HomeMy WebLinkAbout972527.tiffRESOLUTION
RE: APPROVE AGREEMENT TO HOUSE AMBULANCE OR AMBULANCE EQUIPMENT,
OR BOTH AND AUTHORIZE CHAIR 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, the Board has been presented with an Agreement to House Ambulance or
Ambulance Equipment, or Both between the County of Weld, State of Colorado, by and through
the Board of County Commissioners of Weld County, on behalf of the Ambulance Service, and
the Windsor/Severance Fire Protection District, commencing December 8, 1997, and ending
December 31, 1997, 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 Agreement for House Ambulance or Ambulance Equipment, or
Both between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Ambulance Service, and the
Windsor/Severance Fire Protection District 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 8th day of December, A.D., 1997.
APPR• -D AS TO FORM:
Cc AM; ursrpz
BOARD OF COUNTY COMMISSIONERS
WELDOUNTY, COLCWDO Cdt •/George`. Baxter, Chair
-Tem
Dale K. Hall
EXCUSED DATE OF SIGNING
Barbara J. Kirkmeyer
W. H.7/Vebster
(AYE)
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AM0010
AGREEMENT TO HOUSE AMBULANCE ��,,�
OR AMBULANCE EOUIPMENT. OR BOTH "" ( Po q. 0
CLERK
This Agreement is between the WINDSOR SEVERANCE FIRE PROTECTION T(1 THc g
DISTRICT (WINDSOR) located at 728 Main Street, Windsor, Colorado 80550, and COUNTY
OF WELD, STATE OF COLORADO, 915 10th Street, P.O. Box 758, Greeley, Colorado 80632,
acting through its Board of County Commissioners on behalf of the Weld County Ambulance
Service (WCAS). This Agreement arises from the following facts and circumstances:
(A) WINDSOR operates a fire department which is located at 728 Main Street,
Windsor, Colorado ("the facilities"). WINDSOR would like to provide space for a WCAS
ambulance, or Advanced Life Support Equipment, or both, in WINDSOR's facilities, in an effort
to ensure that Advanced Life Support ("ALS") equipment ("EMS equipment"), or an ALS
ambulance, ("Ambulance"), or both, are available in the Windsor community, and to the
citizens of Weld County who reside in the Town of Windsor.
(B) WCAS operates an ambulance service for citizens of Weld County. WCAS has
determined that it would be appropriate to locate an ambulance, or EMS equipment, or both, in
Windsor, and WCAS has agreed to currently house EMS equipment in the WINDSOR facilities.
(C) The parties wish to formalize their agreement concerning this matter.
NOW THEREFORE, in consideration of their mutual promises herein, the parties hereto
agree as follows:
1. Recitals. The above set forth recitals are incorporated herein by reference as
though fully set forth.
2. Agreement to House Ambulance, The parties agree that WCAS may currently
house certain EMS equipment as set forth on Exhibit A ("the Equipment") attached hereto and
incorporated herein, and may, in the future, house an ALS ambulance at the WINDSOR
facilities, provided that WCAS shall place the Equipment, or Ambulance, or both, only in the
space designated by WINDSOR. The parties agree that the Equipment or Ambulance, if any, is
housed at the WINDSOR facilities for WCAS use only. WINDSOR's employees or agents are
specifically not authorized to use or operate the Equipment, or Ambulance, if any.
3. Term. This Agreement shall commence upon the date of signing, continuing
through December 31, 1997, and shall automatically renew each year thereafter, unless sooner
terminated by either party pursuant to the terms and conditions set forth herein.
4. Payment for Storage. The parties agree that no monies will be paid by either
party to the other under the terms and conditions of this Agreement and that the mutual benefits
contained herein accruing constitute sufficient consideration therefor.
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5. Access to the Ambulance Housed at the Facilities. WINDSOR shall provide
WCAS with Access to the Equipment, or Ambulance, if any, or both, housed at the facilities at
all times so that the Equipment, or Ambulance, or both, are available for use in an emergency
situation or otherwise, or so that WCAS may perform necessary repairs or maintenance. WCAS
shall secure all access points when entering or leaving the facilities. WCAS agrees to permit
only authorized employees of WCAS or persons under WCAS's direct supervision to enter the
WINDSOR facilities.
