09-15-2005 WESTERN EAGLE COUNTY AMBULANCE DISTRICTSERVICE AGREEMENT
This agreement is made and entered into this 15 day of ~P7~ 2005 by and between
Western Eagle County Ambulance District whose address is P.O. Box 1809, Eagle, Colorado
(hereafter know as "WECAD") and the Town of Avon whose address is P.O. Box 1726, 500 Swift
Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor").
RECITAL
In consideration of the obligation of WECAD to pay the Contractor as herein provided and in
consideration of the other terms and conditions hereof, the parties agree as follows:
Contractor Services: Contractor will, during the term of this Agreement, provide:
(a) Routine maintenance and preventive maintenance ("Routine Maintenance") of
the Western Eagle County Ambulance vehicles. Service will be performed on
approximately 5 vehicles, although the number of vehicles serviced may be
increased or decreased in WECAD's sole discretion. Routine Maintenance will
be performed at least every 3,000 miles or 250 hours of use. Routine
Maintenance shall consist of those services outlined in Exhibit A attached hereto.
(b) Repair and replacement work as requested by WECAD. No payment for any
repair or replacement work shall be due unless WECAD has approved of such
charges. Services may be commenced with verbal approval by WECAD of a
written estimate submitted by Contractor. Repair and Replacement work
consists of the following types of work, including without limitation, transmissions
repairs, engine repairs, rear end repairs and any work or repairs exceeding
$2,000.00. WECAD acknowledges that subcontractors will perform certain repair
work. Contractor shall be responsible for assuring that all such subcontracted
work will be performed promptly and in accordance with the terms and conditions
of this Agreement.
(collectively the "Services")
2. Facilities: Contractor represents that it's facilities are in good repair and
adequately equipped and that it has a sufficient staff to perform all work in a
timely manner. All Routine Maintenance shall be completed within 24 hours of
any vehicle being brought to Contractor's facility.
3. Compensation: In consideration of Contractor's services during the term of this
Agreement, WECAD will pay Contractor $85.00 per hour for repair and
replacement work. Materials and sublet work shall be charged at cost plus ten
percent. Invoice shall be issued by the 10`h of each month for services
performed the previous month. Payment shall be remitted within ten (10) days of
receipt of invoice. Contractor's Fueling Facilities may be used by WECAD. The
cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus
ten percent.
Terms and Termination: This Agreement will be effective as of July 18, 2005 ,
and will terminate on December 31, 2005 unless Contractor fails to substantially
perform the duties and obligations in accordance herewith. In such an event,
WECAD may terminate this Agreement upon seven (7) days written notice to the
Contractor, unless Contractor cures the breach within the Seven (7) day remedy
period. Either party may terminate this Agreement without cause upon 30 Days
written notice.
5. Relationships and Taxes: The relationship between the parties is that of
independent contracting parties, and nothing herein shall be deemed or
construed by the parties hereto or by any third party as creating a relationship of
principal and agent or partnership, or of a joint venture between the parties.
Contractor shall be solely responsible for any tax, withholding or contribution
levied by the Federal Social Security Act. Contractor is not entitled to
unemployment compensation or other employment related benefits, which are
otherwise made available by WECAD to its employees. Contractor shall provide
WECAD an original of its Form W-9 (Request for Taxpayer Identification Number
of Certification).
6. Warranty: Contractor shall perform all Services in a prompt, efficient end
workmanlike manner. Contractor shall promptly correct any defective work.
7. Assignment: Contractor's duties hereunder requires particular expertise and
skills, and may not be assigned to any third party without the expressed written
consent of WECAD, and any attempt to do so shall render this Agreement null
and void and no effect as respects the assignee (s) and shall constitute an event
of default by Contractor.
8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/
or conditions hereof shall not be deemed a waiver of such term, covenant, or
condition, nor shall any waiver or relinquishment of any right or power hereunder
at any time or more times be deemed a waiver or relinquishment of such right or
power at any other time or times.
9. Benefit: The terms, provisions, and covenants contained in this Agreement shall
apply to, inure to the benefit of and be binding upon the parties hereto and their
respective heirs, successors in interest, and legal representatives except as
otherwise herein expressly provided.
