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SERVICES AGREEMENT
THIS AGREEMENT is made and entered into by and between THE CITY OF FORT COLLINS,
COLORADO, a Municipal Corporation, (the "City") and CONNIE MONTGOMERY, d/b/a THE MANTOOTH
COMPANY ("Service Provider").
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, and consisting generally of fund raising, organization and event planning/execution forthe
CooperSmith's Father's Day 5k Run/Walk ("Event").
2. Time of Commencement and Completion of Services. The services to be performed
pursuant to this Agreement shall be initiated within five (5) days following execution of this Agreement by
the City. Services shall be completed no later than June 19, 2005. 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. Contract Period. This Agreement shall commence upon the date of execution by the City
as shown on the signature page of this Agreement and shall continue in full force and effect until June 20,
2005, unless sooner terminated as herein provided.
4. 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.
5. 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:
City: Service Provider:
City of Fort Collins Purchasing The Mantooth Company
PO Box 580 c/o Connie Montgomery
Fort Collins, CO 80521 2715 Sage Creek Road
Fort Collins, CO 80528
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
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this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination.
6. Contract Sum. The City shall pay the Service provider an amount calculated as shown on
Exhibit "B", attached hereto and incorporated herein by reference, for the performance of this Contract.
7. 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.
8. 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 forwithholding any portion of Service Provider's compensation hereunderforthe payment
of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose.
9. 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.
10. 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.
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 itself 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 of the default.
13. Bindinq 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
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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 comprehensive general liability insurance in the
amount of at least $500,000, from an insurance company acceptable to the City and,
before commencing services hereunder, shall deliver a certificate of insurance naming
the City as an additional insured to the Citys Director of Purchasing and Risk
Management, 215 N. Mason St., Fort Collins, Colorado.
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.
17. Special Provisions. Special provisions or conditions relating to the services to be
performed pursuant to this Agreement are set forth in Exhibit "C", consisting of one (1) page, attached
hereto and incorporated herein by this reference.
K
CITY OF FORT COLLINS, COLORADO
A municipal corporation
V
Ja es B. O'Neill II, CPPO, FNIGP
Director of Purchasing and Risk Management
Date: [ O
APPROV AST FORM
vat
Assistan City Attomey
ONNTE
NTGOMERY
d/b/ANTOOTH CPVPANY
Date:'' JV
STATE OF COLORADO )
)ss.
COUNTY OF LARIMER )
Subscribed and sworn to before me this �f r day of Ua i ej' ,-_ 2005, by Connie
Montgomery.
Witness my hand and official seal.
My Commission Expires
My commission expires: 04!26/2006'°.:
NotaryPubli
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Exhibit A
Scope of Work
Event: CooperSmith's Father's Day 5k
Event Date(s): June 19, 2005
Event Contact for Service Provider: Connie Montgomery
Event Contact for the City: Peggy Bowers & Kim Vecchio
Goal(s) of Event
1. Continue to increase number of participants in race.
2. Create positive awareness for the City of Fort Collins.
3. Provide the public of Fort Collins a great event to attend or get involved with.
Set Up Time of Event: June 19th — 5:30am.
Tear Down Time of Event: Immediately following event.
Hours at Event: 8 hours day of.
Hours Consulting Event: Estimated 50+ hours.
Service Provider's Responsibilities:
1. Positive PR for City of Fort Collins
2. All logistics for the Event (this is the one line that basically means, 'We Attempt to do it All."
3. Creative
4. Budgeting
5. Sponsorship Material as well as obtaining sponsors
6. Volunteer Outline
7. Meetings with Peggy and Kim
8. Entertainment
9. Provide monthly updates to City
10. Be as Cost Effective as possible
11. Overall Operations of the Event!
City Responsibilities:
1. Provide Service Provider with any databases that could be of assistance, subject to
confidentiality requirements as outlined in E)ibit "C".
2. Assist Service Provider with acquiring volunteers for day of Event.
3. City shall be responsible for the collection and disbursal of funds.
4. Assist Service Provider with day of Event route set up
Vendors:
Service Provider shall locate and contact vendors for the Event who will provide the most cost-
effective goods and services. All vendors selected by Service Provider shall be acceptable to the City.
If vendors are acceptable to the City, the City will purchase the goods or services arranged for in
accordance with the City's standard purchasing policies. If the City requires the use of certain vendors
because of pre-existing agreements or otherwise, the City will notify Service Provider of such
requirements.
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Exhibit B
Payment Provisions
The City shall pay Service Provider the following amounts
1. An event coordination fee of $1.50 per registered participant in the Event, to be paid by
July 5, 2005.
2. 10% of each sponsorship arranged by Service Provider, to be paid within 10 business
days of the date the City receives the sponsorship funds.
All checks will be mailed to and the attention of
The Mantooth Company
C/o Connie Montgomery
2715 Sage Creek Road
Fort Collins, CO 80528
Exhibit C
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to this
Agreement, the Service Provider hereby acknowledges that it has been informed that the City has
established policies and procedures with regard to the handling of confidential information.
In consideration of access to certain information, data and material (hereinafter individually and
collectively, regardless of nature, referred to as "information") that are the property of and/or relate to the
City or its employees, customers or suppliers, which access is related to the performance of services that
the Service Provider has agreed to perform, the Service Provider hereby acknowledges and agrees as
follows:
That information that has or will come into its possession or knowledge in connection with the performance
of services for the City may be confidential and/or proprietary. The Service Provider agrees to treat as
confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is
used by the City in carrying on business, including but not limited to confidential employee records; and (b)
all information that is proprietary to a third party (including but not limited to customers and suppliers of the
City). The Service Provider shall not disclose any such information to any person not having a legitimate
need -to -know for purposes authorized by the City. Further, the Service Provider shall not use such
information to obtain any economic or other benefit for itself, or any third party, except as specifically
authorized by the City.
The above obligations shall not apply to information and material that (a) becomes generally known to the
public by publication or some means other than a breach of duty of this Agreement, or (b) is required by
law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and
the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the
Service Provider shall furnish a copy of this Agreement to anyone to whom it is required to make such
disclosure and shall promptly advise the City in writing of each such disclosure.
In the event that the Service Provider ceases to perform services for the City, or the City so requests for
any reason, the Service Provider shall promptly return to the City any and all information described
hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced)
thereof, in its possession or control or as to which it otherwise has access.
The Service Provider understands and agrees that the City's remedies at law for a breach of the Service
Provider's obligations under this Confidentiality Agreement may be inadequate and that the City shall, in
the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary
and permanent injunctive relief and specific performance) in addition to all other remedies provided
hereunder or available at law.
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