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HomeMy WebLinkAboutC12-101 Christy Couch Agreement i I I AGREEMENT BETWEEN EAGLE COUNTY AND CHRISTY COUCH FOR SENIOR EXERCISE CLASSES This Agreement ( "Agreement ") dated as of this / 71-S day of 7., 2012, is between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners ( "County "), with a mailing address of 500 Broadway, Post Office Box 850, Eagle, CO 81631 and Christy Couch, an individual with a mailing address of 250 Medicine Bow Road, Aspen, Colorado 81654 ( "Contractor "). WITNESSETII: Whereas, the County, through its Department of Public Health, works to promote the health, safety and welfare of County residents of all ages; and Whereas, among the services the County provides in order to promote such health, safety and welfare include the administration of exercise programming for Eagle County Seniors; and Whereas, the use of outside providers to provide exercise programming enhances the ability of the County to promote health, safety and welfare in the community; and Whereas, Contractor is a provider of such exercise programming services and County wishes to contract with her for such services. Now, therefore, in consideration of the foregoing premises and the following promises, County and Contractor enter into this Agreement. I: SCOPE A. The Exercise Specialist shall provide a senior - appropriate stretch class two times per week at the Golden Eagle Senior Center located at 715 Broadway, Eagle, Colorado 81631 (the "Services "). B. Unless otherwise agreed upon by County, the Services shall be provided each week during the term of this agreement on the following days and times: • Providing a stretch class two times per week from 9:30am- 10:30am on Tuesdays/Thursdays C. Contactor agrees that it will provide County with as much advanced notice as is reasonably practicable whenever the Exercise Specialist will not be available on a particular date to provide the Services. II: 'PERM This Agreement shall commence on February 1, 2012, and shall terminate on December 31, 2012. III: COMPENSATION 1 C,I� -ID1 A. Eagle County will pay the Contractor a fee of $20.00 per class she teaches, not to exceed an annual amount of $2,000.00. Contractor shall submit monthly invoices to County for Services provided during the prior month. Invoices will be paid through the County's usual bill paying process within thirty (30) days of County's receipt of a complete and accurate invoice from Contractor. Contractor shall ,provide County with supporting information as requested by County. B. If, prior to payment of compensation or reimbursement for services, but after submission to County of a request therefore by Contractor, County reasonably determines that payment as requested would be improper because the services were not performed as prescribed by the provisions of this Agreement, the County shall have no obligation to make such payment. If, at any time after or during the Term or after termination of this Agreement as hereinafter provided or expiration 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 for reimbursement from County, Contractor shall forthwith return such payment to County. Upon termination of this Agreement as hereinafter provided or expiration of the Term, any unexpended funds advanced by County to Contractor shall forthwith be returned to County. IV: 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 ,o (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: http ://www. dhs.gov/xprevprot/programs/gc_1185221678150. shtm , III 2 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. V. TERMINATION Either party may terminate this Agreement at any time and for any reason or no reason upon written notice to Contractor specifying the date of termination, which date shall be not less than ten (10) days from the date of the notice. In the event the Agreement is so terminated, all rights of Contractor and obligations of County, except for payment of accrued but unpaid fees and expenses and Contractor's indemnification obligation, shall terminate immediately. VI. CONTRACTOR'S DUTIES 3 A. Contractor shall maintain, for a minimum of 3 ade , ears adequate financial and y q programmatic records for reporting to County on performance of its responsibilities hereunder. Contractor shall be subject to financial audit by federal, state or county auditors or their designees. Contractor authorizes County to perform audits or to make inspections during normal business hours, upon 48 hours notice to Contractor, for the purpose of evaluating performance under this Agreement. Contractor shall cooperate fully with authorized HIS representatives in the observation and evaluation of the program and records. Contractor shall have the right to dispute any claims of misuse of funds and seek an amicable resolution with County. B. Contractor shall comply with all applicable federal, state and local rules, regulations and laws governing services of the kind provided by Contractor under this Agreement. C. Contractor shall assure that the service described herein is provided to the County at a cost not greater than that charged to other persons in the same community. D. Contractor shall safeguard information and confidentiality of all clients in accordance with rules of Eagle County Health & Human Services, and the Health Information Privacy and Accountability Act. VII. NOTICE Any notice required under this Agreement shall be given in writing by registered or certified mail; return receipt requested which shall be addressed as follows: COUNTY: CONTRACTOR: Karen Koenemann, Christy Couch Eagle County Public Health 250 Medicine Bow Road PO Box 660 Aspen, Colorado 81654 Eagle, CO 81631 (970)- 985 -8896 (970) 328 -2610 ouray19 @hotmail.com Karen.Koenemann@eaglecounty.us Notice shall be deemed given three (3) days after the date of deposit in a regular depository of the United States Postal Service. VIII. ASSIGNMENT Contractor shall not assign any of its rights or duties under this Agreement to a third party without the prior written consent of County. County shall terminate this Agreement in the event of any assignment without its prior written consent of County. IX. MODIFICATION Any revision, amendment or modification of this Agreement shall be valid only if in writing and signed by all parties. INSURANCE 4 Type of Insurance Coverage Limits General liability insurance $ 1,000,000 per occurrence Contractor shall purchase and maintain such insurance as required