HomeMy WebLinkAbout20093155.tiffRESOLUTION
RE: APPROVE INTERGOVERNMENTAL AGREEMENT FOR PURCHASE OF FOOD
PREPARATION SERVICES AND AUTHORIZE CHAIR TO SIGN - UNIVERSITY OF
NORTHERN COLORADO
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 an Intergovernmental Agreement for the
Purchase of Food Preparation Services between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department of
Human Services, Area Agency on Aging, and the University of Northern Colorado, commencing
January 1, 2010, and ending June 30, 2016, 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 Intergovernmental Agreement for the Purchase of Food Preparation
Services between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Human Services, Area Agency on
Aging, and the University of Northern Colorado 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 7th day of December, A.D., 2009.
ATTEST:
Weld County Clerk to the B
BY.
Dep
J
APPROV
ty Cle k to the Board
County Attorney
Date of signature: I) IL{ G�1
BOARD OF COUNTY COMMISSIONERS
WELD CO COLORADO
illTarri F. Garcia, Chair
s ` Oougl. - Rade acher, Pro-Tem
Sean Conway
2009-3155
HR0080
MEMORANDUM
a
DATE: December 2, 2009
TO: William F. Garcia, Chair, Board of County Commissioners
1111kFROM: Judy A. Griego, Director, Human Service
koY�
COLORADO RE:
Intergovernmental Agreement for the Pu ase of Food
Preparation Services between the Weld County Department
of Human Services' Area Agency on Aging and the
University of Northern Colorado for the Benefit of Dining
Services
Enclosed for Board approval is an Intergovernmental Agreement for the Purchase of Food
Preparation Services between the Department's Area Agency on Aging and the University
of Northern Colorado for the Benefit of Dining Services. This Agreement was presented at
the Board's October 26, 2009, Work Session.
This is the new meal contract for the Senior Nutrition Program. The major provisions of
this Agreement are as follows:
No
Provider/Term
Program Area
Rates
1
University of Northern Colorado
01/01/10 — 06/30/16
Meals for Senior
Nutrition Program
$5.00 for a complete
meal including milk
If you have any questions, please give me a call at extension 6510.
2009-3155
INTERGOVERNMENTAL AGREEMENT FOR THE PURCHASE OF FOOD PREPARATION
SERVICES
This INTERGOVERMENTAL AGREEMENT is made and entered into this 1s' day of January
2010, by and between the Board of County Commissioners of Weld County, Colorado, on behalf
of the Weld County Department of Human Services' Area Agency on Aging, whose address is
315 North 11th Avenue, Greeley, Colorado 80631, hereinafter referred to as the "BOCC", and the
State of Colorado acting by and on behalf of the board of Trustees of the University of Northern
Colorado, Enrollment Management and Student Access for the benefit of Dining Services, whose
address is 501 20th Street, Greeley, Colorado 80639, hereinafter designated as "UNC".
FACTUAL RECITALS
A. The parties hereto are authorized to enter into governmental agreements
pursuant to the provisions of the Colorado Constitution, state statute, and home
rule charter in order to better serve the citizens of Weld County and UNC.
B. UNC is a state agency organized by statute under CRS 23-40-101, et seq., and
BOCC is organized under the provisions of Weld County home -rule charter.
C. The parties contemplate entering into an agreement whereby UNC will provide
meals to qualifying clients residing in Weld County, Colorado, under the
Nutrition Program created by the BOCC.
D. The BOCC has no facilities or staff to provide such meals without assistance.
E. UNC has the facilities and staff to enable the BOCC Program to provide such meals.
F. The parties deem it to be in their joint best interests to contract with each other
for the purpose of providing the necessary meals for Weld County residents.
NOW, THEREFORE, in consideration of the above and the mutual promises contained
herein, the parties agree as follows:
1. Scope of Work. The parties agree that UNC shall provide the following services:
a. prepare meals as specified by the BOCC's nutrition consultant, Monday through
Friday, except on designated holidays and closures identified by UNC or the BOCC
b. when purchasing food with federal funds and whenever possible, purchase only food
products that are produced in the United States. The purchase requirement does not
apply to instances when (1) recipients have unusual or ethnic food preferences that
can only be met through purchases of products not produced in the United States; (2)
the product is not produced in the United States in sufficient quantity and quality; or
(3) the cost of the United States product is significantly higher than foreign products
c. maintain the nutritional standards set forth by the BOCC's Nutrition Program and not
substitute menu selections without the permission of the BOCC's Nutrition Program
director
d. make menus available at least three weeks in advance of each menu cycle change
e. collaborate with the BOCC's Department of Human Services to ensure that the
Nutrition Program consultant writes menus in accordance with standards set by the
Older Americans Act and the Colorado Department of Human Services
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f. ensure that the UNC or the BOCC's Nutrition Program do not interfere with any of the
other's activities outside of this Agreement.
