No preview available
HomeMy WebLinkAboutC12-107 Carr Pro Rodeo AGREEMENT BETWEEN EAGLE COUNTY COLORADO AND CARR PRO RODEO FOR THE PRODUCTION OF PROFESSIONAL FAIR AND RODEO SERVICES AT THE 2012 EAGLE COUNTY FAIR AND RODEO THIS AGREEMENT is made this to day ofW 201 and between Eagle County, Colorado ( "County "), by and through its Board of County Commissioners, and Carr Pro Rodeo ( "Contractor "). WHEREAS, the County is the owner of certain real property located in Eagle County, Colorado, which is used and commonly referred to as the "Eagle County Fairgrounds "; and WHEREAS, the 2012 Eagle County Fair & Rodeo is scheduled to be held at the Eagle County Fairgrounds July 25, 2012 through July 28, 2012; and WHEREAS, Contractor is a company specializing in the production of professional fair and rodeo services and wishes to contract with County to provide such services; and NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows: A. AUTHORITY TO CONTRACT 1. The County represents it is duly authorized to enter into this agreement pursuant to C.R.S. Sections 30 -11 -101, 30 -11 -103 and 30 -11 -107, as amended. 2. The Contractor represents it is duly authorized to enter into this Agreement for its intended purposes. B. SCOPE OF WORK 1. The Contractor will produce a 4 -day professional rodeo and associated slack at the Eagle County Fairgrounds on July 25 through July 28, 2012, that adheres to the respective rules and regulations of the Professional Rodeo Cowboy's Association ( "PRCA "), the Woman's Professional Rodeo Association ( "WPRA ") and the Professional Woman's Barrel Racing ( "PWBR "), including but not limited to the following events: Bareback Riding, Saddle Bronco Riding, Tie -down Roping, Steer Wrestling, Team Roping, Bullriding, Women's Barrel Racing and associated slack and entertainment (the "Rodeo "). • 2. In producing the Rodeo, Contractor agrees to retain, contract with and be responsible for the performance of all necessary PRCA contract personnel for production of the Rodeo, including pickup men, riding event chute boss, flankman, labor to open /pull bucking chute gates and sort and load bucking stock, secretary, timers, announcer, sound person, bull fighters, the barrel man and one specialty act. Contractor agrees that County retains ultimate discretion with respect to the barrel man, announcer and the specialty act for the Rodeo. Contractor must obtain County's preapproval for the proposed barrel man, announcer and specialty act before finalizing any subcontract for the same. 3. Contractor will provide all riding and timed event stock required for the productions of the PRCA events at the rodeo, including trucking and care for the stock. 4. Contractor will provide 4 performances of professional rodeo and slack held at a time designated by County and approved by the PRCA. C. COUNTY OBLIGATIONS 1. Arena preparation: County will furnish all liability insurance, arena cost and preparation, veterinarian, ambulance and first aid on the grounds during all events. 2. County will be responsible for concession, restrooms, parking, admission gates, crowd control, and security. 3. County will provide pens in good working condition, adequate water and troughs. 4. County will be responsible for all promotion and advertising for the Rodeo. 5. County will furnish the PRCA, the Women's Professional Rodeo Association ( "WPRA ") or the Professional Women's Barrel Racing ( "PWBR ") approval fees and judges' fees. 6. County will provide all necessary labor needed for the remainder of the production of the rodeo. 7. County will be responsible for all grain and hay for Contractor livestock. 8. County shall allow Contractor to market merchandise at the event in accordance with PRCA guidelines at no additional cost. C. TERM 1. This Agreement shall commence upon execution of this Agreement by both parties and shall continue in full force and effect until the Services are satisfactorily completed in accordance with the terms of this Agreement. D. COMPENSATION 1. The County shall pay Contractor the sum of sixty six thousand seven hundred dollars ($66,700.00) for production of the Rodeo as contemplated by the terms of this Agreement. Payment will be made in full upon completion of services provided in accordance with this Agreement. 2. In addition, the County shall arrange, pay for and provide Contractor with ten (10) hotel rooms per night from Monday night, through Saturday night, of the event week. However, County shall not be held responsible for any additional charges incurred by Contractor, any damage done by Contractor or its, subcontractors, employees, agents or invitees during Contractor's stay at the County arranged hotel. E. INSURANCE 1. Contractor's Insurance: Contractor shall provide coverage with limits of liability not less than those stated below. An excess liability policy or umbrella policy may be used to meet the minimum liability requirements provided that the coverage is written on a "following form" basis. A. Commercial General Liability — Occurrence Form The policy shall be endorsed to include the following additional insured language: "Eagle County, its subsidiary, parent, associated and /or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers shall be named as an additional insured with respect to liability arising out of the activities performed by, or on behalf of the Carr Pro Rodeo." Minimum Limits: General Aggregate: $2,000,000 Each Occurrence Limit: $2,000,000 B. Automobile Liability The policy shall include protection for bodily injury and property damage for any owned, hired and non -owned vehicles used in the performance of this Agreement. Minimum Limits: Bodily Injury /Property Damage (each accident) $1,000,000 C. Workman's Compensation As required by law. 2. Additional Insurance Requirements: The insurance policies required herein shall include, or be endorsed to include, the following provisions: A. On insurance policies where Eagle County is named as an additional insured, Eagle County shall be an additional insured to the full limits of liability purchased by Contractor even if those limits of liability are in excess of those required by this Agreement. B. The Contractor's insurance coverage shall be primary insurance and non- contributory with respect to all other available sources. 