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Home My WebLink AboutC12-099 Ski and Snowboard Club Vail AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND SKI AND SNOWBOARD CLUB VAIL FOR HEALTHY AGING PROGRAM FOOD SERVICE THIS AGREEMENT (hereinafter referred to as this "Agreement "), made this I�? day of WW1/ , 2012, by and between the Eagle County, Colorado, PO Box 850, 500 Broadway, Eagle, CO 81631 (hereinafter referred to as "County "), and Ski & Snowboard Club Vail, a non - profit corporation with its principal place of business at 598 Vail Valley Drive, Vail, Colorado 81657 (hereinafter referred to as "the SSCV "), WITNESSETH, THAT WHEREAS, County desires to enter into this Agreement with SSCV for the benefit of Eagle County's Healthy Aging Program for certain food service privileges of SSCV; and WHEREAS, the parties wish to set perimeters and a compensation structure for the services to be performed under this Agreement; and WHEREAS, the parties desire to formalize agreement for the purpose of accepting each and every condition herein set forth. NOW THEREFORE, THAT FOR AND IN CONSIDERATION as set forth herein, and for other good and valuable consideration, the parties agree as follows: 1. SSCV shall provide up to 40 meals per day to County for the benefit of the Minturn Seniors group. Meals shall be ready no later than 11:50AM on each day meals are provided under this Agreement. In the event County determines that it will be in need of more than 40 meals on a given day, County shall provide SSCV with advance notice of such need and SSCV shall accommodate such request if it is reasonably able to do so. 2. The content of the meal shall be limited to the food as provided by SSCV to its students and staff, and shall include milk, a salad and a fruit for each meal served. Other than expressly set forth herein, County agrees that it shall have no input on the content of the meals and that no special meals or food other than that which is provided by SSCV to its student and staff shall be required under this Agreement. 3. Meals shall only be provided on Wednesdays and Fridays and only on days when SSCV is in session per its regular academic calendar and not on any holiday or break. 4. SSCV shall provide, no later than one week before the beginning of each month, a menu showing the meals that will be served during the upcoming month. County is responsible to inform itself and the Minturn Seniors what days meals are provided. County agrees that it has obtained and reviewed the SSCV calendar and is aware which days meals will be provided. 5. SSCV shall NOT transport any food beyond its kitchen. County is responsible to transport the meals to its consumers at its space in the SSCV building and shall provide two volunteers per day for delivery and clean -up of the meals. The volunteers shall be available to transport the meals per SSCV's lunch schedule each day and shall return for clean -up no later than 2 p.m., at which point County volunteers shall be given access to the SSCV commercial dishwasher. 6. County is responsible to provide all of its own plates, silverware and other eating utensils to SSCV and shall return all dishes, silverware and all other items associated with each meal to the SSCV kitchen where said items were provided to COUNTY by SSCV. 7. County shall be responsible to timely clean each item. SSCV shall only be responsible for allowing County to store its dishes, silverware and all other items associated with each meal. SSCV is not otherwise responsible for in any way for these items. 8. County shall pay SSCV the total sum of $15,000.00 on or before March 15, 2012. Alternatively, rather than pay this sum in full by March 15, 2012, County has the option to provide 12 monthly payments of $1,275 on the 1 of each month. Should County opt to make the payments monthly, the monthly payment for January 2012 and February 2012 shall be made on or before March 15, 2012. 9. If, at any time during the term of this Agreement, County reasonably determines that any payment theretofore paid by County to Contractor was improper because the services for which payment was made were not performed as prescribed by the provisions of this Agreement, then upon written notice of such determination and request from County for reimbursement of the prorata portion of the contract amount representing the services that were not performed, Contractor shall forthwith refund such prorata portion to County. 10. County shall be responsible to ensure that the food provided to it by SSCV is properly and timely served and delivered to all seniors to ensure food safety and quality. 11. To the extent allowed by law, County shall indemnify and hold harmless SSCV and their agents and employees from and against, claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from any breach of this agreement or any injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting therefrom, and that is caused in whole or in part by any negligent act or omission of the County, and its agents and employees, the Healthy Aging Program, any subcontractor. To the extent allowed by law, SSCV shall indemnify County for, and hold and defend the County and its officials, boards, officers, principals and employees harmless from all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the negligent acts or omissions of, or presentations by, the SSCV in violation of the terms and conditions of this Agreement. This indemnification shall not apply to claims by third parties against the County to the extent that the County is liable to such third party for such claim without regard to the involvement of the SSCV 12. This Agreement shall be in effect for one year and shall commence on January 1, 2012 and shall terminate by its own terms on December 31, 2012. 13. This Agreement may be terminated by either party for any reason with 30 days written notice, with or without cause, and without penalty. Upon termination of this Agreement as herein provided or expiration of the term, any funds advanced by County to Contractor shall forthwith be returned to County on a per -diem, prorata basis. 14. PROHIBITIONS ON PUBLIC CONTRACT FOR SERVICES: If Contractor /Consultant has any employees or subcontractors, Contractor /Consultant shall comply with C.R.S. § 8- 17.5 -101, et seq., regarding Illegal Aliens — Public Contracts for Services, and this Contract. By execution of this Contract, Contractor /Consultant certifies that it does not knowingly employ or contract with an illegal alien who will perform under this Contract and that Contractor /Consultant will participate in the E- verify Program or other Department of Labor and Employment program ( "Department Program ") in order to confirm the eligibility of all employees who are newly hired for employment to perform work under this Contract. A. Contractor /Consultant shall not: (i) Knowingly employ or contract with an illegal alien to perform work under this contract for services; or (ii) Enter into a contract with a subcontractor that fails to certify to the Contractor /Consultant that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. B. Contractor /Consultant has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in the E- verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E- verify program can be found at: htt•: www.dhs.:ov x•rev•rot •ro :rams :c 1185221678150.shtm C. The Contractor /Consultant shall not use either the E- verify program or other Department Program procedures to undertake pre - employment screening of job applicants while the public contract for services is being performed. D. If the Contractor /Consultant obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor /Consultant shall be required to: (i) Notify the subcontractor and the County within three days that the Contractor /Consultant 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 the Contractor /Consultant 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. The Contractor /Consultant 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 established in C.R.S. § 8- 17.5- 102(5). F. If a Contractor /Consultant violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, the Contractor /Consultant shall be liable for actual and consequential damages to the County as required by law. G. The County will notify the office of the Colorado Secretary of State if Contractor /Consultant violates this provision of this Contract and the County terminates the Contract for such breach. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first written above. Eagle County, Colorado By and through its County Mana er by: , e�f Keith Montag STATE OF o)0 ��,,,,`` ) SS. COUNTY OF t71'�r�(0 ) The foregoing instrument was acknowledged before me by K moN this 11 0 day of Maki-) , 2012. My commission expires: V91 I IL, CHURCHILL Notary Public STATED MY COMMISSION EXPIRES Ski & Snow and Club Vail : 0137fit corporation y: its: t ago iioft vR STATE OF _CZ) SS. COUNTY OF E Q ''E.. ) The foregoing instrument was acknowledged before me by )„�, n) this ' day of r �� _ , 2012. P .,Ric; ; _ My commission expir s:: 160 ;—\. 0/t o % " PUBLIC R Notary Public