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HomeMy WebLinkAboutC08-283AGREEMENT BETWEEN EAGLE COUNTY AND VALLEY PINES CONDOMINIUM ASSOCIATION, INC THIS AGREEMENT ("Agreement"), is made and entered this ~ day of 2008, by and between Valley Pines Condominium Association, a Nonprofit Colorado corporation ("Valley Pines"), and the Board of County Commissioners of Eagle County, State of Colorado, a body corporate and politic ("County"). Collectively, Valley Pines and County may be referred to as "Parties." WITNESSETH: WHEREAS, County has been funding a nutrition and senior health program at Valley Pines; and WHEREAS, County and Valley Pines both desire to enter into an Agreement clarifying the working relationship of the parties in the conduct of programs for Senior Citizens through the Senior Service Program of the County at Valley Pines; and WHEREAS, the parties desire this Agreement to detail County's financial responsibilities for the services and space provided by Valley Pines; and WHEREAS, the parties intend by this Agreement to set forth the scope of the responsibilities of Valley Pines and County in connection with this Agreement. NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions contained herein, the parties hereto agree hereby as follows: CONDITIONS: 1. DEFINITIONS A. Senior(s) shall mean persons 60 years of age and older. B. Non-resident senior(s) shall mean seniors who do not reside within the Valley Pines complex. 2. TERM This Agreement shall commence on January 1, 2009 and, subject to the provisions of this Agreement, shall continue in full force and effect until December 31, 2009. 3. RENEWAL This Agreement shall automatically renew each year on January 1 unless thirty (30) days notice given to the other party. 4. VALLEY PINES RESPONSIBILITIES Valley Pines agrees to make available an area of approximately 6700 square feet that includes a lounge, meeting rooms, a dining area, an exercise room, acommercial-type kitchen and an elevator for use as a Senior Center. These areas shall be made available without cost for organized nutrition programs for resident and non-resident seniors sponsored by Eagle County. Such senior use shall be permitted and scheduled during reasonable times of the day, evening, and weekends. Valley Pines will designate a contact person for the purpose of facilitating and scheduling non-resident use. Specifically, A. Space will be made available for conducting the Eagle County Senior Nutrition Program and for the purpose of preparing, cooking and serving meals and socializing. B. Secured space will be made available wherein supplies may be stored for the exclusive use of the Eagle County Senior Nutrition Program. C. Utilities will be provided for the facility including water, sewer, electricity, heat, and trash removal. D. Pest control services will be provided as needed. E. Use of dining area furnishings such as tables and chairs will be provided. F. Janitorial services including the removal of snow and ice from outside walkways will be provided. F. An area where meal participants have the opportunity to make a confidential and voluntary donation for the meal will provided. G. Kitchen area and appliances will be kept in working condition. H. General liability insurance in the amount of $150,000 per person and $600,000 per occurrence or as specified in the Colorado Governmental Immunity Act, whichever is greater. 5. COUNTY'S FUNDING Eagle County agrees to pay costs for the clubhouse in the following amounts: 20% of costs relating to Janitorial, Snow Removal, Landscape Maintenance, Pest Control, Trash Service, Gas for Clubhouse; and, 2.8% of costs relating to the Elevator, Water & Sewer, Electricity, and Insurance; and, Up to $300 (three-hundred dollars) in costs for any nominal kitchen repairs such as refrigerator or stove service. Activities outside of the scope of this agreement shall be paid at $50 (fifty dollars) per month. 2 6. COMMUNICATION BETWEEN PARTIES The parties to this agreement will meet as necessary to facilitate communication, problem solving, and coordinated planning for Senior Programs conducted at Valley Pines. 7. NOTICE Any notice provided for herein shall be given in writing by registered or certified mail, return receipt requested, which shall be addressed as follows: Valley Pines: Valley Pines HOA P.O. Box 153 Basalt, CO 81621 Eagle County: Eagle County Health & Human Services P.O. Box 660 Eagle, CO 81631 8. MODIFICATIONS AND WAIVER A. The parties shall not assign any rights or duties under this Agreement to a third party without the written consent of the other parties. B. This Agreement may be amended only in writing by an amendment signed by both parties. 9. PROVISION MANDATED BY HOUSE BILL 1343: PROHIBITIONS ON PUBLIC CONTRACT FOR SERVICES A. Valley Pines shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services; or enter into a contract with a subcontractor that fails to certify to Valley Pines that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. B. Valley Pines shall confirm or attempt to confirm through participation in the Basic Pilot Verification Program, as administered by the United States Department of Homeland Security, that Valley Pines does not employ any illegal aliens. If Valley Pines is not accepted into the Basic Pilot Verification Program prior to entering into a public contract for services, Valley Pines shall apply to participate in the Program every three months until Valley Pines is accepted or the public contract for services has been completed, whichever is earlier. Information on applying for the Basic Pilot Verification Program can be found at: https: //www. vis-dhs. com\employerre~istration 3 C. Valley Pines shall not use the Basic Pilot Verification Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. D. If Valley Pines obtains actual knowledge that a Subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, Valley Pines shall be required to: i. Notify the Subcontractor and the County within three days that the Contractor has actual knowledge that the Subcontractor is employing or contracting with an illegal alien; and ii. Terminate the Subcontract with the Subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the Subcontractor does not stop employing or contracting with the illegal alien; except that Valley Pines shall not terminate the contract with the Subcontractor if during such three days the Subcontractor provides information to establish that the Subcontractor has not knowingly employed or contracted with an illegal alien. E. Valley Pines shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority. F. If Valley Pines violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated, Valley Pines shall be liable for actual and consequential damages to the County. 10. MISCELLANEOUS A. This Agreement constitutes the entire Agreement between the parties related to its subject matter. It supersedes all prior proposals, agreements and undertakings. B. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, legal representatives, executors, administrators, successors and assigns: provided, however, that no party may assign nor delegate any of its rights or obligation hereunder without first obtaining the written consent of the other party. C. In the event that a dispute should arise relating to the performance of the services to be provided under the Agreement, and should that dispute result in litigation, it is agreed that the prevailing party shall be entitled to recover all reasonable costs incurred in the defense of the claim, including staff time, court costs, attorney's fees, and other claim related expenses. D. The validity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid and unenforceable provisions were omitted. 4 E. Valley Pines shall comply with all applicable laws, resolutions, and codes of the State of Colorado and Eagle County. F. Notwithstanding anything to the contrary contained in this contract, the County shall have no obligations under this agreement nor shall any payment be made to Valley Pines in respect of any period after December 31 of each calendar year during the term of this agreement, without any appropriation therefore by the County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provision of Article 25 of Title 30 of the Colorado Revised Statues, the Local Government Budget Law (C.R.S. ยง 29-1-101 et seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). G. This Agreement shall be interpreted in accordance with the laws of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in the Fifth Judicial District for the State of Colorado, Eagle, Colorado. IN WITNESS THEREOF, the parties hereto have executed this Agreement the day and year first above written. The parties hereto have signed this Agreement in quadruplicate. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its ATTEST: BOARD OF COUNTY COMMISSIONERS B Peter Runyon, Chai Valley Pines 5 County Commissioners ~""*~'r""'~