COOL CATS.PDF

GENERAL SERVICES CONTRACT
New Hope General Program
This CONTRACT made and entered into by and between Maricopa County, administered by
Maricopa County Animal Care and Control Department (Department) collectively referred to
hereinafter as "COUNTY" and Cool Cats Rescue, a 501(C)3 corporation, 11038 N. Indian Wells
Drive, Fountain Hills, Arizona 85268, referred to hereinafter as "CONTRACTOR". County and
Contractor may be referred to collectively as "Parties" and individually as "Party."
For and in consideration of the mutual promises and covenants herein contained, the parties agree
as follows:
RECITALS
WHEREAS, County receives a surplus of homeless animals every year many of which may be
euthanized after held by the period prescribed by law; and
WHEREAS, County wishes to reduce the number of animals that are euthanized within its
facilities; by transferring animals to the care and custody of New Hope contractors;
WHEREAS, New Hope participants provide shelter and care to homeless animals as an alternative
to adoption;
WHEREAS, Contractor has the personnel, facilities and experience to maintain these animals
until a home is found for each animal.
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE I - TERM
This Contract shall commence September 1, 2017 and expire on August 31, 2020 unless terminated
earlier as provided herein or further extended in accordance herewith, This Contract is effective
when executed by the Parties.
ARTICLE II- RENEWAL/AMENDMENT
This Contract may be renewed for one (3) three-year period by a written amendment executed by
the Parties. All Amendments to this Contract shall be in writing and signed by authorized signers for
both Parties.
ARTICLE ENTJRE CONTRACT
This document contains the entire Contract between the Parties and it may not be modified,
amended, altered or extended except through a written amendment signed by the Parties.
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A. DUTIES OF COUNTY
1. County may in its sole discretion allow Contractor, under the New Hope Program, to assume
responsibility for animals as an alternative to adoption, (New Hope selection") when these
animals have been deemed not ready for adoption due to medical or behavioral issues and
have been held by the period prescribed by law or have been available to the public for
adoption for a period of time deemed appropriate by Maricopa County Animal Care and
Control, referred to hereinafter as "MCACC" and have not been adopted or cannot be kept
by MCACC any longer.
2. The County reserves the right to deny the placement of an animal for any social behavior
issue deemed by the County a threat to public health or safety.
3. County shall provide a no cost dog license with two (2) permanent tags, good for one year
from date of vaccination to each dog three months of age or older and the completed
rabies vaccination certificate at no cost to Contractor.
4. County shall provide the initial license transfer to initial new owner within the
Contractor's initial license year at no cost to Contractor or new owner. License and
ownership transfers shall be reported to the County through use of the established online
system within 15 days of new owner adoption.
5. County may offer medical spay or neuter for select animals released to Contractor. The fee
is set by the County and requires full cost recovery.
6. County shall hold one or more Contractor meetings in an annual period.
7. County may inspect the Contractor facility annually or on a more frequent basis as the
County in its sole discretion deems necessary. County shall provide a minimum of 12
(twelve) hours' notice prior to any inspection.
8. County shall remove animals from Contractor upon inspection when Contractor has not
adequately provided proper food, medical resources, housing, confinement, or when poor
sanitary conditions exist that may jeopardize the health and safety of the animals.
9. County may temporarily suspend this contract without notice and in its sole discretion if the
County deteimines that:
a. The Contractor is non-compliant with the provisions of this Contract;
b. The health and safety of an animal in the care of the Contractor is in jeopardy.
10. A temporary suspension imposed by the County shall remain in effect unless and until
Contractor comes into compliance or until County enters a permanent order after notice
and an opportunity for hearing.
11. Contractor shall be informed in writing of the reason for temporary suspension upon
issuance of the suspension and Contractor shall have five (5) business days to respond in
writing from the date of the notice.
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12. County does not guarantee or warranty the condition of any animal, its age, health, or
temperament and behavior. County does not warranty any medical or behavior problems,
complications, and/or illnesses that were not detected or that may arise with an animal.
13, County will accept returns of transferred animals within seven days of transfer at no charge
to the Contractor. An Owner Surrender fee will apply after day seven unless the fee is
waived at the discretion of the County.
B. DUTIES OF CONTRACTOR
1. Contractor including representatives, agents, and employees shall carry an Arizona State
identification card with their picture and shall present their identification card at time of
animal release and upon demand by the County.
2. Contractor shall conduct business with County from two hours prior to opening of the
shelters to the general public until closing.
3. The County maintains a list of animals at risk of euthanasia due to medical or behavioral
issues ("At Risk List"). The Contractor may request that the County pull an animal from
the At Risk List. However, the Contractor must take delivery of any animal from the At
Risk List within twenty-four (24) hours of the request.
