HomeMy WebLinkAbout26-05 Approving an Agreement for Professional Services with LRE Water 01-21-2026RESOLUTION NO. 26-05
A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE,
COLORADO, APPROVING AN AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE TOWN OF FIRESTONE AND LRE WATER
WHEREAS, LRE Water, ("LRE"), provides water engineering consulting services for the
Town of Firestone ("Town") which includes, developing strategies and tactics to manage and
direct projects and initiatives related to; water rights and water supply, water delivery, reuse of
water and the review and update as necessary strategies for the delivery of water to the Town from
multiple sources, and advise and consult the Town regarding intergovernmental agreements; and
WHEREAS, LRE is also involved in the implementation of the Town's Water Action Plan
and provides services to the Town's Water Counsel for pending water court matters; and
WHEREAS, LRE has performed such services for the Town since 2017 and given their
skill, experience and expertise, it is in the best interest of the Town to continue its relationship with
LRE.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF
THE TOWN OF FIRESTONE, COLORADO:
The Agreement for Professional Services between the Town of Firestone and LRE Water,
Inc., is approved in substantially the same form as the copy attached hereto and made a part of
this resolution, and the Mayor is authorized to sign the Agreement.
PASSED AND ADOPTED this 21" day of January, 2026.
TOWN OF S E, COLORADO
M
Don Con
AT ST::'/��f1ONE
Missy Carranco, Deputy Town Clerk <t
APPRO TO FORM:
Mar eith MalSrTown Attorney
AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES (the "Agreement") is made and entered into
this 1st day of January, 2026 (the "Effective Date'), by and between the TOWN OF FIRESTONE, a Colorado
municipal corporation with an address of 9950 Park Avenue, Firestone, Colorado 80504 (the "Town"), and
LRE Water, an independent Contractor with a principal place of business at 1221 Auraria Parkway, Denver,
Colorado 80204 ("Contractor ') (each a "Party" and collectively the "Parties").
WHEREAS, the Town requires professional services and
WHEREAS, Contractor has held itself out to the Town as having the requisite expertise and
experience to perform the required professional services.
NOW, THEREFORE, for the consideration hereinafter set forth, the receipt and sufficiency of which
are hereby acknowledged, the Parties agree as fellows:
SCOPE OF SERVICES
A. Contractor shall furnish all labor and materials required for the complete and prompt execution
and performance of all duties, obligations, and responsibilities which are described or reasonably
implied from the Scope of Services set forth in Exhibit A, attached hereto and incorporated
herein by this reference and known as Water Engineering Consulting Services
B. A change in the Scope of Services shall not be effective unless authorized as a modification to
this Agreement. If the Contractor proceeds without such written authorization, Contractor shall
be deemed to have waived any claim for additional compensation, including a claim based on
the theory of unjust enrichment, quantum merit or implied contract. Except as expressly provided
herein, no agent, employee, or representative of the Town is authorized to modify any term of
this Agreement, either directly or implied by a course of action.
II. TERM AND TERMINATION
A. This Agreement shall commence on the Effective Date and shall have an initial term of two years
from the effective date. Upon expiration of the initial term, this agreement shall automatically
renew for a period of two years.
B. Either Party may serve the other with notice of a desire to amend, supplement or renegotiate
specific section(s) of this agreement, in whole or in part. Such notice shall be provided in writing
by either Party to the other not more than one hundred and twenty (120) calendar days prior to
the anniversary date of this Agreement.
In consideration for the completion of the Scope of Services by Contractor, the Town shall pay
Contractor an amount not to exceed $608,000.00. This amount shall include all fees, costs and
expenses incurred by Contractor, and no additional amounts shall be paid by the Town for such
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fees, costs, and expenses. Contractor may submit periodic invoices, which shall be paid by the
Town within 30 days of receipt.
IV. PROFESSIONAL RESPONSIBILITY
A. Contractor hereby warrants that it is qualified to assume the responsibilities and render the
services described herein and has all requisite corporate authority and professional licenses in
good standing required by law. The work performed by Contractor shall be in accordance with
generally accepted professional practices and the level of competency presently maintained by
other practicing professional firms in the same or similar type of work in the applicable
community. The work and services to be performed by Contractor hereunder shall be done in
compliance with applicable laws, ordinances, rules, and regulations, including the preference for
Colorado Labor set forth in C.R.S. Article 17 Title 8.
