HomeMy WebLinkAbout20131050.tiffRESOLUTION
RE: APPROVE PROFESSIONAL SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN
- WOW BUBBLES, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Professional Service Agreement between
the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, on behalf of the Weld County Fair Board, and WOW Bubbles, LLC, commencing from the
date of execution by the Board of County Commissioners, for the 2013 Weld County Fair, with
further terms and conditions being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of
which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Professional Service Agreement between the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the
Weld County Fair Board, and WOW Bubbles, LLC, be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 1st day of May, A.D., 2013.
BOARD OF TY COMMISSIONERS
WELD COLORADO
ATTEST:
Weld County Clerk to the B
BY:
Deputy Clerk to the Boar
APP
Date of signature:
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William F. Garcia, Chair
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ougls Rademadher, Pro-Tem
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Mike Freeman
EXCUSED
Barbara Kirkmeyer
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2013-1050
EX0026
Weld County Board Of Commissioners
WOW Bubbles LLC.
Professional Services Agreement 2013 Weld County Fair
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THIS AGREEMENT is made this 7j 1 day of JC,{n , 2013, by and between the
Board of County Commissioners of Weld County, Colorado, 1150 L/Str , Greeley, Colorado 80632,
hereinafter referred to as "County," on behalf of the Weld County Fair Board, and WOW Bubbles LLC., 905
McIntire Street, Boulder, CO 80829, represented by Stephanie Sloim, hereinafter referred to as "Contractor."
WITNESSETH, County and Contractor, for the mutual promises and consideration hereinafter set forth,
agree as follows:
SECTION I - SERVICES AND RESPONSIBILITIES OF CONTRACTOR
1. Contractor shall provide all necessary personnel and equipment to provide recreational rides to the public
inside inflatable bubbles floating on water (hereinafter "Event") for the 2013 Weld County Fair on July 26,
27, 28, 2013 at the Island Grove Park in Greeley, Colorado.
2. Bubble rides shall be offered to the public from 9:00 a.m. to 5:00 p.m. on July 26th and 27 and 8:00 a.m. to
4:00 pm on July 28th bubbles shall be available for rides at all times.
3. The Contractor shall not charge any member of the public for participating in the Event and the only
compensation Contractor shall receive is detailed in Section IV of this Agreement.
4. Contractor shall, as part of putting on the Event, be responsible for providing the following:
a. Plastic bubbles, wading pool, sun canopy, safety fencing, any additional equipment necessary to produce
the Event, and a sufficient number of trained personnel to ensure the safe and efficient operation of the
Event.
b. Insurance Requirements.
Commercial General Liability Insurance. Contractor shall furnish to County a certificate of
insurance for commercial general liability upon notification of award and prior to Event. The
commercial general liability insurance policy shall, at a minimum, include coverage for property
damage and bodily injury covering injuries to Contractor, Contractor's employees, participants,
audience members, volunteers, or any other person in attendance at the Weld County Fair arising out
of the Event's activities. The comprehensive general liability insurance shall be in the following
minimum amounts:
Each Occurrence
General Aggregate
$1,000,000
$1,000,000
Contractor's comprehensive general liability insurance policy or certificate of insurance shall be
issued to include Weld County as an additional insured party and policy or certificate of insurance
shall be endorsed to state that coverage shall not be suspended, voided, or cancelled without thirty
(30) days prior written notice to the County by certified mail, return receipt requested. Contractor
agrees that Contractor's comprehensive general liability insurance shall be the primary coverage for
any and all losses or injuries resulting from Contractor's activities pursuant to this Agreement.
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Work shall not commence under this Agreement until Contractor has submitted to the County and
received approval thereof.
ii. Contractor agrees to maintain automobile liability insurance as required by Colorado State statutes
for all automobiles associated with performance of the Contractor's obligations under this
Agreement. Where applicable, Contractor further agrees to maintain Workman's Compensation
Insurance as required by Colorado State statutes.
iii. All insurers of Contractor must be licensed or approved to do business in the State of Colorado.
iv. Any and all deductibles contained in any insurance policy referred to in this Agreement shall be
assumed solely by, and at the sole risk, of Contractor.
v. At any time during the term of this Agreement, the County may require Contractor to provide proof
of the insurance coverage or policies required herein. Upon failure of Contractor to furnish, deliver
and/or maintain such insurance as provided herein, this Agreement. at the County's election, may be
immediately declared suspended, discontinued, or terminated. Failure of Contractor to obtain and/or
maintain any required insurance shall not relieve Contractor from any liability under this Agreement,
nor shall the insurance requirements be construed to conflict with any of the Contractor's
indemnification obligations.
SECTION II - RESPONSIBILITES OF COUNTY
County shall provide the following to Contractor:
1. An area at Island Grove Park sufficient for Contractor to operate the Event.
2. Access to sufficient water and electrical service to enable Contractor to operate the Event.
SECTION III — TERM
The term of this Agreement shall commence upon the date of execution by both the Contractor and the
County, and end on July 28, 2013, after the completion of the Event and any associated clean up or post -Event
activities.
