000 combined single limit applicable to all owned, hired and non-owned vehicles
used in performing services under this Agreement.
       (9)    Additional Provisions:

               (a)     For Commercial General Liability and Excess Liability, the policies must
provide the following:



                                            Sample Agreement
              (i)     That this Agreement is an Insured Contract under the policy;
              (ii)    Defense costs in excess of policy limits;
              (iii)   A severability of interests, separation of insureds or cross liability
                      provision; and
              (iv)    A provision that coverage is primary and non-contributory with other
                      coverage or self-insurance maintained by the City.

      (b)     For claims-made coverage:
              (i)       The retroactive date must be on or before the contract date or the first
                        date when any goods or services were provided to the City, whichever
                        is earlier.

      (c)     Contractor shall advise the City in the event any general aggregate or other
              aggregate limits are reduced below the required per occurrence limits. At their
              own expense, and where such general aggregate or other aggregate limits have
              been reduced below the required per occurrence limit, the Contractor will
              procure such per occurrence limits and furnish a new certificate of insurance
              showing such coverage is in force.

B. Defense and Indemnification:

   1. Contractor hereby agrees to defend, indemnify, reimburse and hold harmless City, its
   appointed and elected officials, agents and employees for, from and against all liabilities,
   claims, judgments, suits or demands for damages to persons or property arising out of,
   resulting from, or relating to the work performed under this Agreement (“Claims”), unless
   such Claims have been specifically determined by the trier of fact to be the sole negligence
   or willful misconduct of the City. This indemnity shall be interpreted in the broadest
   possible manner to indemnify City for any acts or omissions of Contractor or its
   subcontractors either passive or active, irrespective of fault, including City’s concurrent
   negligence whether active or passive, except for the sole negligence or willful misconduct
   of City.

   2. Contractor’s duty to defend and indemnify City shall arise at the time written notice of
   the Claim is first provided to City regardless of whether Claimant has filed suit on the
   Claim. Contractor’s duty to defend and indemnify City shall arise even if City is the only
   party sued by claimant and/or claimant alleges that City’s negligence or willful misconduct
   was the sole cause of claimant’s damages.

   3. Contractor will defend any and all Claims which may be brought or threatened against
   City and will pay on behalf of City any expenses incurred by reason of such Claims
   including, but not limited to, court costs and attorney fees incurred in defending and
   investigating such Claims or seeking to enforce this indemnity obligation. Such payments
   on behalf of City shall be in addition to any other legal remedies available to City and shall
   not be considered City’s exclusive remedy.

   4. Insurance coverage requirements specified in this Agreement shall in no way lessen or
   limit the liability of the Contractor under the terms of this indemnification obligation. The
   Contractor shall obtain, at its own expense, any additional insurance that it deems necessary
   for the City’s protection.


                                    Sample Agreement
         5. This defense and indemnification obligation shall survive the expiration or termination
         of this Agreement.

     C. Colorado Governmental Immunity Act: The Parties hereto understand and agree that the
        City is relying upon, and has not waived, the monetary limitations and all other rights,
        immunities and protection provided by the Colorado Governmental Act, § 24-10-101 et
        seq., C.R.S.

  SECTION 13.        SECURITY REQUIREMENTS

     A. Payment Bond. A properly executed Payment Bond, utilizing the form attached.as Exhibit
        D to this Contract or an alternative form acceptable to the City Attorney shall be submitted
        to the City at or before Contract execution. The required bond shall be for a penal sum of
        not less than Fifty Thousand Dollars ($50,000.00). Such Payment Bond, shall be furnished
        covering all Work performed hereunder.

     B. Alternate Security. In lieu of a bond, the Contractor may propose alternative security for
        the consideration of the Manager. Acceptance of any form of alternative security shall be
        in the sole discretion of the City and subject to approval as to form of the City Attorneys
        Office.

     C. Release. To obtain release of a payment security, the Contractor must have:

         1. Repaired all damages;
         2. Obtained sign-off from the Project Manager confirming that all obligations are
            complete.

