11-21-2013 ERFPD Vehicle and Equipment Maintenance Service AgreementVEHICLE AND EQUIPMENT MAINTENANCE SERVICE AGREEMENT
This agreement is made and entered into this 21 day of November, 2013 by and between
Eagle River Fire Protection District whose address is P.O. Box 7980, Avon Colorado, 81620
(hereafter know as "ERFPD") and the Town of Avon whose address is P.O. Box 975, 500 Swift
Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor").
In consideration of the obligation of ERFPD to pay the Contractor as herein provided and in
consideration of the other terms and conditions hereof, the parties agree as follows:
1. Contractor Services: Contractor will, during the term of this Agreement, provide the
following services (collectively the "Services"):
(a) Routine maintenance and preventive maintenance ("Routine Maintenance") of the
ERFPD vehicles and equipment. Seivice will be performed on approximately 28
vehicles and equipment listed in Exhibit A. The number of vehicles serviced may be
increased or decreased in ERFPD's sole discretion. Routine Maintenance will be
performed at a minimum frequency and scope of work consistent with the manufacturer's
recommendations or when initiated at the request of ERFPD.
(b) Repair and replacement work as requested by ERFPD ("Repair and Replacement"). No
payment for any Repair and Replacement shall be due unless ERFPD has approved of
such charges. Services may be commenced with verbal approval by ERFPD of a written
or verbal estimate provided by Contractor. Repair and Replacement includes, without
limitation, transmissions repairs, engine repairs, rear end repairs and any other work or
repairs exceeding $2,000.00. ERFPD "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.
2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped
and that it has a sufficient staff to perform all work in a timely manner.
3. Compensation: In consideration of Contractor's services during the term of this Agreement,
ERFPD will pay Contractor a unit hourly shop rate for Routine Maintenance and Repair and
Replacement. This unit rate shall be $102.00 per hour for light duty vehicles and equipment
and $110 per hour for heavy duty vehicles and equipment. Materials and sublet work shall
be charged at cost plus fifteen percent (15%). There will be a Misc. Shop Charge of ten
percent (10%) of the labor per work order. Invoice shall be issued by the 10`i' of each month
for services performed the previous month. Payment shall be remitted within thirty (30) days
of receipt of invoice. Contractor's Fueling Facilities may be used by ERFPD. The cost of
Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten cents per gallon.
Contractor's vehicle washing facility may be used by ERFPD. Contact TOA for current wash
2014 Town of Avon Vehicle and Equipment Maintenance Contract 10/22/2013
Page 1 of 4
rates. Late payment and past due amounts shall be subject to interest as set forth in Chapter
3.32 of the Avon Municipal Code.
4. Terms and Termination: This Agreement will be effective as of January 1, 2014 and will
terminate on December 31, 2014 unless either party fails to substantially perform the duties
and obligations in accordance herewith. In such an event, the non -defaulting party may
terminate this Agreement by providing seven (7) days written notice to that the defaulting
party, unless the defaulting party cures the breach within the seven (7) day remedy period.
Either party may terminate this Agreement without cause by providing thirty (30) days
written notice.
S. 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 ERFPD to its employees. Contractor shall provide ERFPD 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 and workmanlike
manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu
of all other warranties, express or implied. Contractor's sole liability hereunder, whether in
tort or in contract, is expressly limited to the warranty provided for herein.
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 ERFPD, 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.
2014 Town of Avon Vehicle and Equipment Maintenance Contract 10/22/2013
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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.
12. Non -Liability of Town for Indirect or Consequential Damages or Lost Profits: Parties
agree that the Contractor shall not be liable for any indirect or consequential damages which
may arise from any breach of this Service Agreement by Contractor or which may arise by
the Contractor's breach of warranty.
13. No Waiver of Governmental Immunity: Nothing in this Agreement shall be construed to
waive, limit, or otherwise modify any governmental immunity that may be available by law
to the Contractor, its officials, employees, contractors, or agents, or any other person acting
on behalf of the Contractor and, in particular, governmental immunity afforded or available
pursuant to the Colorado Governmental Immunity Act, Title 24, Article 10, Part 1 of the
Colorado Revised Statutes.