3. Notice of Cancellation: Each insurance policy required by the insurance provisions of this Agreement shall provide the required coverage and shall not be suspended, voided or cancelled except after thirty (30) days prior written notice has been given to the County, except when cancellation is for non - payment of premium, then ten (10) days prior written notice may be given. Such notice shall be sent directly to: Eagle County Board of Commissioners, 500 Broadway, P.O. Box 850, Eagle, Colorado, 81631. F. INDEPENDENT CONTRACTOR 1. This agreement does not create an employee /employer relationship between the parties. It is the parties' intention that the Contractor will be an independent contractor and not an employee of Eagle County for all purposes, including, but limited to, the application of the Fair Labor Standards Act minimum wage and overtime payment, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, Colorado Revenue and Tax laws, Colorado Worker's Compensation law and the Colorado Unemployment Insurance laws. 2. Contractor will retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities under this agreement. 3. Contractor agrees that it is a separate and independent enterprise from Eagle County, that it has full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. 4. This agreement shall not be construed as creating any joint employment relationship between Contractor and Eagle County, and Eagle County shall not be liable for any obligation incurred by Contractor, including, but not limited to unpaid minimum wages and /or overtime premiums. 5. Contractor is obligated to provide for his performance by an alternative PRCA sanctioned producer in the event he /she is unable to fulfill the contract obligation. G. NOTICE All notice shall be given in writing, by fax and /or by certified mail, to the respective party as follows: County: With a copy to: Board of County Commissioners, Eagle County Fair & Rodeo Eagle County, Colorado Tom Johnson, Public Works Director P.O. Box 850 P.O. Box 250 Eagle, CO 81631 Eagle, CO 81631 Telephone: (970) 328 -8605 Telephone: (970) 328 -3646 Fax: (970) 328 -7207 Fax: (970) 328 -3546 Contractor: Carr Pro Rodeo Pete Carr 5323 Spring Valley Rd., Ste 300 Dallas, TX 75254 Telephone: (903) 286 -8100 Fax: (972) 386 -7597 H. MISCELLANEOUS 1. All the clauses of this contract are distinct and severable, and if any clause shall be deemed illegal, void or enforceable, it shall not affect the validity, legality, or enforce ability of any other clause or portion of the contact. 2. Contractor shall indemnify, hold harmless and save Eagle County, their employees, officers and directors from and against any and all liabilities, obligations, damages, fines, penalties, claims, demands, costs, charges, judgments and expenses, including, but not limited to, attorney's fees, which maybe imposes upon or incurred or paid by or asserted against Eagle County, their employees, officers and directors, the buildings or any interest therein by reason of or in connection with, directly or indirectly, the performance of the Services and/ or any act or omission of Contractor, including employees, subcontractors and agents, whether or not acting within the scope of their employment or agency. 3. County 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 (90) days from the date of the notice, and all rights of Contractor and obligations of County, except for payment of accrued but unpaid fees and expenses, shall terminate immediately. 4. Neither the Contract, nor any interest nor claim may be assigned by the Contractor without prior written approval of the County. 5. Any amendments to this contract must be in writing and signed by both parties. 6. This Contract shall be binding on, and inure to the benefit of the Contractor and the County and their respective heirs, legal representatives, executors, administrators, successors and assigns. This Contract may not be relied upon by any third party as the basic for a claim. 7 Notwithstanding anything to the contrary contained in this Contract County shall have no obligations under this contract, nor shall any Payment be made to Contractor in respect of any period after December 31 of each calendar year during the term of this contract, without an appropriation therefore by the County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25 of the Title 30 of the Colorado Revised Statues, the local Government Budget law (C.R.S. 29 -1 -101 et seq.), and the TABOR Amendment (Constitution, Article X, Sec.20) I. 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. 1. 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. 2. 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 1 185221678150.shtm 3. 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. 4. 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: (a) 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 (b) Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to subparagraph (a) of the paragraph (4) 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. 5. 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). 6. 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. 7. 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. J. JURISDICTION AND VENUE This Agreement shall be governed by and construed in accordance with the internal laws of the State of Colorado. The Parties agree that venue in any action to enforce or interpret this agreement shall be in the District Court in the 5 District for the State of Colorado. // Remainder of Page Intentionally Left Blank // IN WITNESS WHEREOF, the parties have executed this Agreement this day of , 2012. EAGLE COUNTY, COLORDO By and through its Board of Co _ ty ATTEST: o f Fwc4 COMInissioner Commissioner h y Teak 3. Sin . •n, R ot R e a o ` eter Runyon, Clerk to the Board —� Chairman �' RO ODEO By: _ ,..� Pet an ip Title: �Q /5 STATE OF 'e.X } ) SS. COUNTY OF - 1/\„\\ acknowledged y Cr), � f , this day foregoing instrument was acknowled ed laefore me b ��er � , y of I Ft\evc •1 , 20 My commission expires: Ftb .a 6 ,a01 _ — N, Lary P ,lac ;.....;., CONNIE K FERRARO ° `� 4 � Notary Public, State of Texas • . My Commission Expires February 26, 2015