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Home My WebLink About20131052.tiffRESOLUTION RE: APPROVE PROFESSIONAL SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN - KRISTEN SMITH 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 Kristen Smith, 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 Kristen Smith, 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: Weld County Clerk to th BV:G AP Deputy Clerk to the Boar ou ' ttorney Date of signature: 3/4 - nu' ----7 OA 51? - BOARD OF WELDJC EXCUSED NTY COMMISSIONERS ,COLORADO Garc . air D"ouglat R demac e , Pro-Tem e Sean P. Conway C - c ) Mike Freeman Barbara Kirkmeyer 2013-1052 EX0026 2013 WELD COUNTY FAIR YOUTH RODEO PROFESSIONAL ..S/IERVICES AGREEMENT `1 THIS AGREEMENT is made this . day of 2013, by and between the Board of County Commissioners of Weld County, Colorado, 1150 O Street, Greeley, Colorado 80632, hereinafter referred to as "County," and Kristen Smith, hereinafter referred to as "Contractor." WITNESSETH, County and Contractor, for the mutual promises and consideration hereinafter set forth, agree that Contractor shall produce one Youth Rodeo Event ("the Event") for the 2013 Weld County Fair to be held on July 28, 2013, starting at 10:00 A.M. and lasting at least 6 hours in duration at the Island Grove Park Arena in Greeley, Colorado, pursuant to the following terms and conditions: SECTION 1: CONTRACTOR RESPONSIBILITIES. Provide all livestock needed to produce the Event 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 shall be visually inspected by an accredited veterinarian upon arrival at the fairgrounds. Contractor will handle all entries and costs associated with producing, marketing and sponsoring the Event. 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 Event to provide maximum protection for the participants, Contractor personnel, Weld County Fair staff, and the public. 4. Contractor shall require all participants in the Event to read and sign the 2013 WELD COUNTY FAIR YOUTH RODEO RELEASE, HOLD HARMLESS, AND INDEMNIFICATION, attached to this Agreement as Attachment A and incorporated herein by reference. 5. Announcer(s) for the Event at Contractor's expense. 6. Personnel to runs chutes, gates, timers, flaggers and judges for the Event and any other personnel needed to produce the Event. All payouts or other prizes to participants for the Event. 8. EMS services as needed or required. Page 1 of 5 2013-1052 Panels or gates to divide arena in conjunction with available County equipment. 10. At the conclusion of the Event, 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 Event. 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 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 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 Page 2 of 5 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: COUNTY RESPONSIBILITES. County shall provide the following for the Event: 1. A facility to conduct roping including pens with water for holding livestock and equipment for preparing the arena for the Event. 2. Marketing support of the Event in 2013 Weld County Fair marketing materials including possible presence in the fair book, posters, brochures, print material, radio spots and website presence. The form and extent of such marketing support shall be at the sole discretion of County. 3. Drink and food concessions for the Event as deemed necessary by the Weld County Fair Board. SECTION HI: 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. As payment for Contractor's performance, Contractor shall receive: 1. All entry fees for the event. 2. Contractor shall be responsible for all participant payouts and prizes for the Event. 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 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. Page 3 of 5 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) arising during the term of this Agreement and resulting from the 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 that is the subject 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 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 this Agreement and pursue any remedy recognized by Colorado law. SECTION VIII: MUTUAL UNDERSTANDINGS. 1. Integration of Understanding. This Agreement, along with Exhibit A attached hereto and incorporated herein by reference, contain 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. Page 4 of 5 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. ATTEST: --16wnQe^u+ iLk--- CLERK OF THE BOARD Date: MAY 0 1 2013 Approved as to form: eld County Attorney Deputy Clerk to the Board ? William F. Garcia, Chairman CHAIRMAN OF THE BOARD OF WELD COUNTY COMMISSIONERS Date: MAY 0 1 2013 CONTRACTOR: Kriten Smith Date: MAY 0 1 2013 Date: Approved as to substance: Terry Sandmeier, President Weld County Fair Board Page 5 of 5 .2O13-1052, EXHIBIT A 2013 WELD COUNTY FAIR YOUTH RODEO RELEASE, HOLD HARMLESS, AND INDEMNIFICATION NAME OF PARTICIPANT IN WELD COUNTY FAIR YOUTH RODEO: ADDRESS: STREET CITY/TOWN STATE ZIP PARTICIPANT, or parent/guardian, acknowledges that his or her participation in the Weld County Fair Youth Rodeo carries with it certain risks of injury, damage, or other loss, including death or permanent disability. The handling, management, or riding of animals, involves risks to the PARTICIPANT, or third persons, including, but not limited to, being kicked, bumped, stepped upon, bitten, or thrown by the animal. With complete understanding of the risks of participation in the Weld County Fair Youth Rodeo, PARTICIPANT, or parent/guardian, hereby voluntarily releases and agrees to hold harmless and indemnify, on his or her own behalf and on behalf of his or her heirs, successors, and assigns, the Fair Board, its officers, employees, agents, and volunteers; the County of Weld and its employees, officers, and agents; the Board of County Commissioners of the County of Weld; Weld County Extension and its employees, officers, and agents (the "Releasees"), from any and all claims and liability, past, present, or future, for any injury or damage to PARTICIPANT, or to his or her property, resulting from any cause whatsoever occurring in the course of the Performance and/or Re-enactment, excepting only such injury or damage resulting from the willful and wanton acts of the Releasees. The PARTICIPANT, or parent/guardian, also agrees to hold harmless and indemnify the Releasees from any and all claims and liability, past, present, or future, for any injury or damage to third parties, resulting from the negligent or intentional acts of the PARTICIPANT occurring in the course of the Weld County Fair Youth Rodeo. PARTICIPANT, or parent/guardian, further understands that the Releasees may be immune to liability pursuant to C.R.S. §13-21-119, for certain equine activities, or C.R.S. §§ 24-10-101, et. seq., by virtue of their governmental status. PARTICIPANT acknowledges and agrees that this Release, Hold Harmless and Indemnification herein stated, is not intended to circumvent or replace such immunities. By signing this Hold Harmless and Indemnification herein stated, the PARTICIPANT and/or parent/guardian acknowledges that he or she has read and understands all of the provisions contained herein. Signed this day of ,2013. Signature of Participant or of Parent or Guardian if Minor Printed Name Hello