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Home My WebLink AboutPRIMAL ECHO LLC - CONTRACT - RFP - 7230 DOWNTOWN CONCESSIONAIRESDOWNTOWN CONCESSION AGREEMENT THIS AGREEMENT is made and entered into this 18th day of July, 2011, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation (City), and PRIMAL ECHO, an LLC (Concessionaire). WITNESSETH WHEREAS, the City Council passed Ordinance No. 36, 1994, establishing the Downtown Plan Area as a concession area for the sale of goods and services from outdoor locations; and WHEREAS, the City has established various concession locations in the Downtown Plan Area; and WHEREAS, the City agrees to grant to the Concessionaire and the Concessionaire accepts from the City a concession for outdoor vending at: Site #1 — Mountain & College intersection, southeast of Beau Jo's on East Mountain, by newspaper stands. For day use only. NOW THEREFORE, in consideration of the mutual covenants and obligations herein expressed, the parties agree as follows: Section 1. Contract Documents The contract documents consist of this Agreement and Exhibits A & B incorporated herein by this reference. These form the contract, and are incorporated herein by this reference. Section 2. Terms of the Agreement A. This Agreement shall be effective from the date of the Agreement as entered above, until May 31, 2012, unless sooner terminated as herein provided. The City may, at its option, renew the Agreement for additional one (1) year terms, to a maximum of four (4) additional one year terms. B. In the event that the concession location can not be used because of improvements being made at the concession location, this Agreement may be suspended on 30 days notice to the Concessionaire. The suspension shall continue until the improvements are completed or it is determined that the location can no longer be used as a concession site. The City will use a good faith effort to relocate the concession site if needed. EXHIBIT "B" INSURANCE REQUIREMENTS 1. 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. 2. 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: Workers' Compensation insurance with statutory limits as required by Colorado law. 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. 10 EXHIBIT C AFFIDAVIT PURSUAW TO C.R.S. 24-76.5-103 I, ANA A W A--S , swear or affirm under penalty of perjury under the laws of the State of Colorado that (check one): V I am a United States citizen, or I am a Permanent Resident of the United States, or I am lawfully present in the United States pursuant to Federal law. I understand that this sworn statement is required by law because I have applied for a public benefit. I understand that state law requires me to provide proof that I am lawfully present in the United States prior to receipt of this public benefit. I further acknowledge that making a false, fictitious, or fraudulent statement or representation in this sworn affidavit is punishable under the criminal laws of Colorado as perjury in the second degree under Colorado Revised Statute 18-8-503 and it shall constitute a separate criminal offense each time a public benefit is fraudulently received. Signature SgZol\ Date RFP 7230 Downtown Concessionaires Page 21 of 21 „M,I,Y 7,l.fY ACORD. CERTIFICATE OF LIABILITY INSURANCE D051092011ATE YY) 05/09/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such.endorsement(s). PRODUCER Flood & Peterson Ins., Inc. P. O. BOX 578 Greeley, CO 80632 970 356-0123 CONTACT NAME: PHONAX E A/C No Ext: 970 356.0123 ac,Na:9703301867 AL MAIL DDRESS: PRODUCER CUSTOMER ID #: INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURER A; Auto.Owners Insurance Group Primal Echo, LLC 305 W. Magnolia, #285 Fort Collins, CO 80521 INSURER B INSURER C : INSURER D: INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCEAWL kDDLSUBR ffim- POLICY NUMBER POLICY EFF MMIDD POLICY EXP MMIDD LIMITS A GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY ICLAIMS -MADE O OCCUR 1023327463697410 11/19/2010 11/19/2011 EACH OCCURRENCE $1 00,000 PREMISES Ea occunence $3OO OOO IVIED EXP(Any one person) $10 000 PERSONAL B ADV INJURY $1,000,000 GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: 17 POLICY PRO LOC PRODUCTS- COMP/OP AGG s2,000,000 $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS - COMBINED SINGLE LIMIT (Ee accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ Ll AGGREGATE $ DEDUCTIBLE RETENTION WORKERS COMPENSATIONOTH- ANDEMPLOYERS'LIASILITY YIN ANY PROPRIETOR/PARTNER/EXECUTNE OFFICERIMEMBER EXCLUDED? (Mandatory n NH) II yes• describe under DESCRIPTION OF OPERATIONS below WA E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE • POLICY LIMIT S DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Addltlonal Remarks Schedule, If mom space Is required) Certificate holder is included as Additional Insured as required by written contract With respects to liability arising out of work performed by the named insured. City of Fort Collins, Purchasing Division P O Box 580 Fort Collins, CO 80522 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE F'/oaat 'Y' J04.J41s60%1 1`�.+r..r.,aalccn r. AJC. ACORD 25 (2009/09) 1 of 1 #S610752/M610751 W1VUt)-tuus ACVRU CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DYr Q ..>tum.0womne s bura+a>�e Life Home Car Buaa19,{ ]YUAA-•Ara. TAILORED PROTECTION POLICY APPLICATION COLORADO ..K.r.2 ::., .;.:.n,.i ...J.,aP '.f lr.s:.,.S •n.. h� Yz3' - w(sl C`^3.4 ., vSas.:.. .l .�..3th.. .. J...-J;'A'%ic 1.`Y,' .c..,• . .., x ... .n.......c �. . ..� POGG1INlORl41AtiO f 'K it yv rc o Date: 11/1912010 ❑ Proposal ® Issue ®Bound ❑ Rewrite of: Agency Code: 32003800 Policy Effective Date: 11/12/201 CI Policy Term: ® Annual ❑ 3-Year (fidelity only) Agency/Address: Flood & Peterson Insurance, 4687 W.18th Street, Greeley CO 80632 Company. ® 01 -Auto-Owners ❑ 03 Home -Owners ❑ 04 -Owners ❑ 05 Property -Owners ❑ 08 Southern Owners ... :. - as ., >1...-. � i. 1�Y ey.�' •rq1 :'+"M1 a'( " .fi'"•da:,. m ,� 3�=p x� �y<��. 4� �s xu•,t - k :a+s�. ,-+, �.%y p:I t�3INFGRM�!!.�'.� ��t Y'Y•l'i ,�Y S" .,'�t �A�`%S��'•a� � CS.SIJP Y: F C.� Y J�.IA �l.• W PY/xiz �4� i� � � VS�R' :.. M �. �w'f. +S.�.N,. ...__� v>.' d_ OL.t, 2F 6a ':. ., x..� h... Tw. A .n!a: :.a5� , x n :151.•i i'-.rts-Lri :ia iia.,....ai.a. `4.,.q,„_.. _. �6. Add to Current billing Account? M Yes Y No If yes, billing,account numbs • Payment Plan: Agency Bill Semi -Annual EZ Semi -Annual EFT Initial Payment: $ AQ Copy Bill to Agency? Yes No Escrow Direct Blil Full Pay Quarterly EZ Quarterly EFT of ❑ Now ❑ At Renewal UThree Pay Monthly EZMonthly EFT Mall Insured's copy of policy to Agency? ® New Bus. ❑ Renewal Method of Payment: ® Check ❑ Cash ❑ Agency EFT (Sweep) Alternate Billing Name and Address >Q'xr.J?Rtr'i`r'J�3?t L Ra..t\.. S �%^��°ar-,• NEC. F—+�'aA s B,�lvet 1 .5^r .II�ill .F.�Tki�p'OAlht ❑ Property ® General Liability ❑ Crime ❑ Inland Marine ❑ Other (please describe) �p ' 1 r CrT..ef /�► a �.vav ate, x .- to Ky:.± Y . Tnyy. yi O�> .3 _d ',ht r>xi r.•..ta^,•rL� Ta•f y it j,.-'S. ��J14+ a1~a ua'�+ f7 v..�c "c�Y ; n P: _-`'.....t„,pf 1 .tH ::.. Ly 1aYc'3 .`T 'rAnF-'2ja •+�}"c �7.i Y. i.`•a- ,rAPRLI.� .1NCMFA� Applicant: Primal Echo, LLC Mailing Address: 305 W. Magnolia, #2859 Fort Collins CO 80521 Entity: Limited Liability Corporation Email: Phone Number. FEIN: W ebsite: Description of Business Operations:. creept and coffee cart Year business started: 9010 (New Venture: ® Yes ❑ No If yes, please provide description of owner's experience.) 20 years in business mane merit, chef for ma or restaurants, .1. +�:i"T Y.s � •� �� ,�. ��n< •�F t 1 .YYI. ��y: •� {t. ��.. G>•� � � 3:b.`%'. >Stv R � Name: AnnArias Name: Address: Address: Email: Email: Phone: 720 270-5498 Phone: Fax: Fax: Accounting Firm: �QEM/kTl'�! .r. �� ,, �� .. <<•,, x ,- . •,: 3.: ._.. .� Mtr.; r� PRESE�`I , ,�� Location Address Class % Within Occupied Loc Bldg Program City By Description Occupied 34 Mercantile 906 N. College Ave, Fort Collins CO 80624 1 -.._ r. :.-.. ...sz,.v.r:. x, \ �`: '�. .rzaxa Hxx t'u'`�' -4 3r ^�k • Jy"i ar _;>. y G 3'¢'+ ,SS',T Wn'.1F #+nCr"...... il, Cumulative • olc Di (Provide numbs o• inc f DA;mt Tuna.Policyu u r Special Rating Plan 10 % Group Name and Number• 65 7 • � r4�.. � � dl. ,a >9 w uf, M:wwc:.. _ Y :... rkh... . GENEIfi/rt'INFORM'l1�TIOI�>�...; � � _- hhr��v�+.t�.i^.