HomeMy WebLinkAbout20250501.tiffResolution
Approve Client Engagement Agreement Regarding Federal Advocacy and
Authorize Chair to Sign — Purple Label Government Solutions, 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 Client Engagement Agreement
Regarding Federal Advocacy between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County and Purple Label
Government Solutions, LLC, commencing January 20, 2025, 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 Client Engagement Agreement Regarding Federal Advocacy between
the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County and Purple Label Government Solutions, 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 Board of County Commissioners of Weld County, Colorado, approved the above
and foregoing Resolution, on motion duly made and seconded, by the following vote on
the 19th day of February, A.D., 2025, nunc pro tunc January 20, 2025:
Perry L. Buck, Chair: Aye
Scott K. James, Pro-Tem: Aye
Jason S. Maxey: Aye
Lynette Peppier: Aye
Kevin D. Ross: Aye
Approved as to Form:
Bruce Barker, County Attorney
Attest:
Esther E. Gesick, Clerk to the Board
cc:CAO3B/roar)
02/25/25
2025-0501
BC0O59
PURPLE LABEL GOVERNMENT SOLUTIONS LLC
CLIENT ENGAGEMENT AGREEMENT
This Client Engagement Agreement (this "Agreement") is entered into as of January 20, 2025 by
and between Purple Label Government Solutions LLC, a Colorado limited liability company ("Purple
Label") and the Board of County Commissioners of Weld County, Colorado (the "Client").
The parties agree as follows:
1. Services. Purple Label agrees to act as a mentor and advisor to the Client, providing advice
and assistance to the Client in the area of federal legislative and regulatory affairs as further described on
Exhibit A attached hereto or as otherwise mutually agreed to by the parties (collectively, the "Services").
2. Comnensation. As full compensation for the Services, Purple Label shall be entitled to
the compensation set forth on Exhibit A attached hereto.
3. Term and Termination. The term of this Agreement (the "Term") shall continue until
terminated by either party for any reason upon thirty (30) days prior written notice. Upon the expiration of
the Term and the termination of this Agreement, neither party shall have any further obligation or liability
to the other party, except as otherwise provided herein.
4. Nondisclosure of Confidential Information.
(a) Agreement Not to Disclose. Purple Label and the Client agree not to use any Confidential
Information (as defined below) disclosed by either party in connection with the Services for any purpose
other than to carry out discussions concerning, and the undertaking of, the Services. The parties agree to
take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential
Information in order to prevent it from falling into the public domain or the possession of persons other
than agents of Purple Label or the Client or persons to whoa either party consents to such disclosure. Upon
request by either party, any materials or documents that have been furnished in connection with the Services
shall be promptly returned by the receiving party to the disclosing party.
(b) Definition of Confidential Information. "Confidential Information" means any
proprietary information, technical data, know-how or trade secrets disclosed by either party in connection
with the Services (whether before or after the date of this Agreement), including, but not limited to,
information relating to business and product or service plans, financial projections, customer lists, business
forecasts, sales and merchandising, human resources, patents, patent applications, computer object or
source code, research, inventions, processes, designs, drawings, engineering, marketing or finance which
is confidential or proprietary or which information would, under the circumstances, appear to a reasonable
person to be confidential or proprietary. Confidential Information does not include information, technical
data or know-how that: (i) is in the possession of the receiving party at the time of disclosure, as shown by
such party's files and records immediately prior to the time of disclosure; (ii) becomes part of the public
knowledge or literature, not as a direct or indirect result of any improper inaction or action of the receiving
party; or (iii) becomes available from a source not known by the receiving party to be under any duty of
confidentiality to disclosing party. Notwithstanding the foregoing, either party may disclose Confidential
Information with the prior written approval of the other party or pursuant to the order or requirement of a
court, administrative agency or other governmental body.
5. Purple Label's Right to Disclose. Purple Label shall have the right to disclose the
existence of this Agreement, Client's status as a client, and to include Client's name, image and profile in
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various promotional materials, including, but not limited to, executive summaries and Purple Label's
website.
6. Indemnification. Purple Label agrees to indemnify and hold harmless the Client from and
against all taxes, losses, damages, liabilities, costs and expenses, including attorneys' fees and other legal
expenses, arising directly or indirectly from or in connection with the Services; provided, however, that
Purple Label shall not indemnify the Client in connection with (i) any negligent, reckless or intentionally
wrongful act of the Client or the Client's assistants, employees, contractors or agents, (ii) any breach by the
Client or the Client's assistants, employees, contractors or agents of any of the covenants contained in this
Agreement, or (iii) any failure of Purple Label to perform the Services in accordance with all applicable
laws, rules and regulations.