4. Contractor shall assume full and sole responsibility for the cost and maintenance of all
New Hope selections received from County, including but not limited to the following:
a. Additional necessary vaccinations
b. Sexual sterilization at the veterinary clinics of Contractor's choice shall be at the
expense of the Contractor. Sexual sterilization of each animal shall be performed
immediately upon gaining control of the animal and prior to its release to the final
adopter. In the case of medically compromised animals that prevents the immediate
sterilization for medical reasons, sexual sterilization shall be performed as soon as
medically possible;
c. Appropriate veterinary care for any illness or injury; and
d. Euthanasia petformed by or under the supervision of a licensed veterinarian when
necessary to prevent suffering.
e. Provide behavioral modification training as necessary for animals with social behavior
issues.
5. Within fifteen (15) days of adopting an animal to a new owner, Contractor shall complete
license and ownership transfer of the animal to the new owner and provide County with
new owner's information including: name, address, home phone number, alternate phone
number and email address, if available.
6. Contractor shall provide the County by the 15 th of the month, the following information
for all animals received from County during the previous month.
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a. Status of ownership
7. Contractor shall not adopt out any animal that has not been sterilized.
8. Contractor shall keep and maintain complete books and records concerning its performance
of this Contract at the address listed on this Contract. These records shall include:
a. The location of each animal and the address or the persons responsible for their care.
b. Records and books shall be made available for inspection and audit by County for a
period of not less than three (3) years from the date the service is rendered.
9. Contractor shall report all bites to County and quarantine any animal in accordance with
Arizona Revised Statutes § 11-1014 (E).
10. Contactor shall make any and all premises where animals are maintained available for
inspection by County upon twelve (12) hours-notice.
11. Contractor shall conduct themselves in a professional and courteous manner at all times when
dealing with County, its officers, departments, employees, agents and customers. Contractor
shall not interfere or disrupt the functions of the County or fail to comply with the procedures
established by County.
12. Contractor will ensure that when a concern arises that the County will be the first point of
contact toward resolution of the issue. Harassment directed at or about any County
employees or volunteers in any forum, print or in person will not be tolerated.
13. Contractor agrees that during and after their status as a New Hope partner they shall not
disclose confidential or sensitive information that Contractor learns about County,
including informafion about specific animals' medical, behavioral, or other records,
including personal identifying information about any County employee; the identity or
personal information of a foster, adopter, or potential adopter.
14. Contractor agrees to submit to a County compliance review of this Contract annually.
A.R.T.ILLL3 111...CLIS,LaINERALI
Neither Party shall be responsible for any costs incurred by the other Party in the performance of
its duties and obligations under this Contract.
ARTICLLYLABILEEEDLIEM"RAMIR
The status of Contractor shall be that of an independent contractor and Contractor, including
employees and agents, shall not be considered an employee(s) of Maricopa County and shall not be
entitled to receive any benefits associated with regular employment, and will not be subject to the
provisions of the Maricopa County Employee Merit System.
ART.XLEAU.r.CDAIMANCEMMALLLAM
Contractor shall comply with all federal, state and local laws, rules, regulations, and professional
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standards, without limitation to those designated within this Contract. The laws and regulations of
Arizona shall govern the rights of the parties, the performance of this Contract and any disputes
hereunder. Any action relating to this Contract shall be brought in the appropriate Arizona court,
Any changes in the rules and regulations during the terms of this Contract shall apply, but do not
require an amendment.
ARTICLE WIT — E-VF,RIFICATION OF EMPLOYEES
Contractor warrants that they are in compliance with A.R.S. § 41-4401 and further
acknowledges:
(1) That they and their subcontractors, if any, warrant their compliance with all federal
immigration laws and regulations that relate to their employees and their compliance
with A.R.S. § 23-214, subsection A and shall keep a record of the verification for the
duration of the employee's employment or at least three years, whichever is longer;
(2) That a breach of a warranty under subsection 1 above, shall be deemed a material
breach of the contract that is subject to penalties up to and including termination of
the contract;
(3) That the contracting government entity retains the legal right to inspect the papers
of any contractor or subcontractor employee who works on the contract to ensure
that the contractor or subcontractor is complying with the warranty provided under
subsection 1 above and that the contractor agrees to make all papers and
employment records of said employee(s) available during normal working hours in
order to facilitate such an inspection.
(4) That nothing herein shall make any contractor or subcontractor an agent or
employee of the contracting government entity.
