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HomeMy WebLinkAbout930720.tiff RESOLUTION RE: APPROVE ASSIGNMENT OF CONTRACT BETWEEN WELD ADOLESCENT RESOURCES, INC. AND JESSE L. QUINBY AND AUTHORIZE CHAIRMAN TO SIGN 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, by Resolution dated June 30, 1993, the Board approved an Agreement for Intake Screening of Weld County Juveniles in Custody with Weld Adolescent Resources, and WHEREAS, the Board has been presented with an Assignment of Contract between Weld Adolescent Resources, Inc. and Jesse L. Quinby concerning said agreement, with the terms and conditions being as stated in said assignment, and WHEREAS, after review, the Board deems it advisable to approve said assignment, 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 Assignment of Contract between Weld Adolescent Resources, Inc. and Jesse L. Quinby be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is, authorized to sign said assignment. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 2nd day of August, A.D. , 1993. Ma44 BOARD OF COUNTY COMMISSIONERS ATTEST: WEL COUNTY, COLORADO Weld County C erk to the Board 4i4iL Constt nce ,L. ,-ar e/Lt, Chairman BY: -4./Aii puty Clef-k to the B3rd W. Hyriebster, Pro-Rem APPROVED AS TO FORM: �.t._� r 1_4,, t �� —l— eorg Baxter j",, Attorney Ci _. y Dale K. Hall a Barbara J. Kirkmeyer 930720 66) 0 ASSIGNMENT OF CONTRACT THIS ASSIGNMENT AGREEMENT is made and entered into this 2 9 day of July, 1993 by and between WELD ADOLESCENT RESOURCES, INC. , a Colorado corporation, ("WAR") and JESSE L. QUINBY, ("Quinby") . For and in consideration of the sum of One and no/100 Dollars ($1. 00) and other valuable consideration, the receipt of which are hereby acknowledged, Quinby does hereby assign and transfer to WAR all its right title and interest in and to that certain Contract of June 30, 1993 (the "Agreement") between Weld County, Colorado, and Weld Adolescent Resources, subject to all the terms and conditions, covenants, and agreements contained in the Agreement. A true copy of the Agreement is attached to this Assignment. WAR does hereby accept the foregoing as of the date of this Assignment and assumes and agrees to perform all the terms and conditions and covenants, of the Agreement, on the part of the Buyer to be performed. This agreement herein shall be binding on the legal representatives, successors and assigns of WAR and Weld County, Colorado. The parties agree that the assignor shall be releieved of all responsibility under the agreement. IN WITNESS WHEREOF, WAR and Quinby have executed this Agreement as of the VI day of J4 , 1993 . WELD ADOLESCENT RESOURCES, INC. JESSE L. QUINBY by: yam /u, 3;Q tit by: tom[/z_A:._ /L _- A orized Signa ure APPRO D BY: BY: 4,'/ L2_c-44- WELD COUNTY COLORAD 08/04//93 93072C / oc • colp STATE* CO v 2 O�RADO Is7n DEPARTMENT OF STATE t CERTIFICATE I, NATALIE MEYER, 'Secretary of State of the State of f Colorado hereby certify that the prerequisites for the �! issuance of this certificate have been fulfilled in compli- ance with law and are found to conform to law. Accordingly, the undersigned, by virtue of the authority vested in me by law, hereby issues A CERTIFICATE OF INCORPORATION TO WELD ADOLESCENT RESOURCES, INC. j Dated: JULY 09, 1993 SECRETARY OF STAT LIIII FILED COPY 'J1u 1134 150,P, UE; - - is%-t,' —.�Z Lb;„0 ARTICLES OF INCORPORATION We, the undersigned natural persons of the age of eighteen years or more, acting as incorporators of a corporation under the Colorado Corporation Act, adopt the following Articles of Incor- poration for such corporation: FIRST: The name of the corporation is WELD ADOLESCENT RESOURCES, INC. SECOND: The period of duration is perpetual. THIRD: The purposes for which the corporation is organized: any legal and lawful purpose pursuant to the Colorado Corporation Code. FOURTH: The aggregate number of shares which the corporation shall have the authority to issue is Fifty Thousand (50, 000) . Each share of stock shall have no par value. FIFTH: Cumulative voting of shares is not authorized. SIXTH: There shall be no provision to limit or deny the shareholders the preemptive right to acquire additional or treasury shares of the corporation. SEVENTH: The address of the initial registered office of