SECTION 14.          MISCELLANEOUS PROVISIONS

  A. Conflict of Interest: The parties agree that no employee of the City shall have any personal or
     beneficial interest whatsoever in the services or property described herein and The Contractor
     further agrees not to hire or Contract for services any employee or officer of the City which
     would be in violation of the Denver Revised Municipal Code Chapter 2, Article IV, Code of
     Ethics, or Denver City Charter provisions 1.2.9 and 1.2.12.

  B. No Third Party Beneficiary: It is expressly understood and agreed that enforcement of the
     terms and conditions of this Contract, and all rights of action relating to such enforcement, shall
     be strictly reserved to the City 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 on such Contract. It
     is the express intention of the City and The Contractor that any person other than the City or
     The Contractor receiving services or benefits under this Contract shall be deemed to be an
     incidental beneficiary only.

  C. Supplementary Documents: The following documents are attached and/or incorporated herein
     and made part of this Contract:

         1. Exhibit “A”, Region and Sector Map(s)
         2. Exhibit “B”, Contractor’s Fee Proposal


                                           Sample Agreement
       3. Exhibit “C”, Certificate of Insurance
       4. Exhibit “D”, Payment Bond
       5. Exhibit “E”, Prevailing Wage Rates

   The terms and conditions of all Articles hereof, shall control over any contradictory or
   inconsistent terms and conditions which may be found or contained in the above referenced
   Exhibits.

D. Notices: Any notice given hereunder may be sent by first class mail, to a party at the address
   written below.

       If to the City:

           City and County of Denver
           Manager of Public Works
           201 West Colfax Avenue, Dept. 608
           Denver, CO 80204

                   And

           Project Manager
           City and County of Denver
           Street Maintenance Division
           2000 West Third Avenue
           Denver, Colorado 80223

   If to the Contractor:

           _______________________
           _______________________
           _______________________


   Each party may change its address from time to time by notice in writing to the other party.

E. No Discrimination in Employment: In connection with the performance of work under this
   Contract, The Contractor 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; and The Contractor further agrees to insert the
   foregoing provision in all subcontracts hereunder.

F. Wage Rate Requirements: In performance of all Work hereunder, the Contractor agrees to
   comply with and be bound by all requirements and conditions of the City's Payment of
   Prevailing Wages Ordinance, Sections 20-76 through 20-79, D.R.M.C. and any determinations
   made by the City pursuant thereto. Without limiting the foregoing, the work of drayage shall
   include all work performed by drivers and workers in connection with the hauling and transport
   of materials and debris, where such work is part of any continuous hauling or transport effort
   either originating or terminating directly upon the site of the work. Such drivers and workers


                                          Sample Agreement
        shall be paid at the then-current prevailing wage rates designated: HIGHWAY
        CONSTRUCTION PROJECTS, Prevailing Rate Schedule (Exhibit E), for all time spent loading,
        hauling and unloading materials and debris, regardless of the location of such work.

