HomeMy WebLinkAbout20101721 RESOLUTION
RE: APPROVE PROFESSIONAL SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN
- IGX INTERACTIVE GAME EXPERIENCE, 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 IGX Interactive Game Experience, LLC,
commencing July 28, 2010, and ending August 1, 2010,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 IGX Interactive Game Experience, 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 28th day of July, A.D., 2010.
BOARD OF COUNTY COMMISSIONERS
" ��'� ELD COU , - • ORADO
ATTEST: J� • �L� `C �i •� �� �' isi .
1861 (, �'t.la 'ademac hair
Weld County Clerk to the Boa
L.L.
i ' " "rbara Kirkmeyer, •ro-Tem BYCDept Clerk the Board - <-
Sea way
APPR DAS TO Of
Wig F. is
Coun ttorney eti l
David E. Long lV
Date of signature: %I Ito
9Q Sexy -Viz) ExA (OIL) QA,, kk LPS1 2010-1721
v o' e.PA C“ Tj cp l i t) I v EX0025
Weld County Fair Board
IGX Interactive Game Experience
Professional Service Agreement
THIS AGREEMENT is made this 3r° of June, 2010, by and between the Board of County
Commissioners of Weld County, Colorado, 915 10`h Street, Greeley, Colorado 80631, hereinafter
referred to as the"County," and IGX, Interactive Game Experience, LLC, hereinafter referred to
as the "Contractor."
WITNESSETH:
County and Contractor, for the mutual promises and consideration hereinafter set forth,
agree as follows:
SECTION 1 - SERVICES OF CONTRACTOR
Contractor shall provide a turnkey, multi-platform, multi-screen interactive game attraction
("IGX") for the 2010 Weld County Fair ("the Fair") from July 28 to August 1, 2010, at the Island
Grove Park in Greeley, Colorado. Set up time for IGX games requires approximately 4 hours,
and may be done at a time convenient to both parties. Contractor shall, as part of the IGX,
provide the following:
1. IGX:
1.1 Current, popular games rated "C" for Children, "T" for Teen and "E" for
Everyone.
1.2 Free Admission to all players.
1.3 12 - 15 - 19-20" game ports with outdoor themed games appropriate for fair
attendees.
1.4 Two - @ 42" plasma screen monitors with outdoor themed games.
1.5 Latest hardware, including Sony PS-3, Microsoft Xbox 360 & Nintendo Wii
platforms.
1.6 A 10' high signage tower.
1.7 An on-site IGX representative and customer service desk, open up to 12
hours/day.
1.8 Space within the IGX set up for use by the WCF-09 and/or their sponsor(s).
1.09 High profile sponsor produced signage @ booth entrance and on kiosks if
applicable.
1
2010-1721
1.10 Inclusion on the IGX website for the WCF-09.
1.11 Press release information, IGX logos and digital photos for the WCF-09 to use as
appropriate.
1.12 A FREE IGX Supplied, $100.00 Gift Card to a Greeley area video game store (or
store of your choice), to serve as the winner's prize for a Guitar Hero video game
tournament IGX will hold during our appearance. IGX will also hold a Nintendo
Wii Bowling Tournament on Sr. Day, and supply an additional $100.00 Gift Card
(an additional fee of$100.00 will be added to the final invoice to cover the cost of
the prize). We wish to hold an additional Wii Bowling Tournament: Yes
No
2. Proof of insurance. Contractor shall furnish a certificate of insurance for commercial
general liability, comprehensive automobile liability, worker's compensation, and
professional liability upon notification of award and prior to performance. Work shall
not commence under this Agreement until Contractor has submitted to the County and
received approval thereof, the certificate of insurance showing compliance with the
following types and coverage of insurance.
Comprehensive General Liability Insurance: to include products liability,
completed operations, contractual, broad from property damage and personal
injury. Said insurance shall include coverage for any and all personal injuries to
Participants, audience members, and volunteers arising out of IGX's activities.
Each Occurrence $1,000,000
General Aggregate $1,000,000
Comprehensive Automobile Liability Insurance: to include all motor vehicles
owned, hired, leased, or borrowed.
