HomeMy WebLinkAbout20131053.tiffRESOLUTION
RE: APPROVE PROFESSIONAL SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN
- MOUNTAIN SHADOWS CARRIAGES/ DARRIN HENRY
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 Mountain Shadows Carriages/ Darrin Henry,
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 Mountain Shadows Carriages/ Darrin Henry, 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.
ATTEST
enstaLp._
Weld County Clerk to the B
BY:
Deputy Clerk to the Board
BOARD OF • UNTY COMMISSIONERS
WELD CO Y..COLORADO
APP
ounty •'orney
Date of signature: a
Sean P. Conway
m F. Garcia, Chair
t .Vvt-°I-"-,
cher, Pro-Tem
C
Mike Freeman
EXCUSED
Barbara Kirkmeyer
O4/4 51,7
2013-1053
EX0026
2013 WELD COUNTY FAIR
WAGON/CARRIAGE RIDES
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made this / of ,42ic/ L , 2013, by and between the
Board of County Commissioners of Weld County, Colorado, whose address is 915 10th Street,
Greeley, Colorado 80631, hereinafter referred to as the "County," and Mountain Shadows
Carriages, Darrin Henry, hereinafter referred to as the "Contractor."
WITNESSETH: County and Contractor, for the mutual promises and consideration
hereinafter set forth, agree as follows:
Contractor shall provide horse and carriage services to operate continuously during the
2013 Weld County Fair ("Fair") on July 25 - 28. 2013. at Island Grove Park in Greeley,
Colorado.
SECTION I - RESPONSIBILTIES OF CONTRACTOR:
1. Contractor agrees to provide a minimum of 2 horse and carriage units capable of carrying at
least 8-12 people. Each horse and carriage unit shall consist of a minimum of 2 horses.
a. Contractor agrees to provide rides with the following number of horse and carriage units
and hours: Thursday, July 25th 9:00 am — 5:00 pm with one unit and 5:00 pm - 7:00 pm
with 2 units for a special event (arrangements pending); Friday, July 26th 9:00 am — 8:00
pm with one unit (there may be a need for 2 unites during a portion of the day to be
determined jointly by the driver and fair coordinator); Saturday, July 27`h 9:00 am — 8:00
pm with one unit and 12:00 noon — 8:00 pm with 2 units as needed and Sunday, July 28`h
8:00 am — 4:00 pm with 2 units.
b. Contractor may provide rest breaks for the horses to ensure comfort and humane
treatment of the horses. Such breaks shall not exceed 1 hour for every 4 hours of work
the horses perform unless mutually agreed upon by Contractor and the Fair Board
Representatives. When the air temperature is over 85 degrees, the driver of the wagon
has the discretion to give the horses water breaks as needed to safeguard their health and
comfort. All breaks shall be taken so as to minimally disrupt the availability of a horse
and carriage to carry passengers.
c. Contractor agrees to safely operate all rides continually through the duration of the Fair
and maintain such ride in a safe and proper working condition and provide humane care
and treatment of horses pursuant to all laws referred to in Item 3 of this Section.
Contractor will provide one driver and one handler for each unit in operation hauling
passengers. Just prior to commencing carriage rides, Contractor will provide the Fair
with a health inspection paper not more than 10 days old for each horse.
2. Insurance Requirements.
2013-1053
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a. Commercial General Liability Insurance. Contractor shall furnish to County a certificate
of insurance for commercial general liability upon notification of award and prior to
Contractor beginning performance. 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, volunteers, or any other
person in attendance at the Weld County Fair arising out of Contractor'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. Work
shall not commence under this Agreement until Contractor has submitted to County and
received approval thereof.
b. 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.
c. All insurers of Contractor must be licensed or approved to do business in the State of
Colorado.
d. 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.
e. 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:
1. County agrees to provide and make available at no charge to Contractor, adequate space at
Island Grove Park to enable Contractor to provide the services specified in this Agreement.
2. County agrees to provide six stalls, four for the horses and two for the tack. In the event that
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the Contractor brings an additional team of two horses to the Fair for backup purposes, the
County agrees to provide an additional two stalls for the horses.
SECTION III — TERM:
The term of this Agreement shall commence upon the date of execution by both the
Contractor and County and end on July 28, 2013, conditioned upon the successful completion of
the responsibilities set forth in this Agreement.
SECTION IV — PAYMENT AND FEE SCHEDULE:
County shall pay Contractor $750.00 upon acceptance by the Weld County
Commissioners and $3,000.000 upon satisfactory performance of the Contractor's duties and at
the end of the Fair on July 28, 2013. County shall not be obligated to pay any further costs or
expenses associated with Contractor.
SECTION V - INDEPENDENT CONTRACTOR:
Contractor acknowledges that it is an independent contractor and that pursuant to
Workers' Compensation Act 8-40-202(2)(b)(IV), C.R.S., as amended, Contractor understands
that it and its employees and servants are not entitled to workers' compensation benefits from the
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 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 the County may obtain said services from a third
party 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. If the performance issue is not cured within the
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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.
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 be 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.
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ATTEST:'
CLERK OF THE BOARD
j-IAIRMAN OF THE BOARD OF
?ELD COUNjCOMMISSIONERS
Chair, William Gars} 0 1 2013
Date: �I
CONTRACTOR:
W rCounty Attorney's Office /117 So w 6977i f,S L Ti)
Date:
MAY 0 1 2013
Approved as to substance:
Terry San`ddb eier
Weld County Fair Board President
Date:
y
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