�,:a:.. -.ua•. "YES" PXPLAIN ALL "YES!, 1. Is the applicant a subsidiary of another entity, or does the X 6. Any past losses or claims relating to sexual abuse or allegations, discrimination or negligent hiring? X applicant have any subsidiaries, or Is the applicant involved molestation in any Joint ventures? in operation? X 9. During the last ten years, has the applicant been convicted X 2. Is a formal safety program of any d gree of 3.An e r f e o he X O I c I i e ? 11. Any policy coverage declined, cancelled or non -renewed X X 4. Is this new business to the agency? 6. Any unporrected fire code violations? X Non Underwdtin easons? 6. Is the applicant Involved, or does the applicant have X 12. Does the owner have coverage with an Auto -Owners Group ownership interest, in any other business operations, or program for a related business with this being only a new location of the same type of operation? does the applicant have locations not Indicated on the application? 7. Is any prior carrier a non-standard company? w'v o-+ Y' a2r �'S\` vi�rrrr++(( ;ry•.r'r`.t '`.m� `'R a, y fwps $ kA y Fe... .r4w.�7��h'F �vf`'�1�^el^ x h�45' `-� �:Au..+`v a'',yn REIYf/iRK #\ A 4 �o nwoo�cv 1eIcriMMA I1 M V ��'{4 � a r , �, �''�.}' t' �%3v �.: •-.e �... ¢rs. r ' �'�` ^�`.' w.\: Ni � "�'�'✓'.�`it x � }�3 a 9.�._. X.. 'u. t .r M*f r•T' � '. U�:' ��..�Ja C.fJMMEEi�I/k�:`GIEN y^w'.,.. r!cY-^''.d F.'rY::a�4; :.. n`�XP ... Carrier PollNumber Policy Tyyppe (Please Check One) 8 Claims Made Occurrence 8 Claims Made Occurrence 8 Claims Made Occurrence 8 Claims Made Occurrence B Claims Made Occurrence Policy Term Each Occurrence t �'1 Y ye i `5 J.? �r✓,:r v�,.i. 4:i r9 kqe �CC' -.'. 'M1n6. - , 1. 4, ,;lj Carrier Policy Number Policy Type Policy Term Nx +r��(�•3 :1: "•s'IN . 5-5��— .Y iJ/�� A� c. 5 i . ,, s Caller PgllQY Number Pollev Term T� �M% �.. .CN,1 Yi"h32',,.J•�x � 1 . .'�� _ ` F/4'v :i `t�:� .]i` . %•. h.. a..� Carrier Policy mbar Policy Type Limit Prior carriers annual total expiring premium (includes: Property, General Liability, Inland Marine and Crime): $t]_$9nn 011 CHECK HERE iF NONE ® LOSS HISTORY ATTACHED ❑ HAVE YOU DISCUSSED LOSSES WITH YOUR AGENT? YIN _ .:::. ENTI��i ALL C� /IIIIA i;1GAADtSx� O:FAtJR. :FQF;fiFPFIiOII . Y ti:3 Date of Loss Line Description of Occurrence/Claim Amount Paid Amount Reserved Open/Closed What action has the applicant taken to prevent the type of losses listed above from recurring? APPLICANTs STATEMENT: I declare the facts stated In this application to be true to the beat of my knowledge and request the Company to issue this. insurance and any renewals thereof in reliance thereon. i further understand that: It is unlawful to knowingly provide false, incomplete or misleading facts or information to an insurance company for the purpose of defrauding or attempting to defraud the company. Penalties may include imprisonment, fines, denial of Insurance and civil damages. Any insurance company or agent of Insurance company who knowingly provides false, Incomplete or misleading facts or information to a policy holder or claimant for the purpose of defrauding or attempting do defraud the licy holder or claimant with regard to a settlement or award payable from Insurance proceeds shall be reported to the Colorado Division of Insurance within the Department of Regulatory Agencies. ----- ._ . _, ,,__, , , ` Print note- 1lnausolo Print Time: 12.36:26 Peas 2 of 3 Signature afid Date: PROXY DESIGNATION (AUTO OWNERS INSURANCE CO.ONLY) (NOT A�PP LE IN IOIM1f 1 designate J.F. Harrold, J.S. Ta R.J. Rupp, and each of them, attorneys and proxies, with the power of substitution and revocati to each, to vot as proxy at all meetings of the company, and at any adjournments thereof. The powers hereunder shall be exercised by a majority of said attorneys and proxies so present, but it only one Is present, then that one shall have full power to act. Applicant's Signature and Date: Total Policy Premium: $1,042.00 Paid In Full Discount: $102.00 Total Policy Premium if Paid in Full: $940.00 _ Print natty- 11119I2010 Print Time: 12:3e:26 Page 3 of 3 COMMERCIAL GENERAL LIABILITY SECTION . �J'q�,7,�` General Aggregate $2.000.0111). General Aggregate.ry,t:? `as Is ProducWComnletod OperationsOperations Aggregate +%' " Personal Inlury and Advertising i Each Occurrence 1I -opp, OR Each Occurrence Damage to Premises Rented to You (Any One Premises $300,000 Damage to Premises Rented to You (Any One Premises $ " u*�� ,w ;; % Medical Payments (Any One Person) 1$10.000 1 Medical Payments (Any Ofto-ft� 2� -L- CGL Plus: ® Yes ❑ No Property Damage Deductible: $ ❑ Per Claim ❑ Per Occurrence N.. t L 'hpi S%Ya: h JM.. Jf, J�. £ a:SY�+��fr.Y i. , r�� ..t . 