    G. No Employment of Illegal Aliens to Perform Work under this Agreement.

      1. This Agreement is subject to Division 5 of Article IV of Chapter 20 of the Denver Revised
Municipal Code, and any amendments (the “Certification Ordinance”).
        2.       The Contractor certifies that:
                (a)      At the time of its execution of this Agreement, it does not knowingly employ or
                           contract with an illegal alien who will perform work under this Agreement.
                (b)        It will participate in the E-Verify Program, as defined in § 8-17.5-101(3.7),
                           C.R.S., to confirm the employment eligibility of all employees who are newly
                           hired for employment to perform work under this Agreement.
        3.        The Contractor also agrees and represents that:
                (a)        It shall not knowingly employ or contract with an illegal alien to perform
                           work under the Agreement.
                (b)        It shall not enter into a contract with a subcontractor that fails to certify to the
                           Contractor that it shall not knowingly employ or contract with an illegal alien
                           to perform work under the Agreement.
                (c)        It has confirmed the employment eligibility of all employees who are newly
                           hired for employment to perform work under this Agreement, through
                           participation in the E-Verify Program.
                (d)         It is prohibited from using the E-Verify Program procedures to undertake
                           pre-employment screening of job applicants while performing its obligations
                           under the Agreement, and that otherwise requires the Contractor to comply
                           with any and all federal requirements related to use of the E-Verify Program
                           including, by way of example, all program requirements related to employee
                           notification and preservation of employee rights.
                (e)        If it obtains actual knowledge that a subcontractor performing work under the
                           Agreement knowingly employs or contracts with an illegal alien, it will
                           notify such subcontractor and the City within three (3) days. The Contractor
                           will also then terminate such subcontractor if within three (3) days after such
                           notice the subcontractor does not stop employing or contracting with the
                           illegal alien, unless during such three-day period the subcontractor provides
                           information to establish that the subcontractor has not knowingly employed
                           or contracted with an illegal alien.
                (f)         It will comply with any reasonable request made in the course of an
                           investigation by the Colorado Department of Labor and Employment under
                           authority of § 8-17.5-102(5), C.R.S, or the City Auditor, under authority of
                           D.R.M.C. 20-90.3.
        4. The Contractor is liable for any violations as provided in the Certification Ordinance. If
Contractor violates any provision of this section or the Certification Ordinance, the City may terminate
this Agreement for a breach of the Agreement. If the Agreement is so terminated, the Contractor shall
be liable for actual and consequential damages to the City. Any such termination of a contract due to a
violation of this section or the Certification Ordinance may also, at the discretion of the City, constitute
grounds for disqualifying Contractor from submitting bids or proposals for future contracts with the
City.


                                               Sample Agreement
H. Status of The Contractor:      The Contractor is an independent contractor retained to perform
   professional or technical services for limited periods of time. Neither the Consultant nor any of
   its employees are employees or officers of the City under Chapter 18 of the Denver Revised
   Municipal Code, or for any purpose whatsoever.

I. Assignment and Subcontracting: The City is not obligated under this Contract to any party
   other than The Contractor named herein. The Contractor shall not assign or subcontract with
   respect to any of its rights, benefits, obligations or duties under this Contract except upon prior
   written consent and approval of the City. In this respect, it is understood that The Contractor
   presently intends to subcontract all or most of the maintenance services to which it has agreed
   hereunder.

J. Examination of Records: The Contractor agrees that any duly authorized representative of the
   City shall, until the expiration of three (3) years after the final payment under this Contract,
   have access to and the right to examine any books, documents, papers and records of the
   Contractor, involving transactions related to this Contract.

K. When Rights and Remedies not Waived: In no event shall any payment by the City hereunder
   constitute or be construed to be a waiver by the City of any breach of covenant or any default
   which may then exist on the part of The Contractor, and the City’s action or inaction when any
   such breach or default shall exist shall not impair or prejudice any right or remedy available to
   the City with respect to such breach or default; and no assent, expressed or implied, to any
   breach of any one or more covenants, provisions or conditions of the Contract shall be deemed
   or taken to be a waiver of any other breach.

L. Dispute Resolution: It is the express intention of the parties to this Contract that all disputes of
   any nature whatsoever regarding the Contract including, but not limited to, any claims for
   compensation or damages arising out of breach or default under this Contract, shall be resolved
   by administrative hearing pursuant to the provisions of Section 56-106, DRMC or, with respect
   to appropriate issues involving Small Business Enterprise Contracting, by Section 28-33,
   DRMC. The Contractor expressly agrees that this dispute resolution process is the sole and
   only dispute resolution mechanism that will be recognized and employed by the parties for any
   claims put forward by the Contractor, notwithstanding any other claimed theory of entitlement
   on the part of the Contractor or its subcontractors or suppliers.