B. The Town's review, approval or acceptance of, or payment for any services shall not be
construed to operate as a waiver of any rights under this Agreement or of any cause of action
arising out of the performance of this Agreement.
C. Because the Town has hired Contractor for its professional expertise, Contractor agrees not to
employ Sub -Contractor s to perform any work except as expressly set forth in the Scope of
Services.
V. OWNERSHIP
A. Any materials, items, and work specified in the Scope of Services, and any and all related
documentation and materials provided or developed by the Contractor shall be exclusively
owned by the Town. The contractor expressly acknowledges and agrees that all work performed
under the Scope of Services constitutes "work made for hire." To the extent, if at all, that it does
not constitute a "work made for hire," the Contractor hereby transfers, sells, and assigns to the
Town all of its right, title, and interest in such work. The Town may, with respect to all or any
portion of such work, use, publish, display, reproduce, distribute, destroy, alter, retouch, modify,
adapt, translate, or change such work without providing notice to or receiving consent from the
Contractor.
B. If the Town reuses or makes any modification to Contractor's designs, documents or work
product without the prior written authorization of the Contractor, the Town agrees, to the fullest
extent permitted by law, to release the Contractor, its officers, directors, employees and sub -
Contractors from all claims and causes of action arising from such uses, and shall to the extent
permitted by law indemnify and hold them harmless from all costs and expenses, including the
cost of defense, related to claims and causes of action to the extent such costs and expenses
arise from the Town's modification or reuse of the documents.
C. The Town expressly acknowledges and agrees that the documents and data to be provided by
Contractor under the Agreement may contain certain design details, features and concepts from
the Contractor's own practice detail library, which collectively may form portions of the design for
the Project, but which separately are, and shall remain, the sole and exclusive property of
Contractor. Nothing herein shall be construed as a limitation on the Contractor's right to re -use
such component design details, features and concepts on other projects, in other contexts or for
other clients.
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VI.
Contractor is an independent Contractor. Notwithstanding any other provision of this Agreement,
all personnel assigned by Contractor to perform work under the terms of this Agreement shall
be, and remain at all times, employees or agents of Contractor for all purposes. The contractor
shall make no representation that it is a Town employee for any purposes.
VII. INSURANCE
A. Contractor agrees to procure and maintain, at its own cost, a policy or policies of insurance
sufficient to insure against all liability, claims, demands, and other obligations assumed by
Contractor pursuant to this Agreement. At a minimum, the Contractor shall procure and maintain
and shall cause any Sub -Contractor to procure and maintain, the insurance coverages listed
below, with forms and insurers acceptable to the Town.
1. Worker's Compensation insurance as required by law.
2. Commercial General Liability insurance with minimum combined single limits of
$1,000,000 each occurrence and $2,000,000 general aggregate. The policy shall be
applicable to all premises and operations and shall include coverage for bodily injury,
broad form property damage, personal injury (including coverage for contractual and
employee acts), blanket contractual, products, and completed operations. The policy
shall contain a severability of interests provision, and shall include the Town and the
Town's officers, and employees, Contractor as additional insureds. No additional insured
endorsement shall contain any exclusion for bodily injury or property damage arising
from completed operations.
3. Professional liability insurance with minimum limits of $1,000,000 each claim and
$2,000,000 general aggregate.
B. Such insurance shall be in addition to any other insurance requirements imposed by law. The
coverages afforded under the policies shall not be canceled, terminated or materially changed
without at least 30 days prior written notice to the Town. In the case of any claims -made policy,
the necessary retroactive dates and extended reporting periods shall be procured to maintain
such continuous coverage. Any insurance carried by the Town, its officers, and its employees
Contractor shall be excess and not contributory insurance to that provided by Contractor. The
contractor shall be solely responsible for any deductible losses under any policy.
C. Contractor shall provide to the Town a certificate of insurance as evidence that the required
policies are in full force and effect. The certificate shall identify this Agreement.
VIII.