10. Situs and Severability: The laws of the State of Colorado shall govern the
interpretation, validity, performance and enforcement of this Agreement. If any
provision of this Agreement shall be held to be invalid or unenforceable, the
validity and enforceability of the remaining provisions of this Agreement shall not
be affected thereby.
11. Modification: This Agreement contains the entire agreement between the
parties, and no agreement shall be effective to change, modify, or terminate in
whole or in part unless such agreement is in writing and duly signed by the party
against whom enforcement of such change, modification, or termination is
sought.
77f
EXECUTED this ~s day of 2005.
Western e C un bulance District
BY..
crEf~-.ins-~s scet-
EXECUTED
TOWN
By:
EXHIBIT A
WORK
FREQUENCY
RATE
"A" PM
Preventive Maintenance
Inspection
3,000 miles or
250 hours
$85.00 hr.
Plus parts &
sublet
"Annual" every 12months $85.00 hr.
Preventive Maintenance Plus parts &
Inspection sublet
NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of
January 1, 2005.
EQUIPMENT LIST
WESTERN EAGLE COUNTY AMBULANCE DISTRICT
I FORD EXPLORER
2004
1 FORD EXPEDITION
1999
3 AMBULANCES
2003 (all)
Memo
To: Honorable Mayor and Town Council
Thru: Larry Brooks, Town Manager
From: Bob Reed, Director of Public Works and Transportation
Date: 9/20/05
Re: Service agreement - WECAD
Summary: Attached you will find a service agreement between the Town of Avon and
the Western Eagle County Ambulance District. This agreement provides routine and
preventative maintenance on the District's vehicles by the Town of Avon.
Background: The Town of Avon operates fleet maintenance out of the Swift Gulch
Maintenance Facility. We currently have third party contracts with seven different entities;
Eagle River Fire Dept., Eagle County Ambulance District, Eagle River Water and Sanitation,
Vail Associates (Dial-a-Ride), Beaver Creek Metro District, Bachelor Gulch Metro District,
and the Town of Minturn.
Discussion: WECAD has a fleet of five vehicles. This agreement is similar to other
third party contracts and will run through Dec. 31. At that time it will need to be renewed,
providing they wish to do so.
Financial Implications: This contract, as is the case with all third party
agreements for service, will reduce the net cost of operations for the Town of Avon.
Recommendation: Staff recommends approval of the agreement between the
Town of Avon and the Western Eagle County Ambulance District.
Proposed Motion: I move to approve the agreement between the Town of Avon
and the Western Eagle County Ambulance District.
Town Mana er Comments:
.~Y'" ~//I ♦ ~-~L/LCj LLY-~~~
SERVICE AGREEMENT
This agreement is made and entered into this 15 day of Pi , 2005 by and between
Western Eagle County Ambulance District whose address is P.O. Box 1809, Eagle, Colorado
(hereafter know as "WECAD") and the Town of Avon whose address is P.O. Box 1726, 500 Swift
Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor").
RECITAL
In consideration of the obligation of WECAD to pay the Contractor as herein provided and in
consideration of the other terms and conditions hereof, the parties agree as follows:
Contractor Services: Contractor will, during the term of this Agreement, provide:
(a) Routine maintenance and preventive maintenance ("Routine Maintenance") of
the Western Eagle County Ambulance vehicles. Service will be performed on
approximately 5 vehicles, although the number of vehicles serviced may be
increased or decreased in WECAD's sole discretion. Routine Maintenance will
be performed at least every 3,000 miles or 250 hours of use. Routine
Maintenance shall consist of those services outlined in Exhibit A attached hereto.
(b) Repair and replacement work as requested by WECAD. No payment for any
repair or replacement work shall be due unless WECAD has approved of such
charges. Services may be commenced with verbal approval by WECAD of a
written estimate submitted by Contractor. Repair and Replacement work
consists of the following types of work, including without limitation, transmissions
repairs, engine repairs, rear end repairs and any work or repairs exceeding
$2,000.00. WECAD acknowledges that subcontractors will perform certain repair
work. Contractor shall be responsible for assuring that all such subcontracted
work will be performed promptly and in accordance with the terms and conditions
of this Agreement.