2. Terms. This Agreement shall be effective on January 1, 2010 and shall expire on June 30,
2010. This Agreement shall be automatically renewed annually by the parties, unless one of
the parties notifies the other in writing prior to thirty days before the end of the contract year.
It may not be renewed beyond June 30, 2016. UNC may request in June of each year an
increase in the per meal rate of reimbursement. The percentage increase will be based on
the estimated cost increase for the following year provided by the Consumer Price Index -all
Urban Consumers for the Denver/Boulder/Greeley (CPI) area as determined by the U.S.
Department of Labor, Bureau of Labor Statistics for the following calendar year. The cost of
meals may increase by up to an additional 3% over CPI only in the event that economic
circumstances create substantial increases in food and/or labor costs. Request for this
increase must be provided in writing and justification for the rate increase must be given. The
request will be reviewed by the BOCC Nutrition Program director and a new adjusted meal
rate will be effective the first day of July for the following twelve months.
3. Payment Terms. The parties agree that the BOCC shall pay UNC for services performed
under this Agreement as follows:
a. UNC shall submit reimbursement vouchers by the tenth working day of each month
for meals provided during the previous month
b. Reimburse UNC $5.00 for a complete meal, including 1/2 pint of 2% milk. UNC shall
be reimbursed on a monthly basis
c. Reimburse UNC at negotiated rates for special program enhancements such as
salad bars at specific meal sites
d. UNC shall allow all federal and state funding agencies the opportunity to review all
records maintained by UNC for the Nutrition Program auditing purposes.
4. Inspection and Acceptance. The Weld County Department of Human Services' Area
Agency on Aging, Colorado Department of Human Services and the Weld County
Department of Public Health and Environment reserve the right to inspect preparation and
quality of the meals served under this Agreement at all reasonable times and places during
the term of the Agreement. Inspection and Acceptance as used in this clause includes quality
of food products, manner of preparation and service provided during the performance of the
scope of work. If any of the services provided or any food products or preparation does not
conform to contract requirements, the BOCC may require UNC to prepare the food products
again or provide the services again in conformity with Agreement requirements. When
defects in the quality or quantity of service cannot be corrected by performance, the Nutrition
Program may be required to take necessary action to ensure that the future performance
conforms to established requirements.
5. Legal Authority. Both parties warrant that they possess the legal authority to enter into this
Agreement and that they have taken all actions required by established procedures, by-laws,
and/or applicable law to exercise that authority, and to lawfully authorize their undersigned
signatory to execute this Agreement and to bind the other to its terms. The persons executing
this Agreement on behalf of each party warrant that such person has full authorization to
execute this Agreement.
6. Confidentiality. It may be necessary for the employees or agents of the BOCC Nutrition
Program to disclose confidential information to the State's representatives so they can
perform the work described herein. At the time of disclosure, the BOCC Nutrition Program's
personnel shall mark all data to be held confidential with the words "Confidential Information".
Confidential information will not include information that
a. at the time of disclosure or subsequent to that time is generally available to the public
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b. is known by UNC at the time of disclosure and substantiated in written documents;
or,
C. is made known to UNC by a third party not connected with UNC or the BOCC.
Except as may otherwise be required by law, both parties agree to use best efforts to:
maintain the confidentiality of the information; not use the information for any purposes other
than contained in the scope of work defined in this Agreement; and not disclose the
information to anyone other than those directly involved with this Agreement.
7. Assignment. Neither party shall assign or transfer any interest in this Agreement, delegate
any of its obligations, nor assign any claims for money due or to become due under this
Agreement, without the prior written approval of the other party.
8. Termination. Either party may terminate this Agreement upon not less than 90 days' prior
written notice to the other party. If notice is so given, this Agreement shall terminate upon the
expiration of the specified time period, and the liability of the parties hereunder for further
performance of the terms of this Agreement shall thereupon cease; however, neither party
shall be released from its duty to perform until the date of termination. This Intergovernmental
Agreement shall be terminated immediately in the event the BOCC's Nutrition Program loses
funding, except that the BOCC shall be liable to the UNC for the cost of any products
purchased specifically for the Nutrition Program and not otherwise usable by UNC. In the
event that the BOCC pays for said products, said products shall be delivered to the BOCC.
9. Changes and Amendments. No amendment to this Agreement shall be valid unless it is
made in a writing signed by the authorized representatives of the parties.
10. Notices. All notices required to be given under this Agreement shall be deemed given when
delivered by certified mail, return receipt, or on the next business day following delivery by
facsimile transmission if a facsimile telephone number to the designated representatives of
the parties as set out below.