4 d, � . ire.<_ Location IDowdotion < JSw'i Hli fy'4YN, r f a � .d�,�-x.» t. _ '� .. r k-�E - WS, Territory Proml Rate 1 111168 - CONCESSIONAIRES 2 70,000 1 9.15 1 0.10 O[?iTO At::Cf 111ERy 61F,S ENW > EIIMENi AN I INFOAMA41i � i X AD t71� �INECIREFUCEEiTiE,IGi4'!'EiiElyRl �� Name and Address: R !� � , .�:. fit• `�`��, - �> _�, " � � - � ��:.. Location: Explanation of Interest: PNEI:�I:I��IYI%QI�1�ilt�7Q. ` r xAM W" IRPM%: Approved By: -.G11NERAC'INFQ'RNIA'iION WWII EXPLAIN ALL 'YES" RESPONSES FOR ALL PAST, PRESENT OR DISCONTINUED OPERATIONS Y N EXPLAIN ALL "YES* RESPONSES FOR ALL PAST, PRESENT OR DISCONTINUED OPERA71ON8 Y N 1. Any medical facilities provided or medical professionals employed or contracted? X 9. Are day care facilities provided? X 2. Any exposure to radioactive(nuclear materials? X 10. Does the applicants promotional literature make any representations about the safetyor securityof the remises? X 3. Any operations Involving storing, treating, discharging, applying, disposing otransporting of hazardous material? el.g. Iand8119, fuel? X 11. Is there a swimming pool on the premises? If yes, Is pool fenced with self-locking gate? Any diving boards or slides? X 4. Any operations sold acguired or discontinued In the last five ars? X. 12, Any recreation facilitiesprovided? 5. Any structural alterations contemplated? y 13. Any snorting or social events sponsored? 6. Any Involvement in jointventures7 X 14. Any demolition exposure contemlated? 7- Is there a labor Interchan a with any other business? X 16. Any isasina of employees to or from other employers? S. Any parking facilities owned or rented? If ea Is a fee the fora ? PRO � E7r� OP�R/it70N '�:, �R� w.MO.�1�� 1� Ci`h O.s �b�L 1. Does the applicant Instafl. servics or demonstrate products? 2. Foreign products sold, distributed, used as components? X ,� n X 16. Have any crimes occurred or been attempted on your premises within the last three rare? a • a .�a .,. :. , ) .KFt. I.£. .r.. L` 'u.. -'�.f >aY�v G.1 ��«:GiA- ✓> 7. Any products of others sold or repackaged under the applicant ?�. X _. 3 X X X 3. ResearctVdevelopment conducted or new products lanned(desi ned? X 8. Any products under the label of others? X 4. Any guarantees,warranties hold harmless agreements? X 9, Applicant covered under a Vendors Endorsement? X 5. Ang products related to aircratt/s ce Indust X to. Does annamed Insured sell to other named Insureds? X [ GONTRACiQR9 E r ye f?Sy hTS ..'e.N #G 47551 i . a'.., t_Fi..e �i S{ I'-1 hT � Ka 1- ^ ,u qiN' a'4 si�.h„'.� .L.....`.'.-.`..4ka<..., r•°'�^iti(.k 4. Any use of subcontractors or subcontracted labor? Annual amount id to subcontractors: r. �a'.Yi. 1. Does the applicant draw plane, designs, or specifications for others? X X 2. Do any operations Include excavation, tunneling, underground work or earth movin ? X 5. Are subcontractors allowed to work without providing applicant with a certificate of Insurance? X 3. Do any operations Include blasting or utilize or store explosive material? X 6. Do subcontractors carry coverages or limits less than applicants? X dOMMENSJEXBI:ANATfON.E,� Products/Completed Operations 3. new flavor of food product Total General Liability Premium $ 1 �042 00 55255 (5.06) Pdmal Echo. LLC Print Data: 11 /1912010 Print TimR: 12:58 2a Panw 1 of 1 Section 3. Concession Operations The City hereby grants Concessionaire a concession for the use of the property described as: Site #1 — Mountain & College intersection, southeast of Beau Jo's on East Mountain by newspaper stands concession area (per Exhibit A) for day use oniy outdoor vending. The Concessionaire shall have the exclusive right to operate an outdoor vending concession within this area in accordance with the agreement. A. Independent Contractor: The services to be performed by the Concessionaire are those of an independent contractor and not as an employee of the City. The City shall not be responsible for withholding any portion