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HomeMy WebLinkAboutC02-236 Aspen Basalt Care ClinicAGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND ASPEN BASALT CARE CLINIC THIS AGREEMENT made this 27th day of July, 2002, by and between the County of Eagle, State of Colorado, a body corporate and politic, ("County") and Aspen Basalt Care Clinic, hereinafter "Contractor." 1. AGREEMENT: This Agreement shall commence on August 1, 2002, and shall end on December 31, 2002. The amount of reimbursement under this agreement is $ 5,400. 2. SCOPE: A. The County has awarded the Contractor grant funds in the amount of $5,400 for 2002 in one payment of $ 5,400 on September 5, 2002 for the purpose of providing primary health care services to individuals who are residents of Eagle County. B. In consideration for the monetary payment described in the preceding paragraph, Contractor shall utilize and spend the funds provided solely for the followingspecific purpose(s), subject to the general terms and conditions as stated herein: primary health care services to individuals who are residents of Eagle County. C. The Contractor shall provide an annual statistical report of the numbers of Eagle County individuals receiving primary health care services. The annual report will be due on or before February 15, 2003 and will be submitted to the Director of Health and Human Services, P.O. Box 660, Eagle, CO 81631. 3. TERMINATION: The County may terminate this Agreement upon ten (10) days written notice to Contractor if it is deemed by the County in its sole discretion, that the Contractor is not fulfilling the program as specified in this Agreement, or for any other reason. Upon such termination any unexpended funds shall be returned to the County. In addition, any funds not properly expended according to project objectives shall be returned by Contractor to County. In the event the Contractor becomes insolvent, is declared bankrupt or dissolves, the County may declare in writing that this Agreement is terminated, and all rights of the Contractor and obligations of the County shall terminate and cease immediately. 4. CONTRACTOR'S DUTIES: The Contractor shall comply with the following requirements: A. All funds received by Contractor under this Agreement shall be expended solely for the purpose for which granted, and any funds not so expended, including funds lost or diverted for other purposes, shall be returned to County. Agreement between Eagle County and Aspen -Basalt Care Clinic Page 2 B. The Contractor hereby authorizes the County to perform audits or to make inspections during normal business hours upon 48 hours written notice to Contractor, for the purpose of evaluating performance under this Agreement. C. The Contractor shall comply with all applicable rules and laws governing provision of medical care in Colorado. The Contractor shall be solely responsible for ensuring proper licensing and credentialing of those providing services under this Agreement. 5. 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: THE COUNTY: THE CONTRACTOR: Eagle County Health & Human Services Aspen Basalt Care Clinic Post Office Box 660 1450 Valley Road, Suite 103 Eagle, CO 81631 Basalt, CO 81621 Notice shall be deemed given three (3) days after the date of deposit in a regular depository of the United States Postal Service. 6. ASSIGNMENT: The Contractor shall not assign any of its rights or. duties under this Agreement to a third party without the prior written consent of County. Any assignment without the prior written consent of County shall cause this Agreement to terminate. 7. MODIFICATION: Any revision, amendment or modification to this Agreement, shall only be valid if in writing and signed by all parties. 8. INSURANCE : At all times during the term of this Agreement, Contractor shall maintain in full force and effect the following insurance: Type of Insurance Coverage Limits Workers' Compensation Statutory Employers Liability, including occupational Disease $5003,000 Comprehensive Automobile Liability including all owned, non -owned and hired Colorado vehicles $150,000 per person and Agreement between Eagle County and Aspen -Basalt Care Clinic Comprehensive General Liability, including Broad form property damage Malpractice Insurance Page 3 $600,000 per occurrence as specified in the Governmental Immunity Act, whichever is greater. $150,000 per person and $600,000 per occurrence or as specified in the Colorado Governmental Immunity Act, whichever is greater $500,000 for each claim Contractor shall purchase and maintain such insurance as required above and shall provide certificates of insurance in a form acceptable to Eagle County upon execution of the Agreement. 9. MISCELLANEOUS: A. The parties to this Agreement intend that the relationship of the Contractor to the County is that of independent contractor. No agent, employee or volunteer of the Contractor shall be deemed to be an agent, employee or volunteer of the County. B. This Agreement shall be binding upon and inure to the benefit of the Contractor and the County and their respective heirs, legal representatives, executors, administrators, successors and assigns. Neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party. C. In the event of litigation in connection with this Agreement, the prevailing party shall be entitled to recover its attorney fees and costs, staff time and any other claim related expense. D. The 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. E. Contractor shall indemnify and hold harmless the 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 the 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. '..i *4„01 Agreement between Eagle County and Page 4 Aspen -Basalt Care Clinic F. The Contractor shall comply with all applicable laws, resolutions, and codes. G. Notwithstanding anything to the contrary contained in this Agreement, the County shall have no obligations under this Agreement, nor shall any payments be made to Contractor in respect of any period after December 31 st of each calendar year during the term of this Agreement, without the appropriation therefor by the 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). H. 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. I. 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. J. Contractor hereby 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, the parties hereto have executed this Agreement on the date first set forth above. The parties hereto have signed this Agreement in triplicate. Two counterparts have been delivered to County and one to the Contractor. MV,II. 1 I, "� �f.. DISTRIMU IoN Originals to: I. Contract Book 2. 3. 4.— Carrieses tot 1. Accounting 2. 3. .4.