HomeMy WebLinkAbout20202851.tiffBOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Underground Racing: Timing Company Contract
DEPARTMENT: Human Resources DATE: 9/14/2020
PERSON REQUESTING: Kelly Leffler
Brief description of the problem/issue:
The contract for our timing company for the Commissioners Cup needs final approval. The same company as
last year will be timing the event, and there are no changes to the contract from the previous year, including the
same pricing.
Recommendation:
It is recommended to approve this contract and place it on the consent agenda for the BOCC Meeting on
9/16/2020
Approve
Recommendation
Mike Freeman, Chair
Scott K. James
Barbara Kirkmeyer
Steve Moreno, Pro-Tem
Kevin D. Ross
Schedule
Work Session
cam: ci4 (62-1O-)
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Other/Comments:
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WELD COUNTY AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN WELD COUNTY & RACING UNDERGROUND, LLC
THIS AGREEMENT is made and entered into this 16th day of September, 2020, by and between the County of
Weld, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners, whose
address is 1 150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as "County," and Racing Underground, LLC,
who whose address is PO Box 7042, Golden, CO 80403, hereinafter referred to as "Contractor".
WHEREAS, County desires to retain Contract Professional as an independent Contract Professional to perform
services as more particularly set forth below; and
WHEREAS, Contract Professional has the ability, qualifications, and time available to timely perform the services,
and is willing to perform the services according to the terms of this Agreement.
WHEREAS, Contract Professional is authorized to do business in the State of Colorado and has the time, skill,
expertise, and experience necessary to provide the services as set forth below;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto
agree as follows:
1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in Exhibit A which
forms an integral part of this Agreement. Exhibit A is specifically incorporated herein by this reference.
2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Project and
agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Project
described in Exhibit A.
3. Term. The term of this Agreement begins upon the date of the execution of this Agreement by County, and shall continue
through and until Contractor's completion of the responsibilities described in Exhibits A.
4. Termination. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice.
Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the
Agreement.
5. 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.
6. Compensation/Contract Amount. Upon Contractor's successful completion of the Project, and County's acceptance
of the same, County agrees to pay an amount which is the amount set forth in Exhibit A. County will not withhold any taxes
from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and
payment of any taxes related to payments made pursuant to the terms of this Agreement.
7. Independent Contractor. Contractor agrees that it is an independent Contractor and that Contractor's officers, agents
or employees will not become employees of County, nor entitled to any employee benefits from County as a result of the
execution of this Agreement. Contractor shall perform its duties hereunder as an independent Contractor. Contractor shall
be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement.
Contractor, its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through
County and County shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees.
8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular
reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of
this Project without County's prior written consent, which may be withheld in County's sole discretion.
9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall
become or remain (as applicable), the property of County. 2020-2851
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10. Confidentiality. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees
not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking
written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential
and proprietary nature of this confidential information and of the restrictions imposed by this agreement.
11. Warranty_ Contractor warrants that the services performed under this Agreement will be performed in a manner
consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents
and warrants that all services shall be performed by qualified personnel in a professional and workmanlike manner,
consistent with industry standards, and that all services will conform to applicable specifications.
12. Acceptance of Services Not a Waiver. In no event shall any action by County hereunder constitute or be construed
to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor.
Acceptance by the County of, or payment for, the services completed under this Agreement shall not be construed as a
waiver of any of the County's rights under this Agreement or under the law generally.
13. Insurance and Indemnification. Contractor shall procure at least the minimum amount of automobile liability
insurance required by the State of Colorado for the use of any personal vehicle. Proof of said automobile liability insurance
shall be provided to County prior to the performance of any services under this Agreement. Professional Liability (Errors
and Omissions Liability) The policy shall cover professional misconduct or lack of ordinary skill for those positions
defined in the Scope of Services of this contract. Contract Professional shall maintain limits for all claims covering wrongful
acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of
operations under this Contract resulting from professional services. In the event that the professional liability insurance
required by this Contract is written on a claims -made basis, Contract Professional warrants that any retroactive date under
the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained or an
extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is
completed.