Bodily Injury/Property Damage $1,000,000 (each occurrence)
Personal Injury Protection As Required by Colorado Statutes
Workman's Compensation Insurance: As Required by Colorado Statutes
Contractor's comprehensive general liability, comprehensive automobile liability and
workman's compensation insurance policies and/or certificates of insurance shall be
issued to include Weld County as an "additional insured" and shall include the following
provisions:
Underwriters shall have no right of recovery or subrogation against the County, it being
the intent of the parties that the insurance policies so affected shall protect both parties
and be primary coverage for any and all losses resulting from the actions or negligence of
Contractor, or injuries arising out of IGX, as a result of the activities taking place at IGX.
2
The insurance companies issuing the policy or policies shall have no recourse against the
County for payment of any premiums due or for any assessments under any form of any
policy.
Any and all deductibles contained in any insurance policy shall be assumed by and at the
sole risk of Contractor
Each insurance policy herein required 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.
All insurers of Contractor must be licensed or approved to do business in the State of
Colorado.
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 election of the County, maybe 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 the
obligations of Contractor concerning indemnification.
SECTION II-RESPONSIBILITES OF THE COUNTY
County shall provide the following:
2.1 Approximately 400 to 600 square feet of presentation space located within a well
trafficked area, either under a tent or inside a roofed structure.
2.2 If a specific layout is required from IGX within the show footprint, based on
dimensions supplied by the WCF-10, IGX will do this, but will need at least ten
days (10 days) notice.
2.3 The IGX attraction venue footprint shall be completely clear and available to IGX
for installing the IGX attraction beginning on the install date noted above.
Neither the installation, nor the removal, should exceed 4 hours labor under IGX
supervision.
2.4 Complimentary provision of a forklift for approximately 30 minutes during the
load-in and load-out.
2.5 Five (5) separate, dedicated 110 volt-20 amp electrical connections delivered to
the IGX footprint and electricity (as required).
3
2.6 All necessary daily admission tickets, parking passes and other required
credentials for show access by IGX management and crew, and any necessary
service personnel.
2.7 Basic security during the installation, operation and removal of the attraction.
Especially the ability to secure the venue or provide overnight security during all
periods.
2.8 One complimentary hotel room per night for IGX on-site supervisor, including
07/28-08/02/10.
2.9 Payment to Advertising Consultants, LLC: 5513 W. Shady Trail, Old Hickory,
Tennessee 37138, in the amount of$4,500, ($4,600.00 if the Wii Bowling
Tournament option is chosen). Fee to be paid to on or before 08/01/10. An
invoice with Federal ID # included will be provided on or before 06/17/10.
Should the WCF-10 be unable to provide a complimentary hotel room, an
additional $75.00/day will be added to the final invoice.
SECTION III —TERM
The term of the agreement shall commence on July 28, 2010, and end on August 1, 2010.
SECTION IV-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 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 V-INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the county, its officers, agents, and
employees for, 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) as a result of Contractor's
performance or failure to perform pursuant to the terms of this Agreement.
SECTION VI -TERMINATION
Time is of the essence in IGX 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
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 IGX such issue is not cured within the cure
4
period, the aggrieved party may terminate the Agreement and pursue any remedy recognized by
Colorado law.
SECTION VII-MUTUAL UNDERSTANDINGS
1. Integration of Understanding
This Agreement contains the entire understanding of the parties hereto and neither it, no
the rights and obligations hereunder, may be charged, 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, 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 the County and Contractor, shall be for the sole and exclusive benefit of the
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
In Witness Whereof, the parties hereto execute this contract on the day first above written.
ATTEST: 115 ��: ��� COUNTY:
CLERK OF THE BOARD, CHAIRMAN OF THE BOARD OF
r (ir s I WELD COUNTY COMMISSIONERS
viszp
eA.De u uty Clerk �� e Board � �� � ou�las Rade acher, Chairman JUL 2 8 2010
CONTRACTOR:
INTERACTIVE GAME EXPERIENCE,
LLC
By: rl I /e ccCIn new
Title: O w w Q R 1--
Approved as to substance:
Z44.,
d County Fair Board President
6
dove-- /7a/
Hello