[Board Members] FWD: Please Review ASAP - June Lake Chamber Reimbursement Contract

Please help me understand and or clarify.

I have several questions and issues with the agreement/contract:

1. Paragraph 3.c I am not clear on the pre approval requirements. Who secures the pre approval? How?  - My understanding is that normal supplies and such would not need a pre-approval.  If there is a questionable expense then we would call Alicia to get approval (she may need Dan or some other county official?)

2. Para 3.d – Year end accounting is not included as an expense? – Perhaps minor accounting expenses for the specific event could be covered if needed but not year end accounting for the Chamber as it would not be specific to the event?  Am I interpreting correctly?

3. Para 8- This is the one that could be a deal breaker. How can we possibly indemnify and hold Mono County harmless? I have major issues with the requirement. As I read it and as I understand, this requirement would make the Chamber, it’s officers, it’s Board of Directors, and probably as individuals, liable to defend the County against any and all claims. There is no way I will assume any liability on behalf of the Chamber and especially Mono County.  I would think we have a duty to have reasonable and safe events.  I think the Chamber also has liability insurance.  If there is anything inherently dangerous in our events we need the participants to sign a waiver.  I think the only time when we might incur liability is if any individual director of the Chamber GOES WAY BEYOND what is reasonable in terms of decisions about events, danger, etc.  I not as big a concern about this one.

4. Para 9.c – I am a General Contractor. I have been a General Contractor for 35 years. Being designated an “Independent Contractor” has specific legal consequences.  This is done to insulate the County from undue expense and liability as they are the deep pockets and anyone who would likely sue wants the money from those who have it.  I think our liability insurance and the fact that we are very small makes it easier for people to avoid considering us as a potential defendant. This also applies to the question 3 above.

Maybe I don’t understand the intent of this particular contract. As written, I’m pretty sure I do. In the remote probability of a law suit, the Chamber, it’s officers, it’s BoD and the individuals are exposed to liability issues. I, as a volunteer donating my time and abilities, cannot risk exposure to legal expenses.

I’m not sure who would be designated to sign the contract on behalf of the Chamber. As you know, I’m new to the Board and am not currently experienced nor knowledgeable of the rules and regulations of being a BoD member. It seems to me this contract must be submitted to the BoD and voted on by a quorum prior to any Officer executing the contract on behalf of the Chamber. Maybe a special meeting of the BoD and officers.  Chamber president is Dan – If the Chamber has not considered the contract then we should have a special meeting or vote via email (if that is allowed).  I would think that he would sign the contract at that point and he would be insulated from any personal liability.

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June Lake Chamber of Commerce
P.O. Box 2
June Lake, CA  93529