7. Miscellaneous.
(a) Modification; Waiver; Severability. The provisions of and rights under this Agreement
may be amended or waived only with the written consent of the Client and Purple Label. If a court or other
body of competent jurisdiction finds, or the Client and Purple Label mutually believe, any provision of this
Agreement, or portion thereof, to be invalid or unenforceable, such provision will be enforced to the
maximum extent permissible so as to effect the intent of the Client and Purple Label, and the remainder of
this Agreement will continue in full force and effect.
(b) Entire Agreement. This Agreement, including any exhibits hereto, constitutes the sole
agreement of the parties and supersedes all oral negotiations and prior writings with respect to the subject
matter hereof.
(c) Governing Law; Consent to Personal Jurisdiction. The validity, interpretation,
construction, and performance of this Agreement shall be governed by the laws of the State of Colorado,
without giving effect to the principles of conflict of laws. To the extent that any lawsuit is permitted under
this Agreement, the parties hereby expressly consent to the personal and exclusive jurisdiction and venue
of the state and federal courts located in Denver County, Colorado.
(d) Attorney's Fees. If any party hereto commences any legal suit, action, or proceeding,
including, without limitation, arbitration, against the other party to enforce the covenants contained in this
Agreement or to obtain any other remedy in respect of any breach of this Agreement or arising out of or
relating to this Agreement, the prevailing party in the suit, action or proceeding, including arbitration, shall
be entitled, in addition to any other relief granted, to all out-of-pocket expenses and costs incurred by such
prevailing party in connection with such action, including, without limitation, all attorneys' fees and court
costs, and a right to such expenses and costs shall be deemed to have accrued upon the commencement of
such action and shall be enforceable whether or not such action is prosecuted to judgment.
(e) Counterparts. This Agreement may be executed in counterparts (including PDF and
electronic signature), each of which shall be deemed an original, but all of which together will constitute
one and the same instrument.
(I) Survival. Section 3 (Term and Termination), Section 4 (Nondisclosure of Confidential
Information),Section 7 (Indemnification), and Section 8 (Miscellaneous) will survive termination or
expiration of this Agreement in accordance with their terms.
(g) No Waiver of Governmental Immunity, Defenses, or Limitations of Liability. Nothing in
this Agreement shall be construed as a waiver of the notice requirements, defenses, immunities, and
limitations any signatory may have under the Colorado Governmental Immunity Act, C.R.S. § 24-10-101
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through 120, as may be amended, or of any other defenses, immunities, or limitations of liability available
under state or federal law.
[Signature Page to Follow]
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IN WITNESS WHEREOF, the undersigned have executed this Client Engagement Agreement as
of the date first set forth above.
PURPLE LABEL GOVERNMENT
SOLUTIONS LLC
By:
Name: Matthew La Crue
Title: Principal
BOARD OF COUNTY
COMMISSIONERS OF WELD COUNTY,
COLORADO
By:
Name: Perry L. duck, Chair FEB 1 9 2025
Esther E. Gesick, Clerk to the Board
By:
Deputy Clerk to the Board
(Signature Page to Client Engagement Agreement)
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EXHIBIT A
Services. As used in this Agreement, the term "Services" will include, but will not be limited to, the
following:
Matthew La Crue and Ellie Reynolds of Purple Label Government Solutions will be principally
responsible for this engagement. As agreed, upon by the Client "Weld County, Colorado" and the
Consultant (Purple Label) The consultant shall navigate and execute the client's approved federal
legislative and regulatory government outreach efforts related to the county's priorities. The scope of
services provided by the consultant are but not limited to:
i Represent Weld County, Colorado as federal lobbyist
• Manage communication with members of Congress, staff, and executive branch personnel
• Coordinate annual visits to Washington D.C. for the Board of County Commissioners and staff
• Facilitate meetings with Weld County Board of County Commissioners and federal stakeholders
• Monitor federal legislation and regulations
• Provide briefings to Weld County staff, and Board of County Commissioners
S. Compensation.
Client shall pay Purple Label $5,000.00 each month during the duration of this agreement for the
services outlined in Exhibit A. The Company shall also reimburse Purple Label for pre -approved
expenses related to travel and meetings.
Payments should be remitted to:
Purple Label Government Affairs, LLC
300 W Plaza Dr, Suite 225
Highlands Ranch, CO 80129
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