I Facilities/Fairgrounds BOCC Meeting Date: 7/5/2017

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1 Submitted By: Division/Elected Office: Strategic Plan Priority # Emily Sanchez Date Submitted: 6/30/2017 I Facilities/Fairgrounds BOCC Meeting Date: 7/5/2017 #5 - Increase Citizen Engagement and Represent Local Interests Discussed with County Manager? Date Discussed: Reviewed by County Attorney? Yes Date Reviewed: I 6/27/2017 Discussed with Commissioners? If so, when? Is a Public Hearing Required? Does this item require a Resolution? Included in Current Budget? - if no, attach a Budget Amendment N/A Annual Expense [ Annual Revenue Is this a Grant? County's Match Additional Employees Required? If so, how many? L Is this subject to annual renewal? Yes Fiscal Rule #: Is this a Bid Award? (If yes, attach bid summary) Purchase Amount New Employee Introduction (1st Meeting of each Month) Employee Name (Division/EO) Regular Agenda or Consent Agenda? Program is New, Ongoing, or Temporary? Summary (note this text will be used for the BOCC agenda): Possible authorization of the Chairman's signature on an entertainment agreement with Rose Bud Productions "Jeneve Rose Mitchell" to provide family entertainment for the Fair that includes one, one-hour performance on Saturday, July 29th beginning at 7:00pm as reviewed by Counsel at the cost to the Fair Board of $1500.

2 MONTROSE COUNTY FAIR AND RODEO ENTERTAINMENT AGREEMENT Rose Bud Productions THIS AGREEMENT for SERVICES, is entered into, effective the day of consideration and approval as given below by the Board of County Commissioners of Montrose County Colorado, by and between the County of Montrose Colorado through the Montrose County Board of Commissioners, ("County" ), a body corporate and politic with administrative offices located at 317 South 2nd Street, Montrose, CO 81401, the Montrose County Fair Board ("Fair Board"), collectively "Purchaser", of the County of Montrose, State of Colorado whose principle address is 1001 rth Second Street, Montrose, Colorado 81401, and Jenny Mitchell, d/b/a Rose Bud Productions ("Contractor"), P.O. Box 104, Crawford, CO 81415, collectively referred to as "Parties"; and provides as follows: RECITALS: Whereas, the 2017 Montrose County Fair and Rodeo (hereinafter "Fair") will be held at the Montrose County Fairgrounds and Event Center located at 1001 rth Second Street, Montrose, Colorado between the dates of July 21, 2017 through July 30, 2017; Whereas, County and Fair Board wish to provide quality family oriented shows and entertainment for those attending the Fair; and, Whereas, Jenny Mitchell performs a family oriented show of the type that County and Fair Board are seeking, and is willing and able to perform her show at the 2017 Fair on the date and time set forth below; and, Whereas, the Parties wish to enter into this Agreement to provide family oriented entertainment at the 2017 Fair. NOW THEREFORE, in consideration of the mutual covenants, agreements and stipulations set forth herein, the Parties agree as follows: AGREEMENT: A. TYPE OF PERFORMANCE: The performances by Contractor shall be appropriate for attendance by families, adults and children. B. DATES, TIME AND LOCATION OF PERFORMANCES: Contractor will provide a one (1) hour show on Saturday, July 29th, 2017 from 7:00 p.m. to 8:00 p.m. The performance will be held on the Montrose County Fairgrounds and will be performed at the Fairgrounds location designated by the Fair Board. 1

3 C. COMPENSATION: Contractor's fee for the one hour show shall be one thousand five hundred dollars ($1,500.00). The County has paid a $500 deposit to Contractor to secure her performance on July 29, By signing below, Contractor acknowledges receipt of said deposit. County shall pay the $1, balance on the contract price by check and shall deliver the final payment to Contractor following the sound check just prior to the scheduled performance. D. SALES OF NOVELTIES OR SOUVENIRS: velties or Souvenirs, created or owned by Contractor and related to Contractor's performance, may be sold by Contractor to the public during the performance. Contractor hereby affirms that the products to be sold are of Contractor's own creation, and/or Contractor has a right to sell such products to the public; and that the products do not infringe on any intellectual property, or other right, of any type, held by any other person or entity. County does not endorse any of the products to be sold by Contractor. County agrees that no percentage of payment or commission for items sold shall be paid to the County. E. CANCELLATION: Should circumstances beyond the control of either Party, including but not limited to Acts of God, force majeure, inclement weather, or other uncontrollable or unforeseen and unforeseeable circumstance, make it necessary for either party to cancel the subject performances, the Parties will work together in good faith to reschedule the performances during the 2017 Fair at a mutually agreeable date and time. Should such unforeseen circumstances occur, the cancelling Party agrees to notify the other, providing as much advance noti:- as possible, of the need to cancel to allow the performances to be rescheduled, if possible. Fair Board agrees to compensate Contractor in the full amount set forth in this Agreement, paragraph "C" page 2, should Fair Board cancel the performances within 30 days of the scheduled performances and for reasons within the sole control of Fair Board. F. TRANSPORTA CION TO THE PERFORMANCES: Neither Fair Board nor County will be responsible for transportation of individuals associated with the Contractor, or any of their equipment or suppli?s needed for their performance, to or from Montrose or the Fairgrounds. Contractor shall provide her own transportation for all purposes connected with her scheduled performance at the 2017 Fair. Neither Fair Board nor County shall pay for or reimburse Contractor for any costs of transportation or mileage associated with her performance at this event. G. PERFORMANCE ATTIRE AND PROPS: Contractor shall provide all personal attire and/or costumes (wardrobe) for each performance, which shall be appropriate for the type of performance and attending public. H. PERFORMANCE AREA: County and Fair Board shall provide a stage area located on the Fairgrounds with access to sound equipment provided by Monumental Events, a local production company. Contractor shall be responsible for the provision of all other props, equipment or other supplies needed for its performances. 2