Minimum Limits:
Per Loss
Aggregate
$ 1,000,000
$ 2,000,000
14. Indemnity. The Contractor shall defend, indemnify and hold harmless County, its officers, agents, and employees,
from and against injury, loss damage, liability, suits, actions, or claims of any type or character arising out of the work done
in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers'
compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or
court decree.
15. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder,
without the prior written approval of County.
16. 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.
17. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations
in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment
practices.
18. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contractors or
persons to perform services of the same or similar nature.
19. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein,
contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This
instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject
matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed
by both parties.
20. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds
for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does
not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year.
21. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24-50-507. The signatories to
this Agreement state that to their knowledge, no employee of Weld County has any personal or beneficial interest
whatsoever in the service or property which is the subject matter of this Agreement.
22. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a
court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that
this Agreement is then capable of execution within the original intent of the parties.
23. Governmental Immunity. No term or condition of this contract 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.
24. No Third Party Beneficiary. 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 the undersigned parties
and nothing 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 an incidental beneficiary only.
25. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been
approved by the Board of County Commissioners of Weld County, Colorado or its designee.
26. Choice of Law/Jurisdiction. 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. In the event of a legal dispute
between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said
dispute.
27. Public Employment Retirement Program. Contractor is responsible for notifying Weld County of any previous
participation in the Colorado Public Employee Retirement Program. Contractor must notify Weld county of the most recent
employment for a PERA contributing employer.
28. Public Contracts for Services C.R.S. §8-17.5-101. Contractor certifies, warrants, and agrees that it does not
knowingly employ or contract with an illegal alien who will perform work under this contract. Contractor will confirm the
employment eligibility of all employees who are newly hired for employment in the United States to perform work under
this Agreement, through participation in the E -Verify program or the State of Colorado program established pursuant to
C.R.S. §8-17.5-102(5)(c). Contractor shall not knowingly employ or contract with an illegal alien to perform work under
this Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor shall
not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor shall not use E -
Verify Program or State of Colorado program procedures to undertake pre -employment screening or job applicants while
this Agreement is being performed. If Contractor obtains actual knowledge that a subcontractor performing work under the
public contract for services knowingly employs or contracts with an illegal alien Contractor shall notify the subcontractor
and County within three (3) days that Contractor has actual knowledge that a subcontractor is employing or contracting
with an illegal alien and shall terminate the subcontract if a subcontractor does not stop employing or contracting with the
illegal alien within three (3) days of receiving notice. Contractor shall not terminate the contract if within three days the
subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an
illegal alien. Contractor shall comply with reasonable requests made in the course of an investigation, undertaken
pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in
the State of Colorado program, Contractor shall, within twenty days after hiring an new employee to perform work under
the contract, affirm that Contractor has examined the legal work status of such employee, retained file copies of the
documents, and not altered or falsified the identification documents for such employees. Contractor shall deliver to County,
a written notarized affirmation that it has examined the legal work status of such employee, and shall comply with all of the
other requirements of the State of Colorado program. If Contractor fails to comply with any requirement of this provision
or of C.R.S. §8-17.5-101 et seq., County, may terminate this Agreement for breach, and if so terminated, Contractor shall
be liable for actual and consequential damages.
Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contractor receives federal or
state funds under the contract, Contractor must confirm that any individual natural person eighteen (18) years of age or older
is lawfully present in the United States pursuant to C.R.S. § 24-76.5-103(4), if such individual applies for public benefits
provided under the contract. If Contractor operates as a sole proprietor, it hereby swears or affirms under penalty of peijury
that it: (a) is a citizen of the United States or is otherwise lawfully present in the United States pursuant to federal law. (b)
shall produce one of the forms of identification required by C.R.S. § 24-76.5-101, et seq., and (c) shall produce one of the
forms of identification required by C.R.S. § 24-76.5-103 prior to the effective date of the contract.
29. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees
to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibit A, is the complete and
exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and
any other communications between the parties relating to the subject matter of this Agreement.
