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HomeMy WebLinkAboutC07-377 Eagle Valley AllianceMotor Vehicle Lease Agreement This agreement is between Eagle County, Colorado, a body politic and corporate, by and through its Board of County Commissioners ("Lessor") and The Eagle Valley Alliance, a Colorado 501 (c)(3) corporation ("Lessee"), for the lease of a motor vehicle and two trailers owned by Lessor and which will be described more particularly herein, to be used in connection with the Eagle County drop-off recycling program, upon the following terms. 1. Leased Property: Lessor hereby leases to Lessee the 2007 Dodge diesel -powered pickup with shell, with the Vehicle Identification Number 3D7MX46C17G716231, Colorado License Plate Number 455BFA and Eagle County unit number 8568; and two (2) 2007 "Pro -Gravity - Trailers, with Vehicle Identification Numbers 1P9RG21157A371834 and 1P9RG21157A371835, (collectively referred to as the "Vehicles"). 2. Term: The, term of the lease shall be for the period from the date of the execution of the Agreement until December 31, 2008, unless terminated earlier pursuant to the terms hereto. 3. Rental Rate: Lessee hereby agrees to pay Lessor $1.00 per year for use of the Vehicles. All fuel shall be paid for by Lessee. 4. Service: a. General. Except as otherwise provided, Lessor will furnish the Vehicles with all necessary repairs, including parts and labor, preventive maintenance, inspections and road service and with all necessary tires. Lessee will furnish the Vehicles with all necessaryfuel, antifreeze, oil and lubricants. b. Scheduled Services. Lessee agrees to make available and deliver each vehicles to a facility designated by Lessor when notified by Lessor that services are required. Lessor will not be required to provide substitute vehicles during periods of scheduled services. C. Unauthorized Repairs. Lessee will promptly report, on forms provided by Lessor, all problems regarding the operation of any vehicles. Lessee, its drivers, agents and employees will not attempt to make any repairs, adjustments or modifications to the Vehicles, and Lessee will be responsible for any damages resulting from unauthorized repairs, adjustments or modifications. Emergency road repairs over $25 must be approved in advance by Lessee. d. No Substitution. Lessor will not be required to supply substitute vehicles in the event the Vehicles are mechanically disabled or disabled due to physical damage, collision, fire, comprehensive damage, theft of a vehicle or vehicles parts. e. Lessee will be responsible for all costs related to: (1) damage to Vehicle tires, other than normal wear and tear; (2) damage due to operation of the Vehicles off a paved road; (3) damage to the Vehicles resulting from Lessee's failure to check and maintain adequate fluid and lubricant levels; (4) damage or liability resulting from Lessee's failure to properly maintain the Vehicles or report to Lessor the need for maintenance or repair. 5. Insurance: At all times during the term of this Lease Agreement, Lessee shall maintain comprehensive automobile insurance in the following amounts: Combined single limit: $1,000,000.00 Uninsured/Underinsured Motorist: $1,000,000.00 Medical Expense: $5,000.00 Certificates of insurance acceptable to Lessor shall be filed with Lessor before Lessor may take possession of the Vehicles. This certificate shall contain a provision naming Eagle County as an additional insured under Lessor's insurance and that coverage afforded under the policy(s) will not be cancelled until at least thirty days prior written notice has been provided to Lessor. 6. Use of the Vehicles: a. Purpose. Lessee agrees that the Vehicles are leased from Lessor and that the Vehicles will be used solely for the purpose of facilitating Eagle County and The Eagle Valley Alliance's drop-off recycling program and not for personal, household, agricultural or passenger carrying purposes. b. Operation and Drivers. Lessee agrees that the Vehicles will be operated by safe and careful drivers, properly licensed, at least 21 years of age, who will be deemed to be the Lessee's agents under Lessee's direction and control. Lessee will not permit the Vehicles to be operated by a driver under the influence of alcohol or drugs. Lessee will provide Lessor with a full list of its drivers authorized to operate the Vehicles and will give written notice to Lessor of any change of drivers within thirty days of each change. Lessor may investigate each driver's record and make recommendations as to the driver's fitness. Lessor may request the removal of any driver and Lessee will remove that driver immediately. If Lessee fails to remove the driver: (1) Lessee will be responsible for any loss or expense and will indemnify and hold Lessor harmless from any claims, demands, or liabilities resulting from the operation of the Vehicles by such driver; and/or (2)Lessor may terminate this Agreement immediately. 