of Concessionaire's compensation hereunder for the payment of FICA, Worker's Compensation or otherwise. B. Records: The Concessionaire shall keep adequate and proper business records of all expenses and receipts of the concession operations. At the request of the City, all such business records shall be made open and available for inspection and audit by the City of Fort Collins Treasury Division. C. Monetary Provision: The Concessionaire agrees to pay the City an amount equal to One Hundred and Twenty Dollars ($120.00) per year, plus zero (0) percent of gross receipts from the concession operations conducted pursuant to this Agreement. Gross receipts shall include all revenues, excluding sales tax received by the concessionaire from concession operations. All such gross receipt payments shall be paid to the City on the same day that sales and use tax payments are due. However, the payments for the concessions must be submitted separately. The $120 annual fee is due prior to June 1st in the initial term or any renewal term. Monthly payments shall be paid to the City Sales Tax Office prior to the 10th of each month for every month the agreement is in force. D. Licenses: The Concessionaire shall obtain and pay for all licenses needed for the operation of the concession including, but not necessarily limited to, a County Health Department Food Services establishment inspection, City and State sales tax licenses. Any such licenses held specifically by the Concessionaire in connection with this Agreement shall be surrendered by the Concessionaire at the time of termination of this Agreement. E. Laws, Rules & Regulations: The operation of the concession granted under this Agreement shall, at all times, conform with all applicable Federal, State, and local laws and with all applicable rules and regulations adopted by the City or any of its Boards or Departments. 2 F. Insurance/ Indemnity: The Concessionaire shall indemnify, save and hold harmless the City from all claims and losses, including costs and reasonable attorney's fees arising directly or indirectly out of the Concessionaire's use of the concession area or operation of the concession. The Concessionaire shall maintain commercial liability insurance in the amount of $500,000 combined single limits naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit B. The Concessionaire before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P.O. Box 580, Fort Collins, CO 80522, one (1) copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. G. Signage: All signs on the concession cart must be approved by the City. Signs may be displayed in or on the cart only unless additional signage is approved by City staff. H. Cart: The Concessionaire will be required to have a mobile cart. The cart may not exceed the size of four (4) foot wide, ten (10) foot long and eight (8) foot high, excluding roof overhangs and wheels. The design and appearance of the cart must conform to the specifications described in Concessionaire's proposal, unless otherwise agreed to in writing by the parties before the cart may be used at the concession area. The City reserves the right to approve any modifications, changes, or alternative cart. The cart is subject to inspection by City. The cart must be maintained and repaired to the City's satisfaction. The cart must be removed from the right-of-way when not in use. I. Restrictions: Equipment such as tables, chairs, benches and displays not attached to the cart may not be used except for items & equipment authorized, in writing, by the City Representative. Merchandise must be restricted to the cart or appropriate storage containers if authorized. Vendor area must not exceed 10 X 10 feet, excepting only a tarp or other protective medium placed to protect underlying surface. Cart must be located in approved location on site and cannot impede pedestrian flow on the sidewalk. J. Cleanliness: Concessionaire shall supply a trash receptacle and keep the concession area clean of all trash within 100 foot radius of site. Food concessionaires must use a tarp under cart to minimize grease deposits and pay site cleaning fee. Concessionaire shall pay Eighty -Five Dollars ($85.00) per month cleaning fee for power washing of the site granted. Vendors at sites which are split between day and night operations with another food and beverage vendor shall pay '/z of power washing fee. Cleaning fee subject to change during term of agreement based on frequency required with at least thirty (30) days notice to the Concessionaire. 