14. No Third Party Beneficiaries: Nothing contained in this Agreement is intended to or shall
create a contractual relationship with, cause of action in favor of, or claim for relief for, any
third party, including any agent, sub -consultant or sub -contractor of ERFPD. Absolutely no
third party beneficiaries are intended by this Agreement. Any third -party receiving a benefit
from this Agreement is an incidental and unintended beneficiary only.
15. Article X, Section 20/TABOR: The Parties understand and acknowledge that the Town and
the District are subject to Article X, § 20 of the Colorado Constitution ("TABOR"). The
Parties do not intend to violate the terms and requirements of TABOR by the execution of
this Agreement. It is understood and agreed that this Agreement does not create a multi -
fiscal year direct or indirect debt or obligation within the meaning of TABOR and, therefore,
notwithstanding anything in this Agreement to the contrary, all payment obligations of the
Town are expressly dependent and conditioned upon the continuing availability of funds
beyond the term of the Town's current fiscal period ending upon the next succeeding
December 31. Financial obligations of the Town payable after the current fiscal year are
contingent upon funds for that purpose being appropriated, budgeted, and otherwise made
available in accordance with the rules, regulations, and resolutions of Town of Avon, and
other applicable law. Upon the failure to appropriate such funds, this Agreement shall be
terminated.
EXECUTED this 21 day of November EXECUTED this / �J day of De -
2013. 2013.
Eagle River Fire Protection District TOWN OF AVON
B \ Y:
2014 Town of Avon Vehicle and Equipment Maintenance Contract 10/22/2013
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woe motcares n — neavy oury (e.g., targe Duses) or t_ — tignt duty — (e.g.,supervtsor vehicles, small cut-aways).
END EXHIBIT A
2014 Town of Avon Vehicle and Equipment Maintenance Contract 10/22/2013
Page 4 of 4
4P1CTO2SOYA000936
2000
Pierce
Quantum
Pumper
111
H
4P1CT02S61A001708
12001
_
Pierce
Quantum
Pumper
119
H
1 FDAX57F82EC50563
2002
Ford F550
_ _
Wildland pumper
124
L
1 FV6TMDB6XHA41448
1998_
_Pierce
Tender
125
H
1GNEK13Z73J319076
12003
_
Chevrolet
_
Tahoe
_ _ _
128
L
1GCHK29U33E308690
12003
Chevrolet
K2500 Pick up
129
L
4P1 CT02HX3A003274
2003
Pierce
Quantum
Pumper
131
H
16HPB1424WU011442
11998
Haulmark
Trailer
131T
L
2CNDL23F456099517
12005
Chevrolet
Equinox
132
L
4P5T8222X81121016
12008
PJ
Flat bed Trailer
132T
L
H
4P1 CD01 H76A005812
12006
Pierce Dash
Pumper
_
133
1GNFK13037R223541
Chevrolet
Tahoe
K3500 Pickup
135
L
L
_(2007
1GCHK39D07E176757
2007
Chevrolet
1 FDAX57P87EB47966
2007
Ford F550
Wildland pumper
136
L
1GNFK130X7J401864
2007
IChevrolet
Tahoe
1137
L
4P1 CD01 H97A007515
2007
1 Pierce Dash
I Pumper
138
H
4P1CD01H07A007516
2007
Pierce Dash
Pumper
1139
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1G1ZJ57B28F195948
2008
Chevrolet
Malibu
140
L
3GNGK26K08G215700
2008
Chevrolet
Suburban
141
L
1GNFK130XBR204020
2008
Chevrolet
Tahoe
142
_
L
1GNFK130XBR202218
2008
Chevrolet
Tahoe
143
L
2CNDL63F286280384
2008
Chevrolet
Equinox
1GCHK2960BE176691
2008
Chevrolet
K2500 Pick up
145
L
4P1 CU01 HX8A008545
2008
Pierce
Quantum
Aerial
(146
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1HTWEAZR89136549 _ X2007
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Wildland pumper,
147_
E-2693 11985
Pierce Dash
(Pumper 1
_
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Rescue
1520
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Freightliner
Wildland pumper
301
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woe motcares n — neavy oury (e.g., targe Duses) or t_ — tignt duty — (e.g.,supervtsor vehicles, small cut-aways).
END EXHIBIT A
2014 Town of Avon Vehicle and Equipment Maintenance Contract 10/22/2013
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