6. Use of the Facilities. WCAS will use the facilities for the limited purposes
provided hereby. WCAS will endeavor to cooperate and coordinate its activities with the
WINDSOR personnel and WINDSOR's activities, provided that WINDSOR shall not interfere
with the emergency requirements of providing services by WCAS to citizens of Weld County or
others.
7. Facilities Maintenance. WCAS acknowledges that the WINDSOR facilities are
owned and maintained by WINDSOR, and that WCAS houses its Equipment or Ambulance, or
both, at the WINDSOR facilities at the discretion of WINDSOR. WINDSOR shall be solely
responsible for the utilities, routine expenses, and other expenses, including, but not limited to,
the performance of any routine, extraordinary or emergency repairs or maintenance on
WINDSOR's facilities. If any change, alteration or improvements contemplated by WINDSOR
will require WCAS to relocate the Equipment, or Ambulance, if any, or both, WCAS will do so
in a timely manner. If any repair or maintenance required at the WINDSOR facilities is a direct
result of intentional misconduct or gross negligence on the part of WCAS, then upon notice from
WINDSOR, WCAS will be responsible for such repair or maintenance.
8. Maintenance of Equipment or Ambulance, or both. WCAS shall be solely
responsible for the expenses associated with the Equipment, or Ambulance, if any, or both,
including, but not limited to, the performance of any routine, extraordinary or emergency repairs
or maintenance of the Equipment, or Ambulance, if any, or both. WINDSOR is not engaged in
the business of storing goods for hire, nor the warehouse business, but has simply agreed to
permit WCAS to house Equipment or, in the future, an Ambulance, or both, purchased and
owned by WCAS, in facilities owned by WINDSOR. Consequently, except for intentional
misconduct or willful negligence by WINDSOR, its employees or agents, WINDSOR will
assume no liability for the quality or condition of the Equipment or Ambulance, if any, at any
time.
9. Insurance. Each party to this Agreement shall secure and maintain throughout
the term of this Agreement, general comprehensive liability insurance for all claims that may be
applicable to that party. Either party may satisfy its obligations under this paragraph 9 through a
program of self-insurance. Each party shall also carry such insurance as will protect it from all
claims under any Worker's Compensation laws in effect that may be applicable to that party. All
insurance required hereunder shall remain in force for the entire term of this Agreement.
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10. Assignment, This Agreement shall not be assigned without the non -assigning
party's prior consent.
11. Indemnity, To the extent permitted by law, each party agrees to indemnify and
hold the other party harmless against any and all losses, expenses, claims, or causes of action of
every kind and character on account of damages to or loss of any property, or on account of
injury to or death of any person or persons directly or indirectly resulting from or arising out of
WCAS's use of the WINDSOR facilities. Notwithstanding any provision to the contrary,
nothing shall be construed to be a waiver of either party's rights under the Governmental
Immunity Act for the State of Colorado.
12. Mutual waiver and release. Except to the extent caused by the other party's
gross negligence or intentional misconduct, each party waives and releases the other party, its
employees, and agents from all claims for any loss, injury, death, or damage to persons, property,
or to either party's business occasioned by theft, act of God, public enemy, injunction, riot,
strike, insurrection, wars, court order, requisition, order of governmental body or authority, fire,
explosion, falling objects, steam, rain, snow, water, leak or flow of water, or from any other
place, or from breakage, leakage, obstruction, or other defects of the pipes, sprinklers, wires,
appliances, plumbing, air conditioning, or lighting fixtures of the facilities or from construction,
repair or alteration of the facilities, or the Equipment, or Ambulance, if any, or from any cause
beyond the control of the other party.
13. Termination. This Agreement may be terminated at any time by either party for
any reason by giving the other party 30 days' written notice of the terminating party's intent to
terminate. Upon termination of this Agreement, WCAS will surrender the area in the facilities
assigned to the Equipment, or Ambulance, if any, or both, in good condition except for
reasonable wear and tear or for damage due to causes beyond the control of, or without fault or
negligence of WCAS.