4 In the event of disruption or other problems with, or caused by, electrical service, County, Fair Board, and any County elected or appointed officials, officers, employees and/or agents shall not be held responsible for any damage, including, but not limited to, any damage to property of any type owned by Contractor. County and Fair Board reserve the right to refuse to connect electrical service to any equipment or device that is not safe, not wired according to the current Electrical Code, or not UAL compliant. I. ANIMALS: Any animals accompanying Contractor, either as pets, or as part of the contracted performance, shall be healthy and current on all vaccinations required for the breed or species. Proof of current vaccinations shall be provided to Fair operations staff prior to entry into the Fairgrounds. All animals are subject to a health check by the veterinarian or veterinary technician prior to entry into the Fairgrounds. Contractor shall be responsible for the proper disposal of any animal waste. Any animals used in Contractor's performances shall be properly cared for in accordance with the needs of the breed or species. Appropriate shelter for the animal(s) shall be provided by Contractor, and the shelter shall be kept clean. Contractor shall provide the animal(s) with access to fresh water at all times while on the Fairgrounds and adequate food appropriate to the breed or species. Veterinary care shall be obtained by Contractor in case of injury or illness of the animal(s). Contractor shall be responsible for any and all costs associated with the animal(s) brought or used by Contractor during Contractor's stay on the Fairgrounds and Fair performances. J. DUTIES OF COUNTY AND FAIR BOARD: 1. County and Fair Board shall compensate Contractor in the amount set forth in Section C above. 2. County and Fair Board will provide all seating and indoor performance areas as set forth in Section J above. 3. The County and Fair Board will take and post pictures of the performance as deemed appropriate by the Montrose County Media Relations Manager and Fairgrounds Manager. K. ROYALTIES AND LICENSING: Contractor hereby represents and warrants that it has the authority and legal right to perform for the public, any and all presentations made as a part of the performances at the 2017 Montrose County Fair and Rodeo, including the use of any and all musical numbers, if applicable, presented in any genre, and any other presentations to be made; and that if any material performed requires obtaining from the legal owner of the material the consent or right to perform the material presented, such consent and/or authority has been obtained. Contractor further represents and warrants that, if royalties or fees are required to be paid to any owner for such performance, all such have been or will be paid in accordance with the requirements. 3

5 L. RECORDINGS AND REPRODUCTIONS: Recordings or reproductions of any type and by any means, if any, made of any performance by Contractor at the 2017 Montrose County Fair and Rodeo shall be the responsibility of Contractor and shall be the sole property of Contractor. Fair Board and County hereby relinquish any right or claim to any such recording or reproduction. M. INSURANCE: 1. Contractor must carry Comprehensive General Public liability insurance, including personal injury and product liability and property damage, with combined single limit coverage of at least Six Hundred Thousand Dollars ($600,000.), (C.R.S ) each occurrence. The policy shall be applicable to all premises and operations. 2. Automobile Liability insurance coverage in accordance with state statutory requirements, with minimum combined single limits for bodily injury and property damage of not less than One Hundred Thousand Dollars ($100,000.) each occurrence, Three Hundred Thousand Dollars ($300,000.) aggregate with respect to each of their owned, hired and non-owned vehicles assigned to or used in association with his performances. The policy shall contain a severability of interests' provision. Coverage must extend to any towed trailer of any type used in conjunction with these performances. 3. If applicable, standard Colorado Workers' Compensation and Workers' Employers Liability nsurance including occupational disease, covering all individuals engaged in performance of the work at the site in the amount required by State Statutes. If the Show does not have employees, the person responsible for the Show must fill out a workers' compensation EXEMPTION Form. 4. Personal liability insurance and personal property insurance, including coverage for all equipment owned by the Show used in performances by the performers of the Show in a combined amount ci not less than One Million Dollars ($1,000,000). 5. County and Fair Board agree to purchase supplemental insurance coverages on behalf of Contractor which are sufficient to meet these requirements. Contractor shall not be required to procure or pay for such insurance coverages, but upon request, will provide any and all information necessary to effect such coverages. If appropriate, Contractor further agrees to fill out a workers' compensation exemption form. N. GENERAL PROVISIONS: 1. The relationship between the Contractor and Fair Board and County shall at all times be that of Independent Contractor. employer/employee, master/servant or principal/agent relationship between the Parties is intended or implied by this Agreement. Fair Board or County shall not withhold any required government taxes of any type, whether local, state or federal, from the compensation of any type to the Show or its performers, nor shall the 4

