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Home My WebLink About20221373.tiffRESOLUTION RE: APPROVE PROFESSIONAL SERVICES AGREEMENT FOR 2022 WELD COUNTY FAIR PHOTOGRAPHY SERVICES AND AUTHORIZE CHAIR TO SIGN - FLYING M PHOTOGRAPHY, 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 Services Agreement for 2022 Weld County Fair Photography Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the CSU Extension Service of Weld County / Fair Board, and Flying M Photography, LLC, commencing upon full execution of signatures, and ending August 1, 2022, 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 Services Agreement for 2022 Weld County Fair Photography Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the CSU Extension Service of Weld County / Fair Board, and Flying M Photography, 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 16th day of May, A.D., 2022. BOAR OF COUNTY COMMISSIONERS WELT OUNT , OLORADO ATTEST: ddr-IfeA) .14.44 c K. James, Chair Weld County Clerk to the Board BY: Deputy Clerk to EXCUSED M' APP'•oVED • FOR J , �,q, . ', �� County ttorney Date of signature: 5/2Q/ Lori Saine CC: Ex(WS/5h) S /31 /22 2022-1373 EX0030 PASS -AROUND TITLE: DEPARTMENT: BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW Flying M Photography as Official 2022 Weld County Fair Photographer Extension/ Fair DATE: 5.5.22 PERSON REQUESTING: Hannah Swanbom/Jenette Masarie Briefdescription of the problem/issue: Weld County Fair Board opened up applications to be the official 2022 Fair photographer, where they chose Megan Berg owner of Flying M Photography. What options exist for the Board? (include consequences, impacts, costs, etc. of options): There are no costs associated with, Flying M Photography for the fair is all run on sponsorship, that has already been secured. Recommendation: Weld County Fair Board Recommends that Flying M Photography be the official photographer for the 2022 Weld County Fair. Agreement has already been reviewed and approved by legal. Approve Recommendation Perry L. Buck Mike Freeman, Pro-Tem Scott K. James, Chair Steve Moreno Lori Saine Schedule Work Session Other/Comments: 2022-1373 ©`-J' / 1 CD aX0030 2022 WELD COUNTY FAIR FLYING M PHOTOGRAPHY, LLC PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made this t ut of May , 2022 by and between the Board of County Commissioners of Weld County, Colorado, 1150 O Street, Greeley, Colorado 80632 hereinafter referred to as the "County," and Flying M Photography, LLC, 1303 Kilgore Street La Junta, CO 81050 hereinafter referred to as the "Contractor." WITNESSETH, County and Contractor, for the mutual promises and consideration hereinafter set forth, agree that Contractor shall take the official photographs of the 2022 Weld County Fair ("Fair") to be held July 23, 2022, through August 1, 2022, at Island Grove Park in Greeley, Colorado, pursuant to the following terms and conditions: SECTION I - CONTRACTOR RESPONSIBILITIES 1. Contractor will work with the Fair Coordinator on the show schedule and what needs to be photographed daily during the 2022 Weld County Fair. 2. Contractor shall obtain a $5,000 sponsorship. This will cover the cost of all pictures for the Fair and Exhibitors, and other needs to photograph the 2022 Weld County Fair. 3. The logo of the official sponsor will be featured on all pictures unless the logo is paid to be removed from the image(s). 4. Attendance at all 4-H and FFA livestock and horse events. Coverage of indoor projects and other specialty events shall be available upon request. 5. Contractor will provide four (4) staff members, three (3) photographers, and one (1) office staff member for the duration of the 2022 Weld County Fair from July 23, 2022, through August 1, 2022. 6. Provide access to all images for the Weld County Extension and Fair personnel to utilize for marketing purposes. 7. Provide banners with the official sponsor's logo for all Livestock Show Rings to be displayed during the Fair. SECTION II - COUNTY RESPONSIBILITIES 1. The County will place the Contractor's provided advertisement in the Fair Book and any other places mutually agreed upon. The Contractor's information will also be placed on the official 2022 Weld County Fair website for promotional purposes. 2. The County will provide access to power, high speed internet, a table, and office space for Contractor's staff members throughout the duration of the Fair. 3. The County will provide lunches throughout the duration of the Fair for four (4) staff members of Contractor. 020.12-4373 SECTION III — TERM The term of this Agreement shall commence upon the date of execution by both the Contractor and the County and end on August 1, 2022, upon the completion of the responsibilities set forth in this agreement. The County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Extension or Modification. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. SECTION IV — PAYMENT AND FEE SCHEDULE County shall not be obligated to make any monetary payment to Contractor for its services. County shall not be obligated to pay any Contractor costs or expenses not specified in this Section IV. SECTION V - INDEPENDENT CONTRACTOR Contractor acknowledges that it is an independent contractor and that pursuant to the 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 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. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. SECTION VI - INDEMNIFICATION Contractor agrees to indemnify and hold harmless the Weld County Fair Board, its officers, agents, employees, and volunteers, and County, its officers, agents, employees, and volunteers, from and against any and all claims, suits, expenses, damages, or other injury to persons, entities, or property caused or sustained by any third party or Contractor arising during the term of this Agreement and resulting from the Fair or failure of either party to perform pursuant to the terms of this Agreement. Notwithstanding the expiration of this Agreement upon the expiration of the term specified in Section III of this Agreement, or termination of this Agreement pursuant to Section VII of this Agreement, this Section VI regarding indemnification shall survive the expiration or termination of this Agreement. SECTION VII - TERMINATION Time is of the essence in the Event 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 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 the Event such issue is not cured within the cure period, the aggrieved party may terminate the Agreement and pursue any remedy recognized by Colorado law. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. SECTION VIII - MUTUAL UNDERSTANDINGS 1. Integration of Understanding. This Agreement contains the entire understanding of the parties hereto and neither it, nor 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. Governmental Immunity. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 6. Choice of Law and Venue. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. Venue for any legal dispute associated with this Agreement shall be in Weld County, Colorado. Should the courts in Weld County not have jurisdiction over the legal dispute, the venue shall be the nearest court in Colorado having jurisdiction. 7. Non -Assignment. The rights and responsibilities of either party pursuant to this Agreement are not assignable without prior written permission from the other party. 8. Compliance with Law. Contractor shall strictly comply with all applicable federal, State of Colorado, and County laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 9. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. In Witness Whereof, the parties hereto execute this Agreement on the day first above written. FLYING M PHOTOGRAPHY, LLC Mega Berg (May 4, 2 2 12:19 MDT) Megan Berg, Owner May 4, 2022 Date RE: APPROVE PROFESSIONAL SERVICES AGREEMENT AND AUTHORIZE CHAIR TO SIGN, FLYING M PHOTOGRAPHY, LLC. ATTEST: Weld Count BY: Deputy CI • 64, etar APPROVED AS TO FUNDI Chief Financial Officer APPROVED AS TO FORM: BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Scott K. James, Chair MAY 1 6 2022 APPROVED AS TO SUBSTANCE: Hannah Swanbom Elected Official or Department Head Hello