11. Liability; Insurance. Both parties are public entities within the meaning of the Colorado
Governmental Immunity Act, CRS 24-10-101, et seq., as amended ("Act"). Both parties shall
at all times during the term of this Agreement maintain such liability insurance, by commercial
policy or self-insurance, as is necessary to meet its liabilities under the Act. Nothing in this
Agreement shall be construed as a waiver of the protections of said Act. Nutrition Program is
self -insured under Weld County's home -rule charter. Upon request by one party, the other
party shall show proof of such insurance. Each party hereto agrees to be responsible for its
own wrongful or negligent acts or omissions, or those of its officers, agents, or employees to
the full extent allowed by law.
12. Governing Law and Venue. This Agreement shall be governed by the laws of the State of
Colorado, and any legal action concerning the provisions hereof shall be brought in the
District Court in and for Weld County, State of Colorado.
13. Third Party Beneficiaries. It is expressly understood and agreed that the enforcement of the
terms and conditions of this Agreement and all rights of action relating to such enforcement
shall be strictly reserved to UNC and the BOCC. Nothing contained in this Agreement shall
give or allow any claim or right of action whatsoever by any other third person. It is the
express intention of UNC and the BOCC that any such person or entity, other than UNC or
the BOCC, receiving services or benefits under this Agreement shall be deemed an incidental
beneficiary only.
14. Waiver. The waiver of any breach of a term, provision, or requirement of this Agreement shall
not be construed or deemed as waiver of any subsequent breach of such term, provision, or
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requirement, or of any other term, provision or requirement.
15. Entire Understanding. This Agreement is intended as the complete integration of all
understandings between the parties. No prior or contemporaneous addition, deletion, or other
amendment hereto shall have any force or affect whatsoever, unless embodied herein in
writing. No subsequent assignment, renewal, addition, deletion, or other amendment hereto
shall have any force or effect unless embodied in a writing executed and approved pursuant
to the state fiscal rules.
16. Survival of Certain Contract Terms. Notwithstanding anything herein to the contrary, the
parties understand and agree that all terms and conditions of this Agreement, any exhibits or
attachments hereto which may require continued performance, compliance, or effect beyond
the termination date of the Agreement shall survive such termination date and shall be
enforceable by either party provided herein in the event of such failure to perform or comply
by the other party.
17. Licenses, Permits, and Responsibilities. UNC certifies that, at the time of entering into this
Agreement, it has currently in effect all necessary licenses, certifications, approvals, and
permits required to properly perform the services covered by this Agreement. UNC warrants
that it will maintain all necessary licenses, certifications, approvals, and permits required to
properly perform this Agreement, without reimbursement by the BOCC or other adjustment in
contract price. Additionally, all employees of UNC performing services under this Agreement
shall hold the required licenses or certification, if any, to perform their responsibilities. Any
revocation, withdrawal or nonrenewable of necessary licenses, certifications, approvals and
permits required for UNC to properly perform this Agreement, shall be grounds for
termination of this Agreement by the BOCC.
18. Tax Exempt Status. Both parties are tax-exempt and are not liable for sales, use, excise,
property or other taxes imposed by any federal, state or local governmental taxing authority.
19. Independent Contractor. 4 CGR 8A1-2. The parties shall perform its duties hereunder this
Agreement as independent contractors and not in the capacity of an employee/employer
relationship. Neither party nor any agent or employee of one party shall be deemed to be an
agent or employee of the other party. Both parties shall pay when due all required
employment taxes and income tax on any monies that maybe paid by that party pursuant to
the Agreement. Each party acknowledges that its employees are not entitled to
unemployment insurance benefits from the other party. Neither party shall have the
authorization, express or implied, to bind the other to any agreements, liability, or
understanding. Both parties shall provide and keep in force Workers' Compensation in the
amount required by state law and provide proof of such insurance when requested by the
other party.
20. Non -Discrimination. Both parties agree to comply with the letter and the spirit of all
applicable UNC and federal laws respecting discrimination and unfair employment practices.
21. Employee Financial Interest. GRS 24-18-201 & GRS 24-50-507. The signatories aver that
to their knowledge, no employee of UNC or the BOCC has any personal or beneficial interest
whatsoever in the service or property described herein.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day first written above.
WELD COUNTY BOARD OF DIRECTORS
COUNTY COMMISSIONERS
BY
DEC 0 7 2009
illiam F. Garcia, Chair Date
ATTEST:
mida%
Date
DEC 0 7 2009
WELD COUNTY CLERK TO THE BOARD
B>/aC
Deputy Clerk t
e Bbard
.41,164)
STATE OF COLORADO ACTING BY AND
TI (ROUGH THE BOARD OF TRUSTEES of
The UNIVERSITY OF NORTHERN COLORADO
By: `�j��Q� L LLc I ///r//Dr
Dr. andal Haack, CFO and Date
Sr. Vice President for Finance and Administration
Tobias uzman
Assistant Vice Preside
Enrollment Management & Student Access
G. Hal Brown. Director of Dining Services
WE,DCOIJN Y
Judd A. Gridg4, Direc
ARTMENT OF HUMAN SERVICES
Date
WELD COUNTY AREA AGENCY ON AGING
5
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