M. Applicability of Laws: This Contract and Contract between the Contractor and the City shall
   be deemed to have been made in the City and County of Denver, State of Colorado and shall be
   subject to, governed by and interpreted and construed in accordance with the laws of the State
   of Colorado and the Charter, the Revised Municipal Code, Rules, Regulations, Executive
   Orders and fiscal rules of the City. As such, the Contractor shall at all times comply with the
   provisions of the Charter, Revised Municipal Code, Rules, Regulations, Executive Orders and
   fiscal rules of the City, and those of the State of Colorado and Federal Laws and Rules and
   Regulations, which in any manner limit, control or apply to the actions or operations of the
   Contractor, any subcontractors, employees, agents or servants of the Contractor engaged in the
   Work or affecting the materials and equipment used in the performance of the Work, as the
   same may be, from time to time, promulgated, revised or amended. The Charter and Revised
   Municipal Code of the City, as the same may be amended from time to time, are hereby
   expressly incorporated into this Contract as if fully set out herein by this reference.



                                          Sample Agreement
N. Assignment Strictly Prohibited. The Contractor shall not assign or otherwise transfer, in whole
   or in part, any of its rights, benefits, claims, obligations, duties or entitlement to monies owed
   or which may become due under this Contract, except upon the prior written consent and
   approval of the Manager to such assignment.

O. Taxes, Charges and Damages. Except as provided in the City’s Prompt Payment ordinance,
   codified at DRMC Sections 20-107, 20-108 and 20-109, the City shall not be liable for the
   payment of any taxes, late charges, interest or LDs of any nature arising out of this Contract.

P. Contract as Complete Integration – Amendments: This Contract is intended as the complete
   integration of all understandings between the parties. No prior or contemporaneous or
   subsequent addition, deletion, or other amendment hereto shall have any force or effect, unless
   embodied herein in writing, and executed in the same manner as this Contract.

Q. Rights and Remedies Not Waived: No payment or failure to act under the Contract by the City
   shall constitute a waiver of any breach of covenant or default which may then exist on the part
   of the Contractor. No assent, expressed or implied, by either party to any breach of the
   Contract shall be held to be a waiver of any default or other breach.

R. Survival of Certain Provisions: The parties understand and agree that all terms, conditions and
   covenants of this Contract, together with the exhibits and attachments hereto, if any, any or all
   of which, by reasonable implication, contemplate continued performance or compliance beyond
   the expiration or termination of this Contract (by expiration of the term or otherwise), shall
   survive such expiration or termination and shall continue to be enforceable as provided herein.
   Without limiting the generality of the foregoing, the Contractor's obligations for the provision
   of insurance, for indemnity to the City and for preserving confidentiality of trade secrets and
   other information shall survive for a period equal to any and all relevant statutes of limitation,
   plus the time necessary to fully resolve any claims, matters, or actions begun within that period.

S. Contract Binding: It is agreed that this Contract shall be binding on and insure to the benefit
   of the parties hereto, their heirs, executors, administrators, successors and duly authorized
   assigns.

T. Paragraph Headings: The captions and headings set forth herein are for convenience of
   reference only and shall not be construed so as to define or limit the terms and provisions
   hereof.

U. Severability: It is understood and agreed by the parties hereto that, if any part, term, or
   provision of this Contract, except for the provisions of this Contract requiring prior
   appropriation and limiting the total amount to be paid by the City, is by the courts held to be
   illegal or in conflict with any law of the State of Colorado, the validity of the remaining
   portions or provisions shall not be affected, and the rights and obligations of the parties shall be
   construed and enforced as if the Contract did not contain the particular part, term or provision
   held to be invalid.

V. Counterparts: This Contract will be executed in two (2) counterparts or copies, each of which
   shall be deemed to be an original, and all of which taken together, shall constitute one and the
   same instrument.



