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HomeMy WebLinkAboutC99-131 EC Junior Livestock Sales Commission\qmp� M AGREEMENT BETWEEN THE JUNIOR LIVESTOCK SALES COMMISSION, INC. AND THE COUNTY OF EAGLE, STATE OF COLORADO THIS AGREEMENT made this 1 st day of Jam, 1999, by and between the county of Eagle, state of Colorado (hereinafter referred to as "County"), by and through its Board of County Commissioners and the Eagle County Junior Livestock Sales Commission, Inc., a Colorado Not - for -Profit Corporation (hereinafter "Junior Livestock Sales Commission, Inc.") which hereby contracts to provide services to Eagle County. WHEREAS, the County is the owner of certain real property located in the County of Eagle, State of Colorado, which is used and commonly referred to as the "Eagle County Fairgrounds"; and WHEREAS, the 1999 Eagle County Fair and Rodeo is scheduled to be held at the Eagle County Fairgrounds on August 1 st-8th, 1999; and WHEREAS, in conjunction with the 1999 Eagle County Fair, the County desires to use the facilities at the Eagle County Fairgrounds for the intended purpose of a Junior Livestock Auction; and WHEREAS, Junior Livestock Sales Commission, Inc., represents that it is ready, willing and able to produce the caliber of Junior Livestock Auction desired by the County. NOW THEREFORE, in cor siueration of the mutual covenants and agreements contain d herein, the parties hereto agree as follows: AUTHORITY TO CONTRACT 1. The County represents it is duly authorized to enter into this Agreement pursuant to Sections 30-11-101, 10-11-103, and 10-11-1072 C.R.S., as amended. 2. Junior Livestock Sales Commission, Inc. represents that it is a Colorado Not -for -Profit Corporation duly organized and existing under the laws of the State of Colorado, exempt from taxation under the Internal Rever. ue Code 26 U.S.C. 501, and that it is duly authorized pursuant to its articles of incorporation and bylaws to enter into this Agreement for the intended purpose. Junior Livestock Sales Commission, Inc. represents that the person executing this Agreement has been duly authorized to act on behalf of Junior Livestock Sales Commission, Tnc. SCOPE OF DUTIES 3. Junior Livestock Sales Commission, Inc. shall administer the Junior Livestock Auction at the Eagle County Fair and Rodeo. The Junior Livestock Sales Commission, Inc. duties shall include: organizing the auction, collecting all monies involved with the sale of auction livestock, promoting the sale, dispersing monies to the 4-H youth livestock sellers, and arranging for transportation of livestock to the packing house, the Carcass Contest, or any other destination off -site of the Eagle County Fairgrounds that the Junior Livestock Sales Commission, Inc. elects to transport livestock associated with the auction. 4. Junior Livestock Sales Commission, Inc. may deduct and retain from all auction sales such monies that it determines is necessary for auction administration; not to exceed 5% of total sales nor 5% of an individual sale. The balance of the funds shall be distributed to the youth participating in the sale. 5. Junior Livestock Sales Commission, Inc. Shall provide the necessary personnel for the organizing and administering of the Junior Livestock Auction. 6. The Junior Livestock Auction shall be held at the Eagle County Fairgrounds. The County agrees to provide and pay for electricity, water, trash removal, local telephone charges, sanitation and other ordinary utility services to the premises during the events and activities contemplated herein, and to the same extent as the County provides to the Eagle County Fairgrounds during the Eagle County Fair. Eagle County shall provide water and watering facilities for livestock, necessary pens for holding livestock. INSURANCE 7. Eagle County hereby extends to the Junior Livestock Sales Commission, Inc., County liability insurance coverage through Colorado Counties Casualty and Property Pool as such coverage may be extended to the Junior* Livestock Sales Commission, Inc. because: 1) Junior Livestock Sales Commission, Inc. Is a riot -for -Profit Corporation exempt from taxation under the Internal Revenue Service Code, 26 U.S.C. 501, which provides services to the County as described in this Agreement and 2) the Eagle County Board of County Commissioners approves 50% or more of the governing body of Junior Livestock Sales Commission, Inc. NOTICE 8. All written notices shall be given by certified mail to the following addresses, as applicable: Board of County Commissioners County of Eagle, State of Colorado P.O. Box 850 Eagle, CO 81631-0850 Junior Livestock Sales Commission, Inc. Larry Lynch, President P.O. Box 26 Burns, CO 80426-0026 MISCELLANEOUS 9. In case of the occurrence of any natural or man-made disaster or any other event beyond the control of the County which makes the holding of the 1999 Eagle County Fair impossible, this Agreement may be voided by the County upon giving written notice to the Junior Livestock Sales Commission, Inc., at the address provided herein. 10. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado. Jurisdiction and venue of any suit, right or cause of action arising under or in connection with this agreement shall be exclusive in Eagle County, Colorado. 11. Junior Livestock Sales Commission, Inc. shall hold harmless and indemnify the County, its boards, commissions, officers and employees against all expenses, losses, liabilities and claims of every kind, including reasonable attorneys' fees, by or on behalf of any person or entity arising out of either a failure to pay for labor, materials or services used, consumed or rendered for the intended purpose set forth herein, or failure to comply with any law or any governmental authority, or failure by Junior Livestock Sales Commission, Inc. to perform any of the terms or conditions of this Agreement. 12. Junior Livestock Sales Commission, Inc. is an independent contractor and neither it nor its officers, employees or members shall be deemed agents or employees of the County for any purposes whatsoever. It is the expressed intent of the parties hereto to enter into an arms -length agreement, which is not to be construed as a partnership, joint venture or any other type of contractual arrangement. 13. Junior Livestock Sales Commission, Inc. shall not sublet nor assign this agreement without the prior written consent of the County, which maybe withheld for any purpose. 14. In the event Junior Livestock Sales Commission, Inc. cannot fulfill this contract for any reason, then Junior Livestock Sales Commission, Inc. shall be obliged to promptly notify and assist the County in finding a suitable replacement. 15. The provisions of this Agreement shall extend to and be binding upon the respective parties hereto, their successors and assigns. 16. No modification or waiver of this Agreement or of any covenant, condition, or provision herein contained shall be valid unleas in writing and duly executed by the party to be charged therewith. 17. 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 by the County other than those contained herein. 18. All agreements herein areesseverable, and in the event that any of hem 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. I !�� IN WITNESS WHEREOF, the parties have executed this Agreement this day ay of Sy O- t= 21999. ATTEST: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY SSIONERS: A03 /Z1 By: 4deA to the Board of Couldy Co iss' ers Johnnette Phillips, Chair ATTEST: JUNIOR LIVESTOCK SALES COMMISSION, INC. 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