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Home My WebLink About20131406.tiffRESOLUTION RE: APPROVE PROFESSIONAL SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN - RANCH SORTING NATIONAL CHAMPIONSHIP 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 the Ranch Sorting National Championship, 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 Colordo, by he Board of nty Commissioners of Weld n WeldaCountyaFair Board,Land the Ranch Sorting County, nd through National Champonshpbe,obehalf the 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 10th day of June, A.D., 2013. BOARD O UNTY COMMISSIONERS WELD t�OLORADO Weld County Clerk to the Board t BY: Deputy Cle APPAS y A'orney JUN 18 _ 2013 Date of signature: egvyrekA 4 William F G rcia, Chair las Rademacher, Pro-Tem G Sean P. Conway Barbar Kirkmeyer ekc 2013-1406 EX0026 2013 WELD COUNTY FAIR RANCH SORTING NATIONAL CHAMPIONSHIP PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made this 1. D of at--% , 2013, by and between the Board of County Commissioners of Weld County, Colorado, 915 10th Street, Greeley, Colorado 80631, hereinafter referred to as "County," and Ranch Sorting National Championship, hereinafter referred to as "Contractor." WITNESSETH, County and Contractor, for the mutual promises and consideration hereinafter set forth, agree that Contractor shall hold one ranch sorting clinic ("Clinic") on July 20, 2013, and hold one ranch sorting competition ("Competition") on July 21, 2013, for the Weld County Fair at the Island Grove Park Arena in Greeley, Colorado, pursuant to the following terms and conditions: SECTION I - SERVICES OF CONTRACTOR 1. Provide all livestock needed to produce the Clinic and Competition and all personnel to handle said livestock. a. Contractor shall be responsible for all injury to, or loss, of livestock. b. Contractor shall be responsible for the feeding and watering of all livestock. All animal feed shall be provided at Contractor's expense. c. Livestock to be used in the Clinic and Competition must be accompanied by an official certificate of veterinary inspection (health certificate) issued by an accredited veterinarian within ten days prior to entry to the fair grounds and said certificate along with one photocopy shall be presented to appropriate Fair personnel upon arrival at the fair grounds. 2. Contractor will handle all entries and costs associated with producing, marketing and sponsoring the Clinic and Competition. All sponsors will need to meet the approval of the Weld County Fair Board and should not conflict with sponsors already procured by the Weld County Fair as determined by the Weld County Fair Board. Sponsors may not include alcohol or tobacco related sponsors or any other sponsors not deemed appropriate by the Weld County Fair Board. 3. Contractor agrees to safely conduct the Clinic and Competition to provide maximum protection for the participants, Contractor personnel, Weld County Fair staff, and the public. 4. Contractor shall require all participants in the Clinic and Competition to read and sign the 2013 WELD COUNTY FAIR RANCH SORTING CHAMPIONSHIP RELEASE, HOLD HARMLESS, AND INDEMNIFICATION, attached to this Agreement as Exhibit A and incorporated herein by reference. 2013-1406 1 5. If utilized, an announcer(s) for the Clinic and Competition at Contractor's expense. 6. All personnel necessary to staff the Clinic and Competition. 7. All payouts or other prizes to participants in the Clinic or Competition. 8. EMS services as needed or required. 9. If necessary, panels or gates to divide arena in conjunction with available County equipment. 10. At the conclusion of the Clinic and Competition, Contractor shall be responsible for clean up and leaving the arena and any areas utilized by Contractor or the participants in substantially the same condition as prior to set-up for the Clinic and Competition. 11. Contractor shall maintain insurance and strictly adhere to the following insurance related requirements as follows: 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 the 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, audience members, volunteers, or any other person in attendance at the Weld County Fair arising out of the 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. Performance shall not commence under this Agreement until Contractor has submitted to the 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 Workers' 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 THE COUNTY For the Clinic and the Competition, County shall provide the following: 1. Facility and sound equipment to produce the Clinic and the Competition. 2. Personnel and equipment to work the arena, as needed. 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 21, 2013, conditioned upon the satisfactory completion of the responsibilities set forth in this Agreement. SECTION IV — PAYMENT AND FEE SCHEDULE Contractor shall pay the following fees: Exhibitors have the availability of stalls for a fee of : • $15.00 per stall per night paid to the City of Greeley • $10.00 one time charge to clean the stalls. Invoice will be provided by the 4-11 group that does the work. RSNC shall pay the 4-H group directly upon receipt of the invoice. No monetary payment shall be paid to Contractor for the services provided in this Agreement and County shall not be obligated to pay any Contractor costs or expenses not specified in this Section IV. SECTION V - INDEPENDENT CONTRACTOR 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 independent contractors not entitled to workers' compensation benefits from the County. Contractor further understands that 3 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 County, its officers, agents, employees, and volunteers for, from, and against any and all claims, suits, expenses, damages, or any injury to persons, entities, or property caused or sustained by any person(s) arising during the term of this Agreement and resulting from the Clinic or Competition or the Contractor's performance 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 performance 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 the County may obtain said services of 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. 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. 4 JUN 1 0 2013 JUN 1 0 2013 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 Agreement 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. Q CLERK OF THE BOARD! 4"` r,.,.`"v,�� CHAIRMAN OF THE BOARD OF LD COUNTY COMMISSIONERS I eputy Cle ''to the Board ♦'r► �. ` '�` !+'" ChaihPman William F. Garcia Date: Approved as to fo Date: ounty Attorney JUN 1 0 2013 Approved as to substance: President 5 Date: CONTRA 1 R: Ranch So ' g Nation ha F : ip Title: Date: S/// j Weld County Fair Board 6 Hello