the corporation is 822 7th Street, Suite 540, Greeley, Colorado 80631, and the name of its initial registered agent at such address is Paul W. Sacco. EIGHTH: The address of the place of business is 3412 Lupton Avenue, City of Evans, Colorado. NINTH: This corporation shall reserve the right to impose restrictions on the transferability of its stock. t TENTH: The number of directors constituting the initial board of directors of the corporation is one (1) , and the names and addresses of the persons who are to serve as directors until the first annual meeting of shareholders or until their successors are elected and shall qualify are: NAME ADDRESS Jesse L. Quinby 3412 Lupton Ave. , Evans, CO 80620 930720 ELEVENTH: The Corporation eliminates the personal liability of a director to the Corporation or its shareholders for monetary damages for breach of fiduciary duty of a director, except for a breach of the director's duty of loyalty to the Corporation or its shareholders, acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, acts speci- fied {° in Section 7-5-114, C.R. S. , or any transaction from which the director derived an improper personal benefit. This provision is intended to specifically eliminate any liability a director may have to the Corporation or its shareholders resulting from any other act, including that resulting from a director ' s negligence or gross negligence. TWELFTH: Directors shall be entitled to indemnification pursuant to C.R. S. 7-3-101. 5 as amended. THIRTEENTH: The name and address of the incorporator is: NAME ADDRESS Jesse L. Quinby 3412 Lupton Ave. , Evans, CO 80620 L ,7ic�QU JESS 'L. QUINBY STATE OF COLORADO ss. COUNTY OF WELD -U The foregoing instrument was acknowledged before me this day of July, 1993 , by JESSE L. QUINBY, Incorporator. In witness whereof I have hereunto set my hand and official seal. My commission expires: . Notary Public C I .n,ra,.w.,.. • a CORP OCR 001 FEE$50.00 SUBMIT ORIGINAL OCR AND ONE COPY ARTICLES OF INCORPORATION I PROFIT CORPORATION NAME AND PRINCIPAL "'DRESS NAME x WELD ADOLESCENT RESOURCES, INC. STREET \ 3412 Lupton Avenue CITY Evans : STATE ., CO ZIP 80620 THIS DOCUMENT MUST BE TYPED IN BLACK i SECRETARY OF STATE•1580 BROADWAY#200,DENVER,CO 80202 1 (303)894-2251. I 7 CUMULATIVE VOTING SHARES OF STOCK IS AUTHORIZED. YES NO L7.1 IF DURATION IS LESS THAN PERPETUAL ENTER NUMBER OF YEARS x _ THERE ARE PROVISIONS LIMITING OR DENYING TO SHAREHOLDERS THE PREEMPTIVE - IF YESI state provisions on a separate RIGHT TO ACQUIRE ADDITIONAL OR TREASURY SHARES OF THE CORPORATION. YES NO 8'/ x 11 sheet of paper. STOCK INFORMATION:(if additional space is needed,continue and separate 8i x 11 sheet of paper). STOCK CLASS Common AUTHORIZED SHARES 50,000 PAR VALUE K NPV I' STOCK CLASS x AUTHORIZED SHARES + PAR VALUE •. '., THE NAME OF THE INITIAL REGISTERED AGENT AND THE ADDRESS OF THE REGISTERED OFFICE IS:(corporations use LAST NAME space) Sacco FIRST MIDDLE NAME ' Paul W. LAST NAMES _ .._. .. ---- 822 7th St. , Suite 540 CITY Greeley STATE CO ZIP t 80631 STREET ..__.. .. __— - - • DIRECTORS:HOW MANY DIRECTORS CONSTITUTE THE INITIAL BOARD OF DIRECTORS OF THE CORPORATION? 1 THE NAMES AND ADDRESSES OF THE PERSONS WHO ARE TO SERVE AS DIRECTORS UNTIL THE 1ST ANNUAL MEETING OF SHAREHOLDERS OR UNTIL THEIR SUCCESSORS ARE ELECTED AND QUALIFIED ARE:(if more than three,continue on a 8`h x 11 sheet of paper) LAST NAME X Qul nby FIRST&MIDDLE NAME Jesse L. , STREET '_-. 341.2 Lupton Avenue CITY Evans STATE %_CO ZIP ,- 80620 LAST NAME x _ FIRST&MIDDLE NAME --- STREET X . CITY _'_.._ ___.___.. _ _._._-___STATE X ZIP s --- LAST NAME __. _.______...._.____ FIRST&MIDDLE NAME z.____._._ STREET x_ .. CITY `. __ STATE .X _ ZIP -X. INCORPORATORS:NAMES AND ADDRESSES:(it more than two,continue on a separate 8`h x 11 sheet of paper) NAME ADDRESS x Jesse L. Quinby 3412 Lupton Ave. , Evans, CO 80620 x l/WE THE UNDERSIGNED PERSON(S)OF THE AGE OF 18 YEARS OR MORE,ACTING AS INCORPORATOR(S)OF A CORPORATION UNDER THE COLORADO COR- ORATION CODE,ADOPT THE ABOVE ARTICLES OF INCORPORATION.THE CORPORATION IS ORGANIZED FOR ANY LAWFUL PURPOSE.A MORE SPECIFIC PUR- t JSE MAY BE ST TED ON A SEPARATE 81/2 x 11 SHE OF PAPER. \ X tpp ��ill�. U X IGNATURE SIGNATURE PLEASE READ REVERSE SIDE BEFORE COMPLETING 2a ti0 r Hello