                                          Sample Agreement
W. Legal Authority: The Contractor assures and guarantees that it possesses the legal authority,
   pursuant to any proper, appropriate and official motion, resolution or action passed or taken, to
   enter into this Contract. The person or persons signing and executing this Contract on behalf of
   the Contractor, does hereby warrant and guarantee that he/she or they have been fully
   authorized by The Contractor to execute this Contract on behalf of The Contractor and to
   validly and legally bind The Contractor to all the terms, performances and provisions herein set
   forth. The City shall have the right, at its option, to either temporarily suspend or permanently
   terminate this Contract, if there is a dispute as to the legal authority of either The Contractor or
   the person signing the Contract to enter into this Contract. The City shall not be obligated to
   pay the Contractor for any performance of the provisions of this Contract after the City has
   suspended or terminated this Contract as provided in this Subsection.



                     REMAINDER OF PAGE LEFT INTENTIONALLY BLANK




                                          Sample Agreement
        IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the day and
year first above written.
ATTEST:                                CITY AND COUNTY OF DENVER:


By: _______________________________ By: _______________________________
   STEPHANIE Y. O’MALLEY, Clerk          MAYOR
   and Recorder, Ex-Officio Clerk of the
   City and County of Denver

                                              RECOMMENDED AND APPROVED:


                                              By: _______________________________
                                                 Manager of Public Works

APPROVED AS TO FORM:           REGISTERED AND COUNTERSIGNED:
DAVID R. FINE
CITY ATTORNEY for the City and
County of Denver               By: _______________________________
                                  Manager of Finance

By: _______________________________           Contract Control No. _____________
   Assistant City Attorney
                                              By:________________________________
                                                 Auditor

                                              “CITY”

ATTEST: [If      required   by   Corporate
procedures]                                   Taxpayer (IRS) I.D. No. _____________

                                              By: _________________________________
By: _______________________________
                                              Name: _______________________________
Title: ______________________________         (please print)
                                              Title: _______________________________

                                              “CONTRACTOR”

Exhibit A - Region and- Sector Maps
Exhibit B - Contractor’s Fee Proposal
Exhibit C - Certificate of Insurance
Exhibit D - Payment Bond
Exhibit E – Prevailing Wage Rates




                                             Sample Agreement
Exhibit A – Region and Sector Maps




            Region Map
Exhibit B - Contractor’s Fee Proposal
  [TO BE INSERTED FROM RFP]




              Fee Proposal
Exhibit C - Certificate of Insurance




              Insurance
                                          Exhibit D- Payment Bond

                                   CITY AND COUNTY OF DENVER
                                   DEPARTMENT OF PUBLIC WORKS

                                PERFORMANCE AND PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned
                                                                                                                  ,
a corporation organized and existing under and by virtue of the laws of the State of                              ,
hereafter referred to as the "Contractor", and                                                                    ,
a corporation organized and existing under and by virtue of the laws of the State of                              ,
and authorized to transact business in the State of Colorado, as Surety, are held and firmly bound unto the CITY AND
COUNTY OF DENVER, a municipal corporation of the State of Colorado, hereinafter referred to as the "City", in the
penal sum of FIFTY THOUSAND DOLLARS AND NO CENTS ($50,000.00), lawful money of the United States of
America, for the payment of which sum, well and truly to be made, we bind ourselves and our heirs, executors,
administrators, successors and assigns, jointly and severally, firmly by these presents;

THE CONDITION OF THE FOREGOING OBLIGATION IS SUCH THAT:

WHEREAS, the above bounden Contractor has on the              day of                      , 20___ , entered into
a written contract with the aforesaid City for furnishing all labor and tools, supplies, equipment,
superintendence, materials and everything necessary for and required to do, perform and complete the
construction of CONTRACT NO. «CONTRACT_NO» RESIDENTIAL SNOW PLOWING PROJECT,
Denver, Colorado, and has bound itself to complete the project within the time or times specified or pay
liquidated damages, all as designated, defined and described in the said Contract and Conditions thereof, and in
accordance with the Plans and Technical Specifications therefore, a copy of said Contract being made a part
hereof;

NOW, THEREFORE, if the said Contractor shall and will, in all particulars well and truly and faithfully
observe, perform and abide by each and every Covenant, Condition and part of said Contract, and the
Conditions, Technical Specifications, Plans, and other Contract Documents thereto attached, or by reference
made a part thereof and any alterations in and additions thereto, according to the true intent and meaning in such
case, then this obligation shall be and become null and void; otherwise, it shall remain in full force and effect;