IN WITNESS WHEREOF, the parties hereto have signed this Agreement this 16th day of September, 2020.
CONTRACTOR:
Racing Underground
By:
Name: Jill Eisman
Title: Partner
Date 09/02/2020
WELD COUNTY: C�
ATTEST: dderitiA) v•JCZIO4
Weld un Clerk to the Board
BY:
Deputy Cl
e Bo
APPROVED AS TO FUNDING:
Controller
APPROVED AS TO FORM:
aititiAtOelerl,grt,
County Attorney
Y
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Mike Freeman, Chair
ED AS T
SEP 1 6 2020
TANCE:
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3k/5k Kids Run - (untimed)
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Start: 4:30 PM
Venue: Weld County Admin Building, 1150 O St Greeley. CO R FPUOpens:
EarlyPPU: Thursday 7- pm
Weld County Admin Building
Racel ir. Kelly Leffler County Witness Coordinator 1150 O St Greeley CO $0631
ChipHandout: On Bib ContractiD: 020034
Contract in items
Minimum Fee 1-300 Entrants
Additional Entrants 301+ ($2.50 each)
Mileage Fee
Additional timeline for start
ContractDate: 8/1712020 DepositDue: $500
Clcs payable to: Racing Underground
Rain. Underground Equipment (no additional charge):
Timing .System (power source included): BibChip
FinishArch Yes FinishClock Yes
Add"! Equip None.
Lodgin Required? �.\ "Yes ? No Lodginginfo N/A
$1,000.00
Run Events Only
Event Fencing - 100f1: No
Sound E.: Music PA BikeRacks .hv Yes
Racing Underground Services (no additional charge):
Race day data entry
Link to event web site from our online regional race calendar
Results posted throughout the event anc online race day (Internet availability dependent)
Pins Supplied By RU
BibsSuppliedBy RU Online Registration Setup By RU
BibSource Generic - no fee Db. Due to RU by Tuesday Noon
Services Not Provided by Racing Underground:
Course setup or marking of course; Race day entry forms/cash box; Permits, insurance and promotion
Providing volunteers for registration, packet pickup or out on the course; Goody Bags/samples
Expected From Race Director
Database to be mailed in agreed upon format by agreed upon time & Provide necessary volunteers
.Volunteers Req: None.
Racing Underground, LLC; PO Box 7042, Golden, Co 80403; 303-642-7917
Page (1) of 2
$90.00
$250.00
RACING UNDERGROUND TIMING CONTRACT
Cancellation Policy:
A fee of $500 will be charged to any event that cancels greater than 60 days of the event date. If an event is
canceled 60 days or fewer before the event date - then the full minimum fee will be charged. No exceptions will
be made for any reason, including weather, terrorism, low entry numbers, or permit issues.
If the race is postponed to another date within three months of the original date, and Racing Underground is
available on that rescheduled date, then we will provide our timing services on the rescheduled date at the
original price quoted. If Racing Underground is not available on the rescheduled date, then the full minimum fee
will be charged. If the event is using disposable timing chips and the chips have already been affixed to the bibs,
then the race will be charged $0.50 for each chip in excess of 300.
Damaged Equipment Fee (Timing Mats): I understand that vehicles cannot drive across the time line mats.
Replacement cost for each timeline is $5000.
THIS AGREEMENT is made by and between RACING UNDERGROUND, LLC ("RU") and the RACE
DIRECTOR noted above ("RD"). I have read the list of Services and/or Equipment provided by RU and agree to
the race timing package for the above noted race. RU will provide a Post Race Invoice to the Race Organizer
within one week of the race event. I agree to make full payment to RU upon receipt of the post Race Invoice.
This agreement contains the complete and entire understanding between the parties with respect to the subject
matter of this Agreement, and supersedes all prior oral or written agreements between the parties related to such
subject matter.
Race Director: Date:
Racing Underground: Date:
Racing Underground, LLC; PO Box 7042, Golden, CO 80403; 303-642-7917
Page (2) of 2
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