HomeMy WebLinkAbout20140566.tiff RESOLUTION
RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES AND AUTHORIZE
CHAIR TO SIGN - LONGMONT HUMANE SOCIETY
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 for Professional Services
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, and the Longmont Humane Society, commencing
January 1, 2014, and ending December 31, 2014, 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 Professional Services between the County of
Weld, State of Colorado, by and through the Board of County Commissioners of Weld County,
and the Longmont Humane Society 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 26th day of February, A.D., 2014, nunc pro tuns January 1, 2014.
-BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
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Weld County Clerk to the Board t' E La
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BY: �, c 9i . �. ...1 1861 —
Dep y Clerk to the Board �. j,�,
�, � P. Conway
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Mike Fre a
Co my Attorney
2 illiam F. Garcia
Date of signature: ,5'10 •i4
(oe"5'19' I4 2014-0566
BC0046
AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made by and between the County of Weld, State of Colorado,
whose address is 1150 O Street, Greeley, Colorado, 80631 ("County"), and Longmont Humane
Society, whose address is 9595 Nelson Road, Longmont, CO 80501, ("Contractor" or "the
Shelter").
WITNESSETH:
WHEREAS, County desires to retain Contractor as an independent contractor to perform
services as more particularly set forth below; and
'WHEREAS, Contractor has the time available to timely perform the services, and is
willing to perform the services according to the terms of this Agreement.
NOW THEREFORE, in consideration of the mutual promises and covenants contained
herein,the parties hereto agree as follows:
1. Engagement of Contractor. County hereby retains Contractor, and Contractor
hereby accepts engagement by County upon the terms and conditions set forth in this Agreement.
2. Term. The term of this Agreement shall be from January 1, 2014, through and until
December 31, 2014. -
3. Services to be Performed. Contractor agrees to perform the Services listed or
referred to in Exhibit A, attached hereto and incorporated herein.
4. Compensation.
a. County agrees to pay Contractor for services performed, as described in
Exhibit A, at the rate of$125.00 per animal based for an estimated 225 animals during
the 2014 calendar year (comprising one payment of$28,125, pursuant to Subsection 4.b.,
below). County shall not owe any amounts in addition to $28,125, pursuant to this
Agreement, if the number exceeds 225 animals during the 2014 calendar year. Likewise,
County shall not be entitled to a refund of any portion of the $28,125 if the number is less
than 225 animals during the 2014 calendar year. The term, "animal," as used herein
means only dogs brought to the Shelter by either the County ACO or by Weld County
citizens.
b. Payment to Contractor shall be made within thirty (30) days of signed
contract by Contractor.
5. Additional Work. In the event the County shall require changes in the scope,
character, or complexity of the work to be performed, and said changes cause an increase or
2014-0566
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decrease in the time required or the costs to the Contractor for performance, an equitable
adjustment in fees and completion time shall be negotiated between the parties and this
Agreement shall be modified accordingly by a supplemental Agreement. Any claims by the
Contractor for adjustment hereunder must be made in writing prior to performance of any work
covered in the anticipated supplemental Agreement. Any change in work made without such
prior supplemental Agreement shall be deemed covered in the compensation and time provisions
of this Agreement.
6. Independent Contractor. Contractor agrees that Contractor is an independent
contractor and that neither Contractor nor Contractor's agents or employees are, or shall be
deemed to be, agents or employees of the County for any purpose. Contractor shall have no
authorization, express or implied, to bind the County to any agreement, liability, or
understanding. The parties agree that Contractor will not become an employee of County, nor is
Contractor entitled to any employee benefits from County as a result of the execution of this
Agreement.
7. Warranty. Contractor warrants that services performed under this Agreement will
be performed in a manner consistent with the professional standards governing such services and
the provisions of this Agreement.
8. Reports County Property. All reports, test results and all other tangible materials
produced in connection with the performance of this Agreement, whether or not such materials
are in completed form, shall at all times be considered the property of the County. Contractor
shall not make use of such material for purposes other than in connection with this Agreement
without prior written approval of County.
9. Insurance and Indemnification. Contractor shall defend and indemnify County, its
officers and agents, from and against loss or liability arising from Contractor's acts, errors or
omissions in seeking to perform its obligations under this Agreement. Contractor shall provide
necessary workers' compensation insurance at Contractor's own cost and expense.