PROVIDED FURTHER, that if the said Contractor shall satisfy all claims and demands incurred by the
Contractor in the performance of said Contract, and shall fully indemnify and save harmless the City from all
damages, claims, demands, expense and charge of every kind (including claims of patent infringement) arising
from any act, omission, or neglect of said Contractor, its agents, or employees with relation to said work; and
shall fully reimburse and repay to the City all costs, damages, and expenses which it may incur in making good
any default based upon the failure of the Contractor to fulfill its obligation to furnish maintenance, repairs or
replacements for the full guarantee period provided in the Contract Documents, then this obligation shall be null
and void; otherwise it shall remain in full force and effect;

PROVIDED FURTHER, that if said Contractor shall at all times promptly make payments of all amounts
lawfully due to all persons supplying or furnishing it or its subcontractors with labor and materials, rental
machinery, tools or equipment used or performed in the prosecution of work provided for in the above Contract
and that if the Contractor will indemnify and save harmless the City for the extent of any and all payments in
connection with the carrying out of such Contract, then this obligation shall be null and void; otherwise it shall
remain in full force and effect;

PROVIDED FURTHER, that if the said Contractor fails to duly pay for any labor, materials, team hire,
sustenance, provisions, provender, gasoline, lubricating oils, fuel oils, grease, coal, or any other supplies or
materials used or consumed by said Contractor or its subcontractors in performance of the work contracted to be
done, or fails to pay any person who supplies rental machinery, tools or equipment, all amounts due as the result
of the use of such machinery, tools or equipment in the prosecution of the work, the Surety will pay the same in
any amount not exceeding the amount of this obligation, together with interest as provided by law;



                                            Performance and Payment Bond
PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change,
extension of time, alteration or addition to the terms of the Contract, or to contracts with others in connection
with this project, or the work to be performed thereunder, or the Technical Specifications and Plans
accompanying the same, shall in any way affect its obligation on this bond and it does hereby waive notice of
any change, extension of time, alteration or addition to the terms of the Contract, or contracts, or to the work, or
to the Technical Specifications and Plans.

IN WITNESS WHEREOF, said Contractor and said Surety have executed these presents as of this
              day of                         , 20 .



                                                          Contractor
Attest:
                                                          By:
                                                                   President
Secretary
                                                          Surety

                                                          By:
                                                                   Attorney-In-Fact


(Accompany this bond with Attorney-in-Fact's authority from the Surety to execute bond, certified to include
the date of the bond).

APPROVED AS TO FORM:                                      APPROVED FOR THE CITY AND COUNTY
Attorney for the City and County of                       OF DENVER
Denver

By:                                                       By:
          Assistant City Attorney                                  John W. Hickenlooper
                                                                   MAYOR


                                                          By:
                                                                   Guillermo V. Vidal
                                                                   MANAGER OF PUBLIC WORKS




                                            Performance and Payment Bond
Exhibit 5 – Prevailing Wage Rates




    HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
HIGHWAY Prevailing Wage Rates
                                                              ATTACHMENT FIVE
                                                   CITY AND COUNTY OF DENVER
                                                  DEPARTMENT OF PUBLIC WORKS
                                      BIDDER/CONTRACTOR/VENDOR/PROPOSER DISCLOSURE FORM



___________________________________                              ____________________________________
Bidding Entity’s/Proposer’s Name                                 Date this form was completed

___________________________________                              (____)_______________________________
Address                                                          Telephone Number

___________________________________                              _____________________________________
City, State, Zip Code                                            Name of Officer/Owner completing this Form

                                                    INSTRUCTIONS
1.        Section 20-69 of the Denver Revised Municipal Code provides that the public interest is best served by maximum disclosure of political
contributions made to candidates seeking election to City office by persons transacting business with the City and County of Denver. This
Disclosure Form was devised to insure that City Bidder/Contractor/Vendor/Proposers comply with all applicable requirements of Section 20-69,
D.R.M.C.