6,111,LCILL2LIMUELI"M
Contractor shall indemnify, defend and hold harmless Maricopa County, its officers, departments,
employees and agents from and against any and all claims, actions, liabilities, damages, losses or
expenses (including court costs, attorneys' fees and costs for claim processing, investigation and
litigation) (hereinafter referred to as "Claims") for bodily injury or personal injury (including death),
or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in
part, by the negligent or willful acts or omissions of the Contractor or any of its directors, officers,
agents or employees or subcontractors. This indemnity includes any claim or amount arising out of
or recovered under the Workers' Compensation Law or arising out of the failure of such contractor
to conform to federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the
specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising
solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by such
Contractor from and against any and all claims. It is agreed that such Contractor will be responsible
for primary loss investigation, defense and judgment costs where this indemnification is applicable.
ARII,CLE2LIDLEFANCE
General Liability. Commercial General Liability (CGL) insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $1,000,000 for each occurrence,
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$2,000,000 Products/Completed Operations Aggregate, and $2,000,000 General Aggregate Limit.
The policy shall include coverage for premises liability, bodily injury, broad form property
damage, personal injury, products and completed operations and blanket contractual coverage, and
shall not contain any provisions which would serve to limit third party action over claims. There
shall be no endorsement or modifications of the CGL limiting the scope of coverage for
liability arising from explosion, collapse, or underground property damage.
Automobile Liability. Automobile Liability insurance with a combined single limit for bodily
injury and property damage of not less than $100,000/$300,000 each occurrence with respect to any
of the Lessee's owned, hired, and non-owned vehicles assigned to or used in performance of the
Contractor's work or services or use or maintenance of the Premises under this Contract.
Workers' Compensation. Workers' Compensation insurance to cover obligations imposed by
federal and state statutes having jurisdiction of Contractor's employees engaged in the
performance of the work or services under this Contract; and Employer's Liability insurance of not
less than $1,000,000 for each accident, $1,000,000 disease for each employee, and
$1,000,000 disease policy limit.
This Contractor may not assign this Contract without prior written consent of the County. Any
assignment or attempted assignment of this Contract without the prior written consent of County
shall be void. If the County agrees in writing to an assignment this Contract, the Contract shall be
binding on any and all successors and assigns of Contractor.
ARTICLESIL-202621ALEEE
The failure of either Party to insist in any one or more instances upon the full and complete
performance of any of the terms and conditions of this Contract to be performed on the part of the
other, or to take any action permitted as a result thereof, shall not be construed as a waiver or
relinquishment of the right to insist upon full and complete performance of the same, or any other
covenant or condition, either in the past or in the figure.
ARTICLE Xlii - TERMINATION
Either Party may terminate this Contract at any time by giving 30 days written notice to the other
Party and by specifying the effective date. Upon termination of this Contract all property of
County in the possession of Contractor, including records and forms shall remain the property of
County and shall be returned immediately to County. County may terminate this Contract
immediately when the life, health or safety of any animal is in jeopardy because of the actions or
inactions of Contractor.
ABIKIE2ilizaERMINAILQ111
Notice is given that pursuant to A.RS. §38-511 the County may cancel this Contract without
penalty or further obligation within three years after execution of the contract, if any person
significantly involved in initiating, negotiating, securing, drafting or creating the Contract on
behalf of the County is at any time while the Contract or any extension of the Contract is in effect,
an employee or agent of any other Party to the Contract in any capacity or consultant to any other
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Party of the Contract with respect to the subject matter of the Contract. Additionally, pursuant to
A.RS §38-511 the County may recoup any fee or commission paid or due to any person
significantly involved in initiating, negotiating, securing, drafting or creating the Contract on
behalf of the County from any other Party to the Contract arising as the result of the Contract.
ARTICLE XV — NOTICE
All notices provided for herein shall be in writing and sent by USPS mail, and/or email, and/or
facsimile to the Parties at the following addresses:
CONTRACTOR COUNTY
Sandra Schiavone Mary Martin, Director
Cool Cats Rescue MaHcopa County Animal Care and Control
2500 South 27' Avenue
11038 N. Indian Wells Drive Phoenix, Arizona 85009
Fountain Hills, Arizona 85268 Fax: (602) 506-2739
XVI ISRAEL BOYCOTT
Per House Bin 2617 Contractor certifies that they are not currently engaged in, and agrees for the
duration of the Contract to not engage in, a boycott of Israel.
XVII- SEVERAI3ILITY
Any provision of this Contract that is determined to be invalid, void, or illegal by a court shall in no
way affect, impair or invalidate any other provision hereof, and the, remaining provisions shall
remain in full force and effect.
IN WITNESS WHEREOF we have hereunto set our hands this'll- day of A-t-kft-A-S ,20 ('7i
CONTRACTOR MARICOPA COUNTY
By:
Sandra Schiavone Chairman, Board of Supervisors
President/Director
Cool Cats Rescue
APPROVED AS TO FORM ATTEST:
By: By:
Attorney for Board of Supervisors Clerk of the Board of Supervisors
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