3 K. Sales Tax Returns: All sales tax returns and concessionaire payments to the City associated with the concession operation must be filed by their due date. No assessment fees, penalties or interest will be waived by the City. L. Power Source: If the Concessionaire needs electrical power the Concessionaire must provide for such power through the City Light & Power Department at the Concessionaire's expense. Arrangements to supply power to the concession area must be reviewed with the appropriate City departments. Portable generators will not be permitted due to concerns regarding compatibility and noise. M. Stock: The Concessionaire shall maintain an adequate stock of supplies on hand for all occasions in order to supply the need of parties desiring to patronize the concession area. N. Hours: The Concessionaire must keep the concession area open for business as directed by the City. Days of operation shall be agreed to by both parties and the minimum hours of operation must be maintained. Minimum hours are: Two (2) to four (4) hours between 6:OOam and 6:OOpm Monday through Thursday. Concessionaire is not required to operate on national holidays or holidays recognized by the City where City offices (except for emergency services offices) are closed. O. Inclement Weather: The Concessionaire shall not be required to operate the concession when it is raining, snowing, hailing, and abnormally windy or when the air temperature is below 50 degrees Fahrenheit. P. Product. The products authorized are as described in Concessionaire's proposal and agreed to by the City. The City will not pre -authorize new products but does reserve the right to review any new products that may be added. This is to ensure that the new products meet the same quality as those proposed in the original Request for Proposal. Q. Blackout Dates. Concessionaire will not be allowed to operate in granted site during the following special events in the downtown area: Old Town Car Show, Colorado Brewers Festival and New West Fest. Dates for 2011 are June 25th, June 26th, August 12th, August 13th, August 14th, and September 10th. Contact the Downtown Business Association (DBA) at (970) 484-6500 to receive an application for a site at these events and any subsequent years of this contract. The DBA will work with concessionaires regarding the location of the site and a discounted booth rate. N Section 4. General Conditions A. The Concessionaire shall neither assign any of the rights nor delegate any of the duties under the provisions of this Agreement without having first obtained the written permission of the City. The Concessionaire shall not sublet any portion of the concession area or allow any other person to take possession of any portion of the concession areas without the written consent of the City. B. Vacant sites resulting from either no -bid or termination may be filled at anytime for the duration of the current one (1) year period. Responsible parties will be awarded vacant sites as acceptable proposals are received. The city may, at its option, renew the Agreement for the formerly vacant sites for additional one (1) year periods not to exceed the balance of the four (4) additional periods remaining for this Agreement. C. This Agreement may not be enlarged, modified or altered except in writing, signed by the parties as an amendment hereto. D. No waiver of any breach of this Agreement shall be held or construed to be a waiver of any subsequent breach thereof. E. It is expressly understood and agreed by and between the parties hereto that in the performance of the terms and conditions of this Agreement, time is of the essence. F. The location assigned is not transferable to another vendor or concessionaire. G. Fixtures and Improvements: 1. The Concessionaire agrees that all auxiliary equipment needed to operate the Concession shall be installed at its expense. Prior to making any and all improvements on said premises, the Concessionaire agrees to obtain the approval of the appropriate City Department and shall supervise the construction of said improvements. 