2.        Complete each applicable Section of this Form in accordance with the following instructions and return it to the appropriate City official as
directed.

3.       If your business entity has previously submitted a Form and the information provided in this previously submitted Form has not changed,
you need only complete Section 6 and return the Form.

4.        If your business entity has not previously submitted a Form or any of the information contained in a previously submitted Form has
changed, you must identify in Section 1 the name of each of the following for your business entity: (a) any director, (b) any officer, (c) any principal,
(d) any owner and (e) any shareholder who owns or controls 5% or more of your entity.

5.         If you are required to complete Section 1, you must also EITHER:
           (A)       Identify in Section 2, for each person listed in Section 1, that person’s spouse, if any, and any children of that person, under the
age of eighteen (18);
                                                               OR
           (B)       Identify in Section 3, any person listed in Section 1 and any spouse or age eighteen (18) or under child of any person listed in
Section 1 that made a CONTRIBUTION, as defined in D.R.M.C. 15-32, to any CANDIDATE, as also defined in D.R.M.C. 15-32, during the last
five (5) years,
                                                              AND
           Certify in Section 4 that, except as disclosed in Section 3, no other person listed in Section 1 or any spouse or child under the age of
eighteen (18) of any person listed in Section 1 made a contribution to any candidate, as these terms are defined in D.R.M.C. 15-32, during the last
five (5) years.

6.       And finally, if your bid/contract/purchase order/proposal includes subcontractors, subconsultants or suppliers receiving more than
$100,000.00 for any work performed, materials provided or services rendered or your business entity has a collective bargaining agreement with any
union, you must identify each such subcontractor/subconsultant/supplier and each such union in Section 5.




               CE01266                                                    RFP                                 Residential Snow Plowing
SECTION 1. MUST BE FILLED OUT BY ALL BIDDER/PROPOSERS/CONTRACTORS/VENDORS:
Identify below each individual having the noted relationship with the business entity listed above. Show appropriate letter in the box to the left. A =
Officer, B= Director, C = Principal, D = Owner, E= Controller of 5% or more of the stock. If more than one category applies, show in second box.
1. [ ] [ ] _________________________________                      9. [ ] [ ] ________________________________
2. [ ] [ ] _________________________________                     10. [ ] [ ] ________________________________
3. [ ] [ ] _________________________________                     11. [ ] [ ] ________________________________
4. [ ] [ ] _________________________________                     12. [ ] [ ] ________________________________
5. [ ] [ ] _________________________________                     13. [ ] [ ] ________________________________
6. [ ] [ ] _________________________________                     14. [ ] [ ] ________________________________
7. [ ] [ ] _________________________________                     15. [ ] [ ] ________________________________
8. [ ] [ ] _________________________________                     16. [ ] [ ] ________________________________
EITHER FILL OUT SECTION 2 OR SECTION 3 AND SECTION 4 IF APPLICABLE.
SECTION 2. Identify below each individual that is the spouse or a child under the age of eighteen (18) of any individual listed in Section 1 above.
Use the first box to designate relationship as follows; F = Spouse, G = Child under 18. Use the second box to identify relationship to person listed in
Section 1 above. For example, if on Line 3 of Section 1 the name of John Doe is listed and his spouse, Jane Doe is listed on line 7 of Section 2, the
number 3 should be placed in the second box of line 7 of Section 2.
1. [ ] [ ] _________________________________                      9. [ ] [ ] ________________________________
2. [ ] [ ] _________________________________                     10. [ ] [ ] ________________________________
3. [ ] [ ] _________________________________                     11. [ ] [ ] ________________________________
4. [ ] [ ] _________________________________                     12. [ ] [ ] ________________________________
5. [ ] [ ] _________________________________                     13. [ ] [ ] ________________________________
6. [ ] [ ] _________________________________                     14. [ ] [ ] ________________________________
7. [ ] [ ] _________________________________                     15. [ ] [ ] ________________________________
8. [ ] [ ] _________________________________                     16. [ ] [ ] ________________________________
SECTION 3. DISCLOSURE OF CONTRIBUTION BY PERSONS LISTED IN SECTION 1 AND DISCLOSURE OF ANY SPOUSE OR CHILD
UNDER THE AGE OF EIGHTEEN (18) OF A PERSON LISTED IN SECTION 1 WHO HAS MADE A CONTRIBUTION:
List the names of any person listed in Section 1 who has made a contribution and the name of any spouse or child under the age of eighteen (18) of
any person listed in Section 1 who has made a contribution during the last five (5) years. Use the first box to identify the person: A = Officer, B =
Director, C = Principal, D = Owner, E = Controller of 5% or more of the stock, F = Spouse, G= Child under 18, use the second box to identify
relationship of spouse or child listed to person listed in Section 1.
1. [ ] [ ] _________________________________                      9. [ ] [ ] ________________________________
2. [ ] [ ] _________________________________                     10. [ ] [ ] ________________________________
3. [ ] [ ] _________________________________                     11. [ ] [ ] ________________________________
4. [ ] [ ] _________________________________                     12. [ ] [ ] ________________________________
5. [ ] [ ] _________________________________                     13. [ ] [ ] ________________________________
6. [ ] [ ] _________________________________                     14. [ ] [ ] ________________________________
7. [ ] [ ] _________________________________                     15. [ ] [ ] ________________________________
8. [ ] [ ] _________________________________                     16. [ ] [ ] ________________________________
SECTION 4. BIDDER/CONTRACTOR/VENDOR/PROPOSER CERTIFIED STATEMENT IN LIEU OF DISCLOSURE.
I hereby certify that, except as listed above, no officer, director, shareholder who owns or controls 5% or more of the business entity, principal, owner
or his or her spouse or child under eighteen years of age has made a contribution, as defined in Section 15-32 D.R.M.C., or a contribution in kind, as
defined at Section 15-32 D.R.M.C., to a candidate, as defined at Section 15-32 D.R.M.C., during the last five years.
_______________________________________________
Authorized Signature of Officer/Owner of Business Entity