(collectively the "Services")
Facilities: Contractor represents that it's facilities are in good repair and
adequately equipped and that it has a sufficient staff to perform all work in a
timely manner. All Routine Maintenance shall be completed within 24 hours of
any vehicle being brought to Contractor's facility.
3. Compensation: In consideration of Contractor's services during the term of this
Agreement, WECAD will pay Contractor $85.00 per hour for repair and
replacement work. Materials and sublet work shall be charged at cost plus ten
percent. Invoice shall be issued by the 10th of each month for services
performed the previous month. Payment shall be remitted within ten (10) days of
receipt of invoice. Contractor's Fueling Facilities may be used by WECAD. The
cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus
ten percent.
4. Terms and Termination: This Agreement will be effective as of July 18, 2005 ,
and will terminate on December 31, 2005 unless Contractor fails to substantially
perform the duties and obligations in accordance herewith. In such an event,
WECAD may terminate this Agreement upon seven (7) days written notice to the
Contractor, unless Contractor cures the breach within the Seven (7) day remedy
period. Either party may terminate this Agreement without cause upon 30 Days
written notice.
Relationships and Taxes: The relationship between the parties is that of
independent contracting parties, and nothing herein shall be deemed or
construed by the parties hereto or by any third party as creating a relationship of
principal and agent or partnership, or of a joint venture between the parties.
Contractor shall be solely responsible for any tax, withholding or contribution
levied by the Federal Social Security Act. Contractor is not entitled to
unemployment compensation or other employment related benefits, which are
otherwise made available by WECAD to its employees. Contractor shall provide
WECAD an original of its Form W-9 (Request for Taxpayer Identification Number
of Certification).
Warranty: Contractor shall perform all Services in a prompt, efficient end
workmanlike manner. Contractor shall promptly correct any defective work.
Assignment: Contractor's duties hereunder requires particular expertise and
skills, and may not be assigned to any third party without the expressed written
consent of WECAD, and any attempt to do so shall render this Agreement null
and void and no effect as respects the assignee (s) and shall constitute an event
of default by Contractor.
8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/
or conditions hereof shall not be deemed a waiver of such term, covenant, or
condition, nor shall any waiver or relinquishment of any right or power hereunder
at any time or more times be deemed a waiver or relinquishment of such right or
power at any other time or times.
Benefit: The terms, provisions, and covenants contained in this Agreement shall
apply to, inure to the benefit of and be binding upon the parties hereto and their
respective heirs, successors in interest, and legal representatives except as
otherwise herein expressly provided.
10. Situs and Severability: The laws of the State of Colorado shall govern the
interpretation, validity, performance and enforcement of this Agreement. If any
provision of this Agreement shall be held to be invalid or unenforceable, the
validity and enforceability of the remaining provisions of this Agreement shall not
be affected thereby.
11. Modification: This Agreement contains the entire agreement between the
parties, and no agreement shall be effective to change, modify, or terminate in
whole or in part unless such agreement is in writing and duly signed by the party
against whom enforcement of such change, modification, or termination is
sought.
EXECUTED this ~S day of Sc ' 2005.
Western E e C, un bulance District
By.
cr r~2*m s~+S s„p~,r.Q, S ~
EXECUTED this day of 12005.
TOWN OF AVON
By:
EXHIBIT A
WORK
FREQUENCY
RATE
"A" PM
3,000 miles or
$85.00 hr.
Preventive Maintenance
250 hours
Plus parts &
Inspection
sublet
"Annual"
every 12months
$85.00 hr.
Preventive Maintenance
Plus parts &
Inspection
sublet
NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of
January 1, 2005.
EQUIPMENT LIST
WESTERN EAGLE COUNTY AMBULANCE DISTRICT
I FORD EXPLORER
2004
1 FORD EXPEDITION
1999
3 AMBULANCES
2003 (all)