above and shall provide certificates of insurance in a form acceptable to County upon execution of this Agreement. XI. MISCELLANEOUS A. The relationship of Contractor to County is that of independent contractor. No agent, employee or volunteer of Contractor shall be deemed to be an agent, employee or volunteer of County. B. In the event of litigation in connection with this Agreement, the prevailing party shall be entitled to recover all reasonable costs incurred, including attorney fees, costs, staff time and other claim related expense. C. Invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable provision was omitted. D. Contractor shall indemnify and hold harmless County, its Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors from any and all demands, losses, liabilities, claims or judgments, together with all costs and expenses, including but not limited to attorney fees, incident thereto which may accrue against, be charged to or be recoverable from County, its Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors, as a result of the acts or omissions of Contractor, its employees or agents, in or in part pursuant to this Agreement or arising directly or indirectly out of Contractor's exercise of its privileges or performance of its obligations under this Agreement. E. Contractor shall comply at all times and in all respects with all applicable federal, state and local laws, resolutions, and codes. F. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after, December 31st of the calendar year of the Term of this Agreement, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. §§ 29 -1 -101 et seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). G. This Agreement shall be governed by the laws of the State of Colorado. Jurisdiction and venue for any suit, right or cause of action arising under, or in connection with this Agreement shall be exclusive in Eagle County, Colorado. 5 H. This Agreement supersedes all previous communications, negotiations and/or agreements between the respective parties hereto, either verbal or written, and the same not expressly contained herein are hereby withdrawn and annulled. This is an integrated agreement and there are no representations about any of the subject matter hereof except as expressly set forth in this Agreement. I. This Agreement does not, and shall not be deemed or construed to, confer upon or grant to any third party or parties any right to claim damages or to bring any suit, action or other proceeding against either Contractor or County because of any breach hereof or because of any of the terms, covenants, agreements and conditions herein. I. Contractor certifies that it has read the Agreement, understands each and every term and the requirements set forth herein, and agrees to comply with the same. In Witness Whereof, County and Contractor have executed this Agreement in triplicate on the date set forth above. COUNTY OF EAGLE, STATE OF COLORADO By and through its County Manager II I By: - _-- eith Montag, County Manager CONTRACTOR 6_ .(4, By: .h194 'sty Couch STATE OF COLOI — t do } f )SS. COUNTY OF The foregoing instrument was acknowledged before me by V 1l ►' l 5h CO UG his f " .. yof itil.4 ,20 . My commission expires: 30 -1 No : ' blic o miliH_IIii,,,, okay di "• • v 6 EXHIBIT A PROOF OF INSURANCE (Certificate cate of insurance to be inserted as Exhibit B) I I 7 4 ACORDTM CERTIFICATE OF LIABILITY INSURANCE I DATE(MMlDD/YYYY) 02/07/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERS), AUTHORIZED REPRESS TATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTA : If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and onditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate older in lieu of such endorsement(s). PRODUCER i CONTACT NAME: MaSS Merch Underwriting K &K Insurance Group, Inc. PHONE: (A/C, No. Ext): 888- 580 -8041 FAX: (A/c, No): 260 -459 -5995 1712 MagnE vox Way E -MAIL ADDRESS: KK MassMerchandising @kandkinsurance.com Fort Wayne IN 46804 PRODUCER CUSTOMER ID #: INSURED INSURER(S) AFFORDING COVERAGE NAIC # Christi L Coilch INSURER A: Nationwide Mutual Insurance Company 23787 250 Medicin Bow Road INSURER B: Aspen, CO 1611 INSURER C: — A Member o the Sports, Leisure & Entertainment RPG INSURER D: COVERAG S CERTIFICATE NUMBER: W00155411 REVISION NUMBER: THIS IS TO C RTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHST NDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR AY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICI S. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LTR INSR WVD (MMIDD/YY) (MM/DD/YY) LIMITS A GENERAL LIABILITY 6BRPG0000005155500 02/09/2012 02/09/2013 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY 12:01 AM EDT 12 :01 AM DAMAGE TO RENTED $30[),000 PREMISES (Ea occurrence) 'CLAIMS -MADE X 'OCCUR MED EXP (Any one person) – $5,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $3'000'000 GEN'L AGGREGATE LIMIT APPLIES PER: - PRODUCTS - COMP /OP AGG $1,000,00 �POLI7Y I 'PROJECT 1 LOC PROFESSIONAL LIABILITY $1,000,000 LEGAL LIAB TO PARTICIPANTS $1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea Accident) ANY UTO _ BODILY INJURY (Per person) — — ALL O ED AUTOS BODILY INJURY (Per accident) SCHE ULED AUTOS PROPERTY DAMAGE HIRE AUTOS Ter accident) NON WNED AUTOS Not prcvided while in Hawaii UMBRELLA LIAB OCCUR EACH OCCURRENCE EXCESS LIAB _ CLAIMS -MADE AGGREGATE DEDUCTIBLE RETEI\TION - – WORKERS 3OMPENSAT1ON N / A WC STATU- AND EMPLOYERS' LIABLITY Y / N ( TORY LIMITS I OTHER ANY PROPRIETORSHIP /PARTNER/ 1 I E.L. EACH ACCIDENT EXECUTIVE OFFICER/MEMBER EXCLUDED" E.L. DISEASE – EA EMPLOYEE (Mandatory In NH) - — If yes, descn ae under E.L. DISEASE – POLICY LIMIT DESCRIPTION OF OPERATIONS below MEDICAL PAYMENTS FOR PARTICIPANTS PRIMARY MEDICAL EXCESS MEDICAL DESCRIPTION 0 OPERATIONS / LOCATIONS / VEHICLES (Attach ALORD 101, Additional Remarks Schedu e, if more space is required) Non- certified I structor of: Aerobics, Exercise CERTIFICAT HOLDER CANCELLATION Evidence of C verage SHOULD ANY OF THE A BOVE D ESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DA TE THE REOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Coverage is onl extended to U.S. events and activities. ** NOTICE TO ERAS INSUREDS: The Insurer for the purchasing group may not be subject to all the insurance laws and regulations of the State of Texas ACORD 25 (200 /09) The ACORD name and logo are registered marks of ACORD @ 1988-2009 ACORD CORPORATION. All rights reserved. 'll