A. Contractor agrees to indemnify and hold harmless the Town and its officers, insurers, volunteers,
representative, agents, employees, heirs and assigns from and against all claims, liability, damages,
losses, expenses and demands, including attorney fees, on account of injury, loss, or damage,
including without limitation claims arising from bodily injury, personal injury, sickness, disease,
death, property loss or damage, or any other loss of any kind whatsoever, which arise out of or
are in any manner connected with this Agreement if such injury, loss, or damage is caused in
whole or in part by, the act, omission, error, professional error, mistake, negligence, recklessness
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or other fault of Contractor, any Sub -Contractor of Contractor, or any officer, employee,
representative, or agent of Contractor, or which arise out of a worker's compensation claim of
any employee of Contractor or of any employee of any Sub -Contractor of Contractor. Contractors
liability under this indemnification provision shall be to the fullest extent of, but shall not exceed, that
amount represented by the degree or percentage of negligence or fault attributable to Contractor,
any Sub -Contractor of Contractor, or any officer, employee, representative, or agent of Contractor
or of any Sub -Contractor of Contractor.
B. If the Contractor is providing architectural, engineering, surveying or other design services under
this Agreement, the extent of the Contractors obligation to indemnify and hold harmless the Town
may be determined only after the Contractors liability or fault has been determined by adjudication,
alternative dispute resolution or otherwise resolved by mutual Agreement between the Parties, as
provided by C.R.S. § 13-50.5-102(8)(c).
IX. CHANGE ORDERS
A. Change Order is a written instrument issued after execution of the Agreement signed by Town
and Contractor, stating their Agreement, as applicable, upon all of the following:
1. The scope of the change in the Work;
2. The amount of the adjustment to the Contract Price and
3. The extent of the adjustment to the Contract Times(s).
B. All changes in the Work authorized by the applicable Change Order shall be performed under
the applicable conditions of the Contract Documents. Town and Contractor shall negotiate in
good faith and as expeditiously as possible the appropriate adjustment of such changes.
X. MISCELLANEOUS
A. Governing Law and Venue. This Agreement shall be governed by the laws of the State of
Colorado, and any legal action concerning the provisions hereof shall be brought in Weld County,
Colorado.
B. No Waiver. Delays in enforcement or the waiver of any one or more defaults or breaches of this
Agreement by the Town shall not constitute a waiver of any of the other terms or obligations of
this Agreement.
C. Integration. This Agreement constitutes the entire Agreement between the Parties, superseding
all prior oral or written communications.
D. Third Parties. There are no intended third -party beneficiaries to this Agreement.
E. Notice. Any notice under this Agreement shall be in writing and shall be deemed sufficient when
personally presented or sent pre -paid, first-class United States Mail to the Party at the address
set forth on the first page of this Agreement.
F. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to
be unlawful or unenforceable for any reason, the remaining provisions hereof shall remain in full
force and effect.
G. Modification. This Agreement may only be modified upon written Agreement of the Parties.
H. Assignment. Neither this Agreement nor any of the rights or obligations of the Parties shall be
assigned by either Party without the written consent of the other.
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I. Governmental Immunity. The Town and its officers, and employees, are relying on, and do not
waive or intend to waive by any provision of this Agreement, the monetary limitations or any
other rights, immunities or protections provided by the Colorado Governmental Immunity Act,
C.R.S. § 24-10-101, et seq., as amended, or otherwise available to the Town and its officers,
attorneys or employees.
J. Rights and Remedies. The rights and remedies of the Town under this Agreement are in addition
to any other rights and remedies provided by law. The expiration of this Agreement shall in no
way limit the Town's legal or equitable remedies, or the period in which such remedies may be
asserted, for work negligently or defectively performed.
K. Subject to Annual Appropriation. Consistent with Article X, § 20 of the Colorado Constitution,
any financial obligation of the Town not performed during the current fiscal year is subject to
annual appropriation, shall extend only to monies currently appropriated, and shall not constitute
a mandatory charge, requirement, debt or liability beyond the current fiscal year.
L. Representative Authority. Each person signing this Agreement represents and warrants that he
or she is duly authorized and has the legal capacity to execute the Agreement.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
OF
ATTEST:
. /r q/� �`TOW�w `'
a,IveO a SEA
Missy Carranco, Deputy Town Clerk `!
