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HomeMy WebLinkAboutFUN FORTRESS LLC - CONTRACT - BID - 5718 SALE OF THE OLD HARMONY GAS STATION BUILDINGSERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and Fun Fortress, LLC, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of one (1) page, and incorporated herein by this reference. 2. Time of Commencement and Completion of Services The services to be performed pursuant to this Agreement shall be initiated upon signing of this Agreement. Services shall be completed no later than August 9, 2002. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in a writing signed by the parties. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in. writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: SA 10/01 1 EXACTLY **8333 AND 00/100 DOLLARS OFFICIAL CHECK I'm 2 IS 19 ilia 1: 10 70046 i 111: 0 LO i0 24470,10 J City: City of Fort Collins PO 580 Ft. Collins, Co. 80524 Attn: John Stephen, Senior Buyer Service Provider: Fun Fortress, LLC. 1513 E. Mulberry Ft. Collins, Cc 80524 Attn: Jeffery McClure, Manager In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 5. Contract Sum. The Service provider shall pay the City for the building, the sum of eight thousand, three hundred thirty three Dollars ($8,333.00) in cashiers check or cash. 6. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 7. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. SA 10/01 2 9. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 10. Warranty. (a) Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. (b) Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. (c) Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 11. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 12. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non - defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because SA 10/01 3 of the default. 13. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 14. Indemnity/Insurance a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit B, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80524 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 15. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. SA 10/01 4 CITY OF FORT COLLINS, COLORADO a municipal corporation Ja s B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management Date:--. 7/ / :2 /6 zi FUN FORTRESS, LLC. M PRINT NAME CORPORATE PRESIDENT OR VICE PRESIDENT Date: 7 Z(o i ATTEST: (Corporate Seal) CORPORATE SECRETARY SA 10/01 EXHIBIT A 1. Building is sold "as is, where is 2. Building must be moved from Southridge Golf Course by August 9, 2002. If the building is not moved by August 9, 2002, the Service Provider abandon's all rights to the building and the building reverts back to City property. 3. Service.Provider must return the steel beams and associated equipment that is currently supporting the structure to CCI Moving by September 9, 2002. 4. Service Provider must pay for all associated fees and permits. SA 10/01 ,y EXHIBIT B INSURANCE REQUIREMENTS The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. SA 10/01 07/17/02 11:35 STATE HANK OF WILEY - ESGRR INS 4 19702216707 NO.650 1702 Ac_OB-D. CERTIFICATE OF LIABILITY INSURANCF,. 89 YF-1 DA'ENM"' /0 07/17/02 PRODUCER IIIx 400 ae Agency P.O. .0, Box 400 Wiley CO 01092 BhoAe;719-529-4811 FOX!719-829-4871 THIS GIRTHFIGATF IS ISSUED AS A MATTER OF INF TB74 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE OR ALTER THE COVERAG6OLDER. THIS CAFFORDED EDOES Y THEEPOLICCIIESS BELOW, INSURER$ AFFORDINGCOVERAOE INSURED PYAY POINT$',T�LLC. 1 3 E. d}MEEx Fort C IVAS CO 90524 INBURFAA: NZC I gUrAAOe 9rokere e INSURER B: WBURERC NSURER p: WSURER E: MVERAWFIL THE POLICIES OF INSURANCE LISTED BELOW HAVE SEEN ISBUED TO THE INSURED NAMED ABOVE FORTME POLICY PERIOD INDICATED, NO1WfmTANDWO ANY REQUIREMENT, TOW OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY7HE P04101EB OESCRIVED HEREIN IS SUSJACY TO ALL THE TERMS, EXCLUSIONS AND CONOMONS OF SUCH POLICIES AGGREGATE LIMIT'S SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TLI TYPEOP UiSUAAIIOE PO4CY NUM(IBN T LIM A GENERAL LIARAM X COMMERCIALOENERALLABIUTY CLAIMS MADE 7X OCCUR SLIM2817531 10/27/01 10/27/02 EACH OCCURRENCE $1 000 000 FIREDAWIGE(MY"fW11) $200 000 MEP k7fP fAHnoro P°H'°^% 10 PERSONAL S AOV INJURY $1 000 000 OENERAL AGGREGATE $2 000 , 000 OWL AGGREGATE LUST APPLIES PER: POLICY 7 P LOC PRODUCTS• CONPJOP AGO $1,000000 AVTOMMLR LIAMLRY ANY AUTO ALOWNEOAUTOS SCHEDULEDIWTOS HIREDAUTOG NON OWNED AVTOS COIAINRD SINGLE UNIT IBA eccidx0 d BODILY INJURY (PMP ) d BODILY INJURY ) d PROPERTY DAMAGE (Pr "w") d GARAGE INABILITY ANY AUTO AUTO ONLY• EA ACCIDENT d OTHER THAN EAA:C AUTO ONLY: AGO d d exam BB WBILI}Y OCCUR CLAIMS MADE DEDucneLE RETENTION d EACH OCCURRENCE S AGGREGATE L d s d WORKERS COMPENBAiIONAND EMPLOYERS' LIAPSI Y TORYL ER EL EACH ACCIDENT $ E.L DISEASE -EA EMPLOYE d EL DISEASE• POLICY LIMIT 13 OTKBR QWCRIPnON OF OPERATgNSA.00AT10NdNEISCLESIBXCLUB10N8 AOOBO NY ENDORBEMENTISPECIAL PROVRMLS CORTIFICAT6 HOLDER & FM FORMS58, LLD. AM NAtIED AS ADDITIONAL INSUREDS. CITYO-2 CITY 'OF FORT COLLINS FAXY970-221-6707 ,T0Km PO BOX Sao FORT COLLINS CO 90322 pATETNERFAF,TNERSUOMINBURERWILLENDrAVORTCNAII -12—DAY111WRITTBN NOTICSTO THE CERTIFICATE NOLOER NAMED TO THE LEFT, BUT FALURE TO 00 80 SHALL IMPOSE NO OBINOATION OR LIARIM OF ANY IONO UPON THB INSURER, ITS AOMOR BILL OF SALE I, JAMES B. O'NEILL II, AS REPRESENTATIVE FOR THE CITY OF FORT COLLINS, THE LEGAL OWNER OF A STRUCTURE COMMONLY KNOW AS "THE OLD HARMONY GAS STATION" FOR VALUE RECEIVED (IN THE AMOUNT OF $8,333.00) DO HEREBY ASSIGN, TRANSFER AND CONVEY UNTO FUN FORTRESS, LLC. THE EQUIPMENT DESCRIBED ABOVE. nature of Seller) S SC IBED AND SWORN TO BEFORE ME THIS ZYeDAY OF , 2002. (SEAL) J/ MTARY PUBLIC