2. Upon the termination of this Agreement the Concessionaire shall remove any fixtures or improvements made by it to the concession area. However, the concession area must be restored to as good a condition as the premises were in at the time the Concessionaire took possession thereof. H. This Agreement shall be binding upon and inure to the benefit of the heirs, successors, and assigns of the parties hereto. 5 I. If either party must resort to legal action to enforce the terms of this Agreement, the prevailing party shall be awarded its costs and reasonable attorney's fees J. Any notice required or desired to be given under this Agreement will be considered delivered to the other party upon hand delivery or upon its deposit in the United States mail, postage prepaid, sent by registered mail, addressed to the other party at the following address: City: City of Fort Collins Purchasing Division P.O. Box 580 Fort Collins, CO 80522 Concessionaire: Primal Echo, LLC Attn: Ana Arias 305 W. Magnolia, #285 Fort Collins, CO 80521 K. Notwithstanding the time periods contained herein, either party may terminate this Agreement at any time without cause by providing written notice of termination to the other party. 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 above address. Section 5. Default A. The Concessionaire shall be in default under the terms and conditions of this Agreement, if the Concessionaire fails to cure the default within ten (10) days after written notice setting forth the nature of the default is delivered to the Concessionaire. B. In the event the default is not timely cured, the City may elect to (a) terminate this 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. Section 6. Prohibition Against Employing Illegal Aliens. This paragraph shall apply to all Contractors whose performance of work under this Agreement does not involve the delivery of a specific end product other than reports that are merely incidental to the performance of said work. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Contractor represents and agrees that: A. As of the date of this Agreement: 1. Contractor does not knowingly employ or contract with an illegal alien; and 2. Contractor has participated or attempted to participate in the basic pilot employment verification program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the 0 United States Department of Homeland Security (the "Basic Pilot Program") in order to verify that Contractor does not employ any illegal aliens. B. Contractor shall not knowingly employ or contract with an illegal alien to perform works under this Agreement or enter into a contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. C. Contractor shall continue to apply to participate in the Basic Pilot Program and shall in writing verify same every three (3) calendar months thereafter, until Contractor is accepted or the public contract for services has been completed, whichever is earlier. The requirements of this section shall not be required or effective if the Basic Pilot Program is discontinued. D. Contractor is prohibited from using Basic Pilot Program procedures to undertake pre- employment screening of job applicants while this Agreement is being performed. E. If Contractor obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Contractor shall: Notify such subcontractor and the City within three days that Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. F. Contractor shall comply with any reasonable request by the Colorado Department of Labor and Employment (the "Department') made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. G. If Contractor violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Contractor shall be liable for actual and consequential damages to the City arising out of Contractor's violation of Subsection 8-17.5-102, C.R.S. H. The City will notify the Office of the Secretary of State if Contractor violates this provision of this Agreement and the City terminates the Agreement for such breach. City: Jam s' . 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