7. Indemnification: Lessee hereby agrees to fully indemnify the Lessor for any and all losses of or damage to the Vehicles or their parts and equipment during the term of this Agreement whether caused by collision, fire, flood, vandalism, theft or any other cause, except that which shall be determined to be caused by the fault or defect of the Vehicles or their parts and equipment. Regardless of whether or not Lessor declares a default under this Agreement, Lessee will be responsible to Lessor for and will indemnify and hold Lessor harmless from all damages, liabilities and claims resulting from Lessee's breach of any of the terms of this Agreement. 8. Observance of Laws: Lessee agrees not to permit the Vehicles to be used in violation of any federal, state or local laws or ordinances and Lessee will hold Lessor harmless from all fines, claims, forfeitures or penalties arising from any such violation. In the event any of the Vehicles is impounded as a result of a violation, Lessee will continue to pay all charges. If there are changes in any laws requiring the installation of additional equipment or accessories or modification of the Vehicles, Lessor will comply with these requirements and Lessor will pay for all costs incurred for modification of the Vehicles. Lessee agrees that the Vehicles will not be used for any unlawful purpose, for transportation of persons, or for transportation of property for hire unless authorized by law. 9. Storage: Lessor will not provide vehicle storage. 10. Termination: Either party shall have the option to terminate this Agreement at any time, for any reason. In the event this Agreement is terminated, Lessee shall forthwith return the Vehicles as provided in Paragraph 11 of this Agreement. 11. Return of Vehicles: Upon termination of this Agreement, by expiration of the lease term or otherwise, Lessee will return the Vehicles to Lessor to the Eagle County Landfill at 2250 Highway 131 Wolcott, Colorado, 81655 in the same condition and with the same accessories and components as when received by Lessee, normal wear and tear excepted. 12. Liability of Lessor: Lessor will not be liable for failure to repair the Vehicles. 13. Subordination: Lessor will have the right to finance the Vehicles covered by this Agreement by placing a security interest on the Vehicles, by assigning any of its rights under this Agreement. Lessee will recognize any such security agreements or assignments and will not assert against the financing party any defense, counterclaim or setoff that Lessee may have against Lessor. 14. General: This Agreement is a lease only and Lessee acquires no title or ownership rights to the Vehicles. This Agreement comprises the entire agreement between the parties and may be modified only in writing signed by duly authorized representatives of both parties. This Agreement is binding on the parties, their successors, legal representatives and assigns. Lessor may, without Lessee's consent, assign this Agreement, but Lessee shall have no right to assign, sublet, transfer, encumber or convey this Agreement or the Vehicles without the prior written consent of Lessor. The titles of the various paragraphs are solely for convenience of the parties and will not be used to explain, modify, amplify or aid in interpretation of the terms. Failure of Lessor to declare any default or exercise any right under this Agreement will not waive the default and Lessor will have the right at any time to declare that default and take any action permitted by law. Any provision of this Agreement prohibited by law will be deemed amended to conform to such law without in any way invalidating or affecting the remaining provisions. This Agreement will be deemed to have been made in and will be construed in accordance with the laws of the state of Colorado. 15. Notices: Any notice to be given by either party to the other shall be in writing and shall be deemed to have been duly given if delivered personally, by facsimile transmission or if sent by prepaid first class mail, and for the purposes aforesaid, the addresses of the parties are as follows: Lessor: Mr. Ron Rasnic Eagle County Solid Waste & Recycling Manager P.O. Box 250 Eagle, Colorado, 81631 (970) 926-3125 (telephone) (970) 926-3603 (fax) Lessee: Mr. Matt Scherr Executive Director The Eagle County Alliance P.O. Box 4923 Vail, Colorado, 81658 (970) 569-3890 (telephone) (970) 569-3891 (fax) Notices shall be deemed given on the date of delivery; on the date a FAX is transmitted and confirmed received or, if transmitted after normal business hours, on the next business day after transmission, provided that a paper copy is mailed the same date; or three days after the date of deposit, first class postage prepaid, in an official depositary of the U.S. Postal Service. IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of December, 2007. LESSOR -,C -Runty of Eagle, State of Colorado, by opo and thro gh it oard of County Commissioners Att st: By:. ( /11*1 * Am . coni, Chairman Teak Simontoe, Clerk to the Bo2SWwW0'- � LESSEE: The Eagle Valley Alliance, a nonpr Colorado Corporation. app► HE,0!fiJp OTA By: II - STATE OF COLORADO ) �� 00 County of ) SOF ""'o coy The foregoing in ent was acknowledged before me by Matt Scherr, this December, 2007. My Conn*sion Eupitgs 12172008 - My commission expires: o Public