01-21-2011 VEHICLE AND EQUIPMENT SERVICE AGREEMENT-ERFPDVEHICLE AND EQUIPMENT MAINTENANCE SERVICE AGREEMENT
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This agreement is made and entered into this day o"1 " 2011 by and between
Eagle River Fire Protection District whose address is P.O. Box 798 ,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. Service will be performed on approximately 33
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 %). Invoice shall be issued by the 10th 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 percent
(10 %). Contractor's vehicle washing facility may be used by ERFPD subject to such wash
rates as Contractor shall establish and may amend from time to time.
2011 Town of Avon Vehicle and Equipment Maintenance Contract
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4. Terms and Termination: This Agreement will be effective as of January 1, 2011 and will
terminate on December 31, 2011 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.
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 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.
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.
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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 thi day EXECUTED this A day of ,
2011. 2011.
Eal
TOWN OF AVON
2011 Town of Avon Vehicle and Equipment Maintenance Contract
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EXHIBIT A
NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of
November 4, 2010
Year I Manufacturer I Equipment
'4P1CT02S9YA000935 2000
�4P1CT02SOYA000936 2000
1 P9CT01 D2JA040331 '11988
4PlCT02S61A001708 2001
Pierce
'Pumper
Quantum
i- --
Pierce
.Pumper
Quantum
1 FDAX57F82EC50563
_
Pierce Dash
Pu_
mper
Pierce
Pumper
Quantum
L
I
Unit Code
#
(110 j H 1
4---
11 H
I
112 H -1
119 H 1
1GNDT13WXWK224749 1998
Chevrolet
rBlazer
+
+123
L
1 FDAX57F82EC50563
2002
I Ford F550
i Wildland pumper
1
124
L
1 VF 6TMDB6XHA41448
1 991 8
Pierce -
ender
I
125
H
1GBHK33F1WF062189
11998
Chevrolet
3500 _
1127
L
I
1GNEK13Z73J319076
�1
12003 Chevrolet
Tahoe
T128
L
GCHK29U33E308690
2 3 Chevrolet
±K2500 Pickup
12g
4P1CT02HX3A003274
2003 Pierce
Pumper
1131
H
1
_ IQuantum
_ _
I
+
16HPB1424WU011442
1998 Haulmark
Trailer
131T
L
1
2CN51-23F456099517
2005 Chevrolet
Equinox
132
L
�4P5T8222X81121016
2008 IPJ
- Flat bed Trailer
132T
L
1
4P1CD01H76A005812
2006 Pierce Dash
Pumper
--
133
H
1
�1GNFK13037R223541
2007 Chevrolet
Tahoe
13- 4
+135
L
11 GCHK3907
DE176757
2007 Chevrolet
K3500 Pick up
L
1 FDAX57P87E647966
2007 Ford F550 -
Wildland pumper,
136
L
1 GNFK130X7J401864
2007 Chevrolet
Tahoe
137
L
4P1 CD01 H97A007515
CD01
2007 Pierce Dash
_
+Pumper
+138
H
4 1P H07A007516
2007 Pierce Dash
Pumper
'139 1
H
1G1ZJ57B28F195948
- --
2008 Chevrolet
I-- —
Malibu
41 +
L
13GNGK26K08G215700
2008 Chevrolet
Suburban
141
L
1 NFK130X8R204020
2008 +Chevrolet
Tahoe_
1142
1 GNFK130X8R202218
12008 . Chevrolet
Tahoe
I
1143 t
L
L
12CNDL63F286280384
08 Chevrolet
Equinox
' 144
L
1
II GCHK29608E176691
+20
2008 Chevrolet
IK2500 Pick up
145
L
14P1 CU01 HX8A008545
2008 Pierce
lAerial
I
146
H
_
F1HTWEAZR89136549
Quantum
20 7070 International
_
Wildland pumper
-'147
H
•~ �zff91 -- — — --j
44 �3irannr�rloo6
tr+ M —
-+ --
n-
1HTS —EA AN1VH402101 19961f International Rescue 11 520 H U
iilf
U- inn
Code indicates H —heavy duty (e.g., large buses) or L —light duty — (e.g., supervisor vehicles, small cut - aways).
END EXHIBIT A
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