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HomeMy WebLinkAboutC11-360 Starting Hearings AGREEMENT BETWEEN STARTING HEARTS INC AND THE COUNTY OF EAGLE, STATE OF COLORADO FOR MAINTENANCE SERVICES ,�,, THIS AGREEMENT made and entered into this / 7 day of /lh U e 1416 e w , 2011, by and between the Starting Hearts Inc. and the Board of County Commissioners of the County of Eagle, State of Colorado, a body corporate and politic (hereinafter referred to as the "County"). WITNESSETH: WHEREAS, Starting Hears Inc. desires assistance from County, to maintain its transportation equipment, and WHEREAS, County has the ability to perform maintenance on transportation equipment and has the capacity to assist Starting Hearts Inc.; and WHEREAS, County and Starting Hearts Inc. intend this Agreement to set forth the scope of the responsibilities of the parties and terms and conditions to govern their relationship in connection with the maintenance services. AGREEMENT NOW, THEREFORE, for good and valuable consideration and in consideration of the mutual promises, covenants and conditions contained herein, the parties hereto agree as follows: 1. SCOPE OF SERVICES: The County does hereby agree to perform general maintenance services for Starting Hearts Inc. transportation equipment and preventative maintenance services at the rates set forth in the attached Exhibit A entitled Eagle County Fleet Services IGA Rate Schedule for Service — Heavy Duty Equipment. In addition, the heavy equipment to be serviced under this Agreement is identified in Exhibit B, Heavy Equipment List for Starting Hearts Inc. Said maintenance services shall be limited to those items set forth in Exhibit A unless approved in writing by the parties. - 1- 2. PERIOD OF AGREEMENT: A. The initial term of this Agreement shall commence on the first day of November, 2011 and shall end on November 30, 2012. This Agreement shall automatically be renewed and extended for an additional one -year term commencing on December 1, 2012, unless earlier terminated in accordance with the provisions of this Agreement. B. This Agreement may be terminated by either party for any reason, with or without cause, and without penalty upon thirty (30) days written notice. In the event of termination, County shall be compensated for all incurred costs and hours of work completed through the date of termination. 3. REMUNERATION: A. Starting Hearts Inc. agrees to pay the County at a rate of $85.00 per hour for Mechanic's time performing general maintenance services plus the cost of all parts and /or fluids as more fully set forth in Exhibit A. Rates for other services are set forth in Exhibit A. Such rates are subject to amendment and modification by mutual agreement of the parties upon each renewal period or at a time otherwise agreed to in writing by the parties. In the event the County agrees to perform additional services to those outlined in Paragraph 1 of this Agreement or as set forth in Exhibit A, then the hourly rate shall be negotiated by the Eagle County Fleet Manger and Starting Hears Inc. and agreed to in writing prior to the County performing any additional maintenance services. B. The County shall bill Starting Hearts Inc. for maintenance services provided on the first of every month. The County will provide with the monthly invoice a summary billing report for maintenance services provided. Payment by Starting Hearts Inc. is due and owing to the County by the 30 of the month. Any payments made by Starting Hearts Inc. to the County must be made out to the Eagle County Fleet Services. 4. INDEMNIFICATION /HOLD HARMLESS: To the extent allowed by law Starting Hearts Inc. shall hold the County and its officials, boards, officers, principals and employees harmless from all losses, costs, claims, damages and liabilities, including reasonable attorney's fees and expenses for which County or any of its officials, boards, officers, principals and employees may become subject to, insofar as any such losses, costs, claims, damages or liabilities against the County arise out of this Agreement and County's maintenance service of Starting Hearts Inc. vehicles. -2- 5. MISCELLANEOUS: A. Starting Hearts Inc. recognizes that the County is providing a service for Starting Hearts Inc. and that County vehicle repairs are the number one priority of the Eagle County Fleet Mechanics. County will make good faith efforts to schedule maintenance services of Starting Hearts Inc. transportation equipment as requested by Starting Hearts Inc. or within a reasonable time thereafter. B. All written notices shall be given by certified mail to the following address: Eagle County Fleet Services Starting Hearts Inc. P. O. Box 1705 PO Box 4318 Gypsum, CO 81637 Avon, CO 81620 -4318 C. The provisions of this Agreement shall extend to and be binding upon the respective parties hereto, their successors and assigns. Notwithstanding the foregoing, financial obligations of Starting Hearts Inc. and the County, respectively, payable after the current fiscal year, are contingent upon funds for the purposes set forth in this Agreement being appropriated, budgeted and otherwise made available. D. No modification or waiver of this Agreement or of any covenant, condition, or provision herein contained shall be valid unless in writing and duly executed by both parties. E. This written Agreement embodies the whole agreement between the parties hereto and there are no inducements, promises, terms, conditions, or obligations made or entered into either by Starting Hearts Inc. or the county other than that contained herein. F. All agreements and covenants herein are severable, and in the event that any of them shall be held invalid by a court of competent jurisdiction; this Agreement shall be interpreted as if such invalid agreement or covenant were not contained herein. G. Starting Hearts Inc. has represented to the County and, likewise, the County has represented to Starting Hearts Inc. that it possesses the legal ability to enter into this Agreement. In the event that a court of competent jurisdiction determines that either of the parties hereto did not possess the legal ability to enter into this agreement, this Agreement shall be considered null and void as of the date of such court determination. -3- I. County and Starting Hearts Inc. each maintain insurance and shall provide proof thereof to and if requested by the other party. J. Nothing in this Agreement shall be deemed to make either party an employee, partner or representative of the other. IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of iSc3W.rv\ T 7,2011. THE COUNTY: COUNTY OF EAGLE, STATE OF COLORADO B• . .1,.., Keith Montag, County Maria: r STARTING HEARTS, INC. �.�. , By: • 'i+ rting Hearts Inc. Revised 11 -7 -11 -4- EXHIBIT A EAGLE COUNTY FLEET SERVICES IGA RATE SCHEDULE FOR SERVICE Heavy Duty Equipment Shoo Rate & Other Charges for light and Heavy Duty Equipment: Maintenance Services includes the general service of vehicles and equipment, Preventive Maintenance services, and all repair services provided. The shop rate for all mechanical repairs is $85.00 per hour plus the cost of all parts and /or fluids. Parts- current tax free cost plus 15% mark up. Outside Service will be billed at cost plus 10%. There is a $10.00 shop fee to cover supplies on each work order. Emergency CaII Outs: The shop rate for requested "emergency call outs" for mechanical repairs or service is $100.00 per hour plus the cost of parts and /or fluids. Fleet Services normal operating hours are 6:00 am — 7:00 pm Monday through Friday. On weekends and holidays two mechanics are on duty to provide limited service to county departments. Emergency call out service is offered to Starting Hearts Inc. weekdays (M -F) from 7:00 pm to midnight and on weekends and EC designated holidays from 6:00 am to midnight. Paint & Body Repairs: Sheet Metal Repair $70.00 /hr. Refinish, Preparation & Painting $70.00 /hr. Mechanical/ Electrical $70.00 /hr. Frame Repair $70.00 /hr. Paint & Material Supplies $Cost plus 10% -5- EXHIBIT B Heavy Equipment List Starting Hearts Inc. Year Make Model Serial # Mileage 1998 Orion V 1VH529P72W6033874 307,753 Engine Model Serial # Transmission Detroit Series 50 DAR0023219 Allison -6-