14. Default. If either party is in default under any of the terms and provisions
contained herein, the non -defaulting party shall notify the defaulting party of the default. The
defaulting party shall then have 15 days after such notice in which to cure any default. If any
default is not capable of being cured within the requisite period of time, then so long as the party
charged with the default has diligently pursued such cure of the default within the prescribed
period, the defaulting party shall be given the necessary time to cure the default.
If the defaulting party is WCAS, and the default continues after the period for
cure passes, WINDSOR may, at its election and upon an additional 30 days notice to WCAS,
cancel and terminate this Agreement and upon the expiration of the 30 days notice to terminate,
immediately repossess the section of the facilities that was designated for the WCAS Equipment,
or Ambulance, if any, or both. Upon repossession by WINDSOR pursuant to this paragraph, this
Agreement shall be considered to be terminated and WCAS shall have 10 days after termination
in which to completely remove its Equipment, or Ambulance, or both, from the premises of the
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WINDSOR facilities.
If the defaulting party is WINDSOR, and the default continues after the period for
cure passes, WCAS may pursue all available legal remedies.
No waiver of any default or breach of any one or more of the conditions or
covenants of this Agreement by either party shall be deemed to imply or constitute a waiver of
any succeeding or other breach thereunder.
14. Notices. Any notice to be given under this Agreement shall either be hand
delivered, with signed receipt, or mailed to the party to be notified at the address set forth on
page one of this Agreement, until such time as written notice of a change is received from the
party wishing to make a change of address. Any notice so mailed and any notice served by
personal delivery shall be deemed delivered and effective upon receipt or upon attempted
delivery. This method of notification will be used in all instances, except for emergency
situations when immediate notification to the parties is required.
15. Parties' Relationship. The parties to this Agreement intend that the relationship
between them contemplated by this Agreement is that of independent entities working in mutual
cooperation. No employee, agent, or servant of one party shall be or shall be deemed to be an
employee, agent, or servant of another party to this Agreement.
16. Modification and Breach. This Agreement contains the entire Agreement and
understanding between the parties to this Agreement and supersedes any other agreements
concerning the subject matter of this transaction, whether oral or written. No modification,
amendment, novation, renewal, or other alteration of or to this Agreement shall be deemed valid
or of any force or effect whatsoever, unless mutually agreed upon in writing by the undersigned
parties. No breach of any term, provision, or clause of this Agreement shall be deemed waived
or excused, unless such waiver or consent shall be in writing and signed by the party claimed to
have waived or consented. Any consent by any party hereto, or waiver of, a breach by any other
party, whether express or implied, shall not constitute a consent to, waiver of, or excuse for any
other different or subsequent breach.
17. Severability, If any term or condition of this Agreement shall be held to be
invalid, illegal, or unenforceable, this Agreement shall be construed and enforced without such a
provision, to the extent this Agreement is then capable of execution within the original intent of
the parties.
18. Inurement. This Agreement shall inure to the benefit of the assigns, and
successors in interest of the parties hereto.
19. Budget Constraints, Nothing in this Agreement shall be construed to require the
WCAS to maintain Equipment, or an Ambulance, or both, at the WINDSOR facilities if WCAS
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has no such Equipment or Ambulance available. Nothing in this Agreement shall be construed
to require the Weld County Board of County Commissioners to provide funding for any purpose
under this Agreement that has not previously been budgeted.
20. No Third Party Enforcement. It is expressly understood and agreed that
enforcement of the terms and conditions of this Agreement, and all rights of action relating to
such enforcement, shall be strictly reserved to the undersigned parties, and nothing contained in
this Agreement shall give or allow any claim or right of action whatsoever by any other person
not included in this Agreement. It is the express intention of the undersigned parties that any
entity, other than the undersigned parties, receiving services or benefits under this Agreement,
shall be deemed an incidental beneficiary only.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals this
day of , 1997.
BOARD OF COUNTY COMMISSIONERS
FOR THE COUNTY OF WELD, STATE OF COLORAD
B : Georg 2Baxter, Chair (12/08/97)
WINDSOR SEVERANCE FIRE PROTECTION
DISTRICT
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By:
Deputy C
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972527
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