               CE01266                                                    RFP                                 Residential Snow Plowing
SECTION 5. DISCLOSURE OF SUBCONTRACTORS, SUPPLIERS AND UNIONS. List the names of any unions with which your entity has
a collective bargaining agreement and the names of any subcontractors or suppliers whose share of the amount to be paid by the City for this contract,
purchase order or proposal will exceed One Hundred Thousand Dollars ($100,000.00), identifying them in the box provided as follows: H =
Subcontractor, I = Supplier, J = Union.

1. [ ] [ ] _________________________________                   9. [ ] [ ] ________________________________
2. [ ] [ ] _________________________________                  10. [ ] [ ] ________________________________
3. [ ] [ ] _________________________________                  11. [ ] [ ] ________________________________
4. [ ] [ ] _________________________________                  12. [ ] [ ] ________________________________
5. [ ] [ ] _________________________________                  13. [ ] [ ] ________________________________
6. [ ] [ ] _________________________________                  14. [ ] [ ] ________________________________
7. [ ] [ ] _________________________________                  15. [ ] [ ] ________________________________
8. [ ] [ ] _________________________________                  16. [ ] [ ] ________________________________
SECTION 6. CERTIFIED STATEMENT OF PREVIOUS DISCLOSURE.
I hereby certify that the information required to be disclosed by Section 20-69(d) D.R.M.C. [i.e. the information contained in responses to Sections
1, 2, 3, 4, 5 and 6 of this Form] for _________________________________ has previously been furnished
Name of Entity
to the City and County of Denver and is on file with the City Clerk and further certify that such information is current as of the date indicated below.



_____________________________________________                         _____________________________
Authorized Signature of Officer/Owner of                                                      Date
Business Entity




               CE01266                                                   RFP                                 Residential Snow Plowing

				
DOCUMENT INFO
Description: Residential Snow Plowing Agreement document sample