6 employees of the Show be eligible for benefits of any type ordinarily granted to employees of County. 2. The term of this Agreement shall begin July 27, 2017 at 12:01 a.m. and terminate July 29, 2017 at 12:00 midnight. 3. Indemnification: Contractor, its agents, and authorized representatives, hereby agree to indemnify, save and hold harmless, Fair Board, both individually and as a body, and Montrose County, its employees, officers, elected officials, volunteers and agents (collectively "County") against any claim or demand of whatever nature and cause, which occurs or is alleged to have occurred as a result of Contractor's performance, and hereby waives any and all claims against Fair Board and County for any damages arising out of, or connected with, use of any County-owned property and/or facilities for his performances at the Montrose County Fairgrounds and its facilities. Contractor, its agents, individuals and authorized representatives shall hold harmless, indemnify and defend actions asserted as the result of negligence by Contractor. Contractor's obligation to indemnify pursuant to this paragraph shall survive the termination of this Agreement. thing in this Agreement shall be construed to be an admission of fault or liability, and nothing herein shall limit the defenses and immunities legally available to each party as against the other party or others. 4. The services agreed to herein are personal to Contractor. Contractor shall not transfer or assign this Agreement to any other individual or entity without the prior written consent of the Fair Board and County. 5. This Agreement supersedes all previous communications, negotiations and/or contracts between the respective parties hereto, either verbal or written, and the same not expressly contained herein are hereby withdrawn and annulled. 6. thing in this agreement is or shall be construed to be a waiver by Montrose County of the provisions of the Colorado Governmental Immunity Act (C.R.S et. Seq.) or the Federal Tort Claims Act, 28 U.S.C et seq. as applicable, as now or hereafter amended. 7. This Agreement is governed by the laws of the State of Colorado. Jurisdiction and venue of any suit, right, or cause of action arising under, or in connection with this Agreement shall be in the 7th Judicial District, Montrose County, and applicable State appellate Courts. 8. Addresses for each of the Parties are: Contractor: County: Jenny Mitchell Rose Bud Productions P.O. Box 104 Montrose County Fairgrounds Emily Sanchez, Fairgrounds Manager 1001 N. 2nd Street 5

7 Crawford, CO Montrose, CO Fair Board: Megan Wilson Fair Board President P.O. Box 3096 Montrose, CO This Agreement may not be amended, altered, modified or extended unless expressly agreed to in writing by both Parties, with the exception of amendments or modifications that may be required by changes in applicable federal, state or local laws and regulations. In the event of any such changes, required modifications are automatically incorporated into and fully made a part of this Agreement as of the effective date of the change or modification. 10. In case of conflict between any provision in any attachment to this Agreement and this Agreement, this Agreement shall prevail. 11. Waiver by the Parties in any manner of any right or remedy for any breach of any provision or requirement under this Agreement shall not be construed to be a waiver of any other term, provision or requirement, or subsequent breach, provision or requirement. 12. This Agreement shall be in effect as of the above date, upon its signing by authorized representatives of the Parties. 13. This Agreement, and any attachments hereto, represents the entire agreement between the Parties. The Parties represent they have full power and authority to enter into this agreement and all of its provisions. Should any of these provisions of this Agreement be invalid or unenforceable, then the balance of this Agreement shall be held to be in full force and effect as though the invalid portion was not included; provided, however, that should the invalidity or unenforceability go to the essence of this Agreement or be of substantial nature, then either Party shall have the option to terminate this Agreement effective upon delivering written notice of termination to the authorized representative of the Parties signing below. 14. This Agreement may be executed in counterparts, which counterpart signatures, when taken together, shall constitute a single, duly executed, Agreement between the parties hereto. 15. By their individual signatures below, the Parties to this Agreement affirm they have the authority to sign and make binding this Agreement. 16. This Agreement was brought before the Montrose County Board of County Commissioners at a noticed and scheduled public meeting on the day of, 2017, for consideration of approval. 6

8 IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first specified above. ATTEST: MONTROSE COUNTY BOARD OF COUNTY COMMISSIONERS Clerk/Deputy Clerk Date: Keith Caddy, Chairman Date: CONTRACTOR: MONTROSE COUNTY FAIR BOARD: / C e --P7.Q.4an CO( ny Mit.611, d/b/a Rose Bud Productions Authorized Representative 'bate: if s/7 Date: Lk i 2 9 ) ACKNOWLEDGEMENT STATE OF C.,eto-g14"-b COUNTY OF 0/.',LTA SS. The foregoing Entertainment Agreement was signed and acknowledged before me this day of -v--tta), 2017, by Jenny Mitchell, d/b/a Rose Bud Productions. Witness my hand and officy seal. My commission expires:.1).ee.-. 7,;491 [SEAL] MERRI BRITT, NOTARY PUBLIC STATE OF COLORADO NOTARY ID MY COMMISSION EXPIRES DEC. 7, 2019 tary Public 7