SECTION IV — PAYMENT AND FEE SCHEDULE
Contractor shall receive a total payment of four thousand five hundred dollars ($4,500.00) for putting on
the Event pursuant to the terms of this Agreement. Payment shall be made upon satisfactory completion of the
last day of the Event on July 28, 2013. County shall not be obligated to pay any further costs or expenses
associated with Contractor.
In the event Contractor does not perform the Event as specified in this Agreement for the full 3days,
July 26th to 28th, Contractor shall be paid $1,500.00 for each full day upon which the Event was performed
pursuant to the terms of this Agreement. Contractor shall not be paid for partial days.
SECTION V - INDEPENDENT CONTRACTOR
Contractor acknowledges that it is an independent contractor and that pursuant to the Workers'
Compensation Act 8-40-202(2)(b)(IV), C.R.S., as amended, Contractor understands that it and its employees
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and servants are not entitled to workers' compensation benefits from County. Contractor further understands
that it is solely obligated for the payment of federal and state income tax on any moneys earned pursuant to this
Agreement.
SECTION VI - INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the Weld County Fair Board, its officers, agents,
employees, and volunteers, and County, its officers, agents, employees, and volunteers, from and against any
and all claims, suits, expenses, damages, or other injury to persons, entities, or property caused or sustained by
any person(s) during the term of this Agreement resulting from Contractor's Event or failure to perform
pursuant to the terms of this Agreement.
Notwithstanding the expiration of this Agreement upon the expiration of the term specified in Section III
of this Agreement, or termination of this Agreement pursuant to Section VII of this Agreement, this Section VI
regarding indemnification shall survive the expiration or termination of this Agreement.
SECTION VII - TERMINATION
Time is of the essence in the Event of this Agreement. If Contractor is unable to provide the services
required by this Agreement during the specified term of this Agreement, Contractor shall be deemed to have
breached this Agreement and County may obtain said services of another and pursue an appropriate remedy for
such breach pursuant to the laws of the State of Colorado. Either party may terminate this Agreement for cause.
An aggrieved party must first notify the other party of the outstanding issue and allow one day to cure or such
longer period of time as is mutually agreed upon by the parties. In the Event such issue is not cured within the
cure period, the aggrieved party may terminate the Agreement and pursue any remedy recognized by Colorado
law.
SECTION VIII - MUTUAL UNDERSTANDINGS
1. Integration of Understanding. This Agreement contains the entire understanding of the parties hereto and
neither it, nor the rights and obligations hereunder, may be changed, modified, or waived except by an
instrument in writing that is signed by the parties hereto.
2. Parties Interested Herein. Nothing expressed or implied in this Agreement is intended or shall be construed
to confer upon or to give to any person other than the parties to this Agreement any right, remedy, or claim
under or by reason of this Agreement of any covenant, terms, conditions, or provisions hereof. All
covenants, terms, conditions, and provisions in this Agreement, by and on behalf of County and Contractor,
shall be for the sole and exclusive benefit of County and Contractor.
3. Severability. If any provision of this Agreement is determined to be unenforceable or invalid for any
reason, the remainder of this Agreement shall remain in effect, unless otherwise terminated in accordance
with the terms contained herein.
4. Authorization. Each party represents and warrants that it has the power and ability to enter into this
Agreement, to grant the rights granted herein and to perform the duties and obligations herein described.
5. Compliance with Law. Contractor shall strictly comply with all applicable federal, State of Colorado, and
County laws, rules and regulations in effect or hereafter established, including without limitation, laws
applicable to discrimination and unfair employment practices.
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6. Choice of Law and Venue. Colorado law, and rules and regulations established pursuant thereto, shall be
applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or
incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and
void. Venue for any legal dispute associated with this Agreement shall he in Weld County, Colorado.
Should the courts in Weld County not have jurisdiction over the legal dispute, the venue shall be the nearest
court in Colorado having jurisdiction.
7. Non -Assignment. The rights and responsibilities of either party pursuant to this Agreement are not
assignable without prior written permission from the other party.
8. Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a waiver,
express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the
Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended.
In Witness Whereof, the parties hereto execute this Agreement on the day first above written.
ATTEST: ow e-o.`''"�Q'� ._'
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CLERK OF THE BOARD F $4� NA..i
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Date:
MAY 0 1 2013
App ovyd'as to f
d County Attorney's Office
Date:
MAY 0 1 2013
Approved as to substance:
Terry San meier
Weld County Fair Board President
(CHAIRMAN OF THE BOARD OF
ELD COUNTY COMMISSIONERS
Chair, William
Date:
bkr012013
CONTRACTOR:
Stephanie Sloim, WOW Bubbles LLC.
Date:
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