AP OV A
a Keith Ma n Attorney
LRE Water
By:
Ane)ce,w Cast_
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EXHIBIT A
SCOPE OF SERVICES
Task
Task
Task Description
No.
General
€Collaboration with Firestone .staff tand'members of the consultant
Services &
water team to develop strategies and tactics ito manage and 4 w
Program
rand
direct projects and initiatives related to water rights water supply,
Management
water deliveryand other water projects. Work 1with `,other parties ;+
andagencies needed and directed Create and evaluate wafer
supply yand imanagernentinitiatives. Review and update as,
necessary :strategies ��for delNeryof*C-BT Windy Gap'NISP, &�
native Ksources (Tier and Tier 2) to Firestone Develop
,water ,1
,strategies forreuse of supplies. Advise and consutton updates and
A
: amendments tosIntergovernmental ea reementsasaneeded. „ st.
1
Water Court
Participation as disclosed experts in pending Water Court
Opposition
applications where Firestone has filed a statement of opposition to
Support
prevent injury to the Town's water rights. Consists of settlement
negotiation meetings with the applicant and preparation of
engineering reports.
2,Water
R fights .:
Daily operaboviand maintenance of Fvestone's4wate accounting
ArccountingYand
Communication with Town en Ineers and,consultants r ardor y
gam. s"
"
Administration .
twate� operations x 9
3
Water Quality
Continued execution of the current Water Quality Sampling and
Sampling and
Analysis Plan including summary data analysis and archive of lab
Analysis
results for compliance and reporting.
4p ; ,
Case No
rParticipation 4as disclosed experts in Case. No 23CW3009 where
23CW3009
Firestone is the applicant Settiernenti negotiationsare xongoing sand
•
(Firestone ,
settlement +should ;be neached m":2026 Budget includes settlement's
•eReservoir
No
negotiation= meetings and additional engineering analysis Expert
3)Support
testirnony at trial is not expected and is not Included in this budget:
G `
n.
All work for this`fob number "should lconclude in 2026:
5
Case No.
Participation as disclosed experts in Case No. 24CW3062, where
24CW3062 &
Firestone is the applicant. Settlement negotiations are ongoing.
RuralLBD
Budget includes participation in settlement negotiation meetings
Water Right
and additional engineering analysis.
Support
6
•CasetNo
rParticipation as disclosed experts in Case No.24 CW31.66,wwherre, `
24CW3166
Firestone is the applicant.{Budget includes responses to technical
comments and questions from opposers aslwell nas participation in
rsettlement negotiation meetings_; Including additional x,
hydrogeologicafmvestigations of; alluvial „well tlocations may be
'
required
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Godding Ditch
Participation as disclosed experts in a Water Court application to be
Water Right
filed by Firestone later in 2025. Budget includes negotiation and
Support
correspondence with the Highland South Side Ditch Company,
preparation of a preliminary engineering report and substitute water
supply plan, settlement negotiation meetings with Water Court
opposition parties, and additional engineering analysis and
revisions to the preliminary engineering. Includes preparation of a
26(a)(2) Disclosure Report filed in late 2026. No expert testimony
will occur for this case in 2026.
8
Last Chance
Participation as disclosed experts m aXWater Court application to be
Ditch Water
filed by. Firestone later inf2025 =Budget includes negotiation and.
Right Support
;correspondence with the,LastChance Ditch aCompany, preparation
ofaRpreliminary engineering report and substitute water supply plan,
,,.
settlement negotiation meetings with Water Court opposition
parties and additional engineering aanalysis fand revisions to they
p eliminary engineering Includespreparationof a 26(a)(2)�t +a =9
Disclosure, Reports filed in late s2026 No expert testimony will occur
for this case in 2026.
9
New Coal
Participation as disclosed experts in a Water Court application to be
Ridge Ditch
filed by Firestone in 2026. Budget includes negotiation and
Water Right
correspondence with the New Coal Ridge Ditch Company,
Support
preparation of a preliminary engineering report and substitute water
supply plan, settlement negotiations with Water Court opposition
parties, and additional engineering analysis and revisions to the
preliminary engineering.
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