10. Termination. Either party may terminate this Agreement at any time by providing
the other party with a 60 day written notice thereof. Furthermore, this Agreement may be
terminated at any time without notice upon a material breach of the terms of the Agreement. In
the event of an early termination, Contractor shall be paid for work performed up to the time of
notice and County shall be entitled the use of all material generated pursuant to this Agreement.
11. Non-Assignment. Contractor may not assign or transfer this Agreement, any
interest therein or claim thereunder,without the prior written approval of County.
12. Access to Records. County shall have access to Contractor's financial records as
they relate to this Agreement for purposes of audit. Such records shall be complete and available
for audit 90 days after final payment hereunder and shall be retained and available for audit
purposes for at least five years after final payment hereunder.
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13. Time of Essence. Time is of the essence in each and all of the provisions of this
Agreement.
14. 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.
15. Notices. Any notice required to be given under this Agreement shall be in writing
and shall be mailed or delivered by certified mail, return receipt requested, postage prepaid to the
other party at that party's address as stated above.
16. Compliance. This Agreement and the provision of services hereunder shall be
subject to the laws of Colorado and be in accordance with the policies, procedures, and practices
of County.
17. 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.
18. Certification. Contractor certifies that Contractor is not an illegal immigrant, and
further, Contractor represents, warrants, and agrees that it has verified that Contractor does not
employ any illegal aliens. If it is discovered that Contractor is an illegal immigrant, employs
illegal aliens or subcontracts with illegal aliens, County can terminate this Agreement and
Contractor may be held liable for damages.
19. Entire Agreement/Modifications. This Agreement contains the entire agreement
between the parties with respect to the subject matter contained in this Agreement. This
instrument supersedes all prior negotiation,representation, and understanding 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. Funding Contingency. No portion of this Agreement shall be deemed to create an
obligation on the part of County to expend funds not otherwise appropriated or budgeted for.
21. No Conflict. No employee of Contractor nor any member of Contractor's family
shall serve on a County Board, committee or hold any such position which either by rule,
practice or action nominates, recommends, supervises Contractor's operations, or authorizes
funding to Contractor.
22. 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 provision,
to the extent that this Agreement is then capable of execution within the original intent of the
parties.
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23. Governmental Immunity. No portion of this Agreement shall be deemed to
constitute a waiver of any immunities the parties or their officers or employees may possess.
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.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date and
year written below.
CONTRACTOR:
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ATTEST:alithiti `CS;tA BOARD OF COUNTY
CLERK TO THE BOARD COMMISSIONERSOF WELD COUNTY
By: ,_ �/�ffyti�� BYV=�u° Gc-
Deputy Cler o the B t L /a ` Douglas Rad macher, Chairman
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Exhibit A
Services to be performed by the Contractor for Weld County:
The taint, "animal,"as used herein means only dogs brought to the Shelter by either the County
ACO or by Weld County citizens.
• Intake service, 24 hrs a day, 365 days per year in a secure, fenced and enclosed facility.
• Provide impound care as required by Colorado statute or regulation, or by Order of a
court of competent jurisdiction, including feeding and watering.
• Animal bite quarantine service for 10 days, as required.
• Euthanasia of animals as determined necessary by Contractor.
• Unless an animal has been impounded and placed on an agency hold, all animals shall
become the property of the Contractor after a maximum of 5 days. No additional fees or
costs shall be charged to the County after the 5 days has elapsed.
• Monthly reports will be prepared and sent to the County. Reports will include the total
number of animals brought to the Shelter with case number for each animal, and
disposition of each animal (redeemed, adopted,transferred, euthanized). There will not
be an additional fee for this service.
• Return of County intake forms when an animal has been dispositioned.
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BOARD OF COUNTY COMMISSIONERS
PASS-AROUND REVIEW/WORK SESSION REQUEST
RE: Agreement for professional services,Longmont Humane Society
DEPARTMENT: Weld County Sheriffs Office DATE: 02/14/14
PERSON REQUESTING: Cmdr. David Clarke
Brief description of the problem/issue: Approval of the commissioners for this contract
What options exist for the Board? (Include consequences,impacts,costs,etc. of options)
Work session or put on the agenda for approval
Recommendation: To be put on the agenda for approval.
Approve Schedule
Recommendation Work Session Other/Comments: id
Douglas Rademacher,Chair I
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Barbara Kirkmeyer ?C" fi,/
Sean P.Conway
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Mike Freeman ri) f .
William F.Garcia 21/(.7
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