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HomeMy WebLinkAboutC24-183 Marr, Inc dba Vail Window Washers_third amendmentTHIRD AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND MARR, INC. DBA VAIL WINDOW WASHERS THIS THIRD AMENDMENT (“Third Amendment”) is effective as of ______________ by and between MARR, Inc. a Colorado corporation d/b/a Vail Window Washers (hereinafter “Contractor”) and Eagle County, Colorado, a body corporate and politic (hereinafter “County”). RECITALS WHEREAS, County and Contractor entered into an agreement dated the 17th day of March, 2021, for certain Services (the “Original Agreement”); and WHEREAS, by a First Amendment dated March 7th, 2022, the compensation was modified as set forth in Exhibit A1 and the term of the Original Agreement was extended to April 18th, 2022; and WHEREAS, by a Second Amendment dated March 20th, 2023 the term of the Original Agreement was extended to April 18th, 2024; and WHEREAS, the term of the Original Agreement expires on the 18th day of April, 2024 and the parties desire to extend the term of the Original Agreement for an additional year and update the compensation amount. THIRD AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. The Original Agreement shall be amended to extend the term to the 18th day of April, 2025. 2. Section 5 of the Original Agreement is hereby deleted and replaced with the following: 5. Compensation. County shall compensate Contractor for the performance of the Services in a sum computed and payable as set forth in Exhibit A.3. The performance of the Services under this Agreement shall not exceed twenty thousand nine hundred seventy and 00/100 dollars ($20,970.00). In the event Contractor and County agree upon the need for additional service described in Exhibit A.3, Contractor shall first provide County with a written estimate which shall include an estimate of the labor, materials without any mark up and any additional costs necessary to perform the services. Each estimate must be approved by County’s Representative prior to commencement of the services by Contractor and all rates shall be in accordance with the rates set forth herein. Total compensation under this DocuSign Envelope ID: 85CE564A-CFBF-4DDA-888B-2E8D175D0841 4/11/2024 2 Agreement shall not exceed fifty thousand dollars ($50,000.00) without a written amendment to this Agreement. Contractor shall not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized in writing by County. a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Contractor. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task and such other detail as County may request. b. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the Equipment or Services for which payment was made were not provided or performed as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. c. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. d. 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 31 of any year, without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with 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). 3. Capitalized terms in this Third Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the Third Amendment conflict with, modify or supplement portions of the Original Agreement, the terms and provisions contained in this Third Amendment shall govern and control the rights and obligations of the parties. 4. Except as expressly altered, modified and changed in this Third Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. 5. This Third Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. DocuSign Envelope ID: 85CE564A-CFBF-4DDA-888B-2E8D175D0841 3 IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment to the Original Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER By: ______________________________ Jeff Shroll, County Manager CONTRACTOR: MARR, INC. DBA VAIL WINDOW WASHERS By: _____________________________________ Print Name: ______________________________ Title: ___________________________________ DocuSign Envelope ID: 85CE564A-CFBF-4DDA-888B-2E8D175D0841 Andy Schifanelli Treasurer EXHIBIT A.3DocuSign Envelope ID: 85CE564A-CFBF-4DDA-888B-2E8D175D0841