06-09-2015 Blue Zones, LLC "Walkshop" Audit Servicesrt"
Avon
Independent Contractor
Service Agreement For
"Walkshop" Audit Services
This Independent Contractor Service Agreement ('Agreement") dated as of June 9, 2015, is between
the Town of Avon, a Colorado home rule community (`Town") and Blue Zones, LLC ("Contractor").
1. Services: Contractor agrees to provide services ("Services") as described in the proposal
("Proposal") attached to this Agreement. To the extent the provisions of this Agreement conflict with the
Proposal, the terms of this Agreement shall control. Contractor shall provide and complete the Services in
a workmanlike fashion. Contractor hereby warrants that it has the workforce, training, experience and
ability necessary to properly complete the Services in a timely fashion. Contractor will comply, and cause
all of its employees, agents and subcontractors to comply, with applicable safety rules and security
requirements while performing the Services.
2. Independent Contractor: The Contractor shall perform the Services as an independent
contractor and shall not be deemed by virtue of this Agreement to have entered into any partnership, joint
venture, employer/employee or other relationship with the Town other than as a contracting party and
independent contractor. The Town shall not be obligated to secure, and shall not provide, any insurance
coverage or employment benefits of any kind or type to or for the Contractor or the Contractor's employees,
sub -consultants, contractors, agents, or representatives, including coverage or benefits related but not
limited to. local, state, or federal income or other tax contributions; insurance contributions (e.g_, FICA);
workers' compensation; disability, injury, or health; professional liability insurance, errors and omissions
insurance; or retirement account contributions.
3. Commercial Liability Insurance: At all times while the Contractor is rendering Services,
Contractor shall maintain commercial general liability coverage providing bodily injury and property damage
coverage with a combined single limit of at least $1,000,000 and a deductible of not more than $1,000.
Such insurance shall provide that it may not be cancelled without thirty (30) days prior written notice to the
Town. Poor to commencement of the Services, Contractor shall cause Town to be named as an additional
insured and shall provide Town with evidence; acceptable to Town, that the required insurance is in full
force and effect.
4. Payment: Payment for Services shall be due only after the Services are completed to the Town's
satisfaction and after Contractor has submitted an invoice for the amount due complete with the
Contractor's taxpayer identification number or social security number. Town shall pay Contractor within
thirty (30) days after an invoice in proper form is submitted to Town.
5. Illegal Aliens: This Agreement is subject to the provisions of the Illegal Aliens -Public Contracts
for Services Act found at C.R.S. Section 8-17.5-101 et seq. By execution of this Agreement, Contractor
certifies that it does not knowingly employ or contract with an illegal alien who will perform work under this
Agreement and that Contractor will participate in either the E -Verify Program or Department Program in
order to confirm the eligibility of all employees who are newly hired for employment to perform work under
this Agreement. As used in this Section 5., "Department" means the Colorado Department of Labor and
Employment.
Independent Contractor Agreement - Blue Zones 2015 Walkshop
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A. Specifically, Contractor shall not:
(i) Knowingly employ or contract with an illegal alien to perform work under this Agreement; or
(ii) 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.
B. Contractor has confirmed the employment eligibility of all employees who are newly hired for
employment to perform work under this Agreement through participation in either the E -Verify
Program or Department Program.
C. Contractor shall use either the E -Verify Program or Department Program to undertake pre-
employment screening of job applicants while this Agreement is in effect.
D. If Contractor obtains actual knowledge that any of its subcontractors performing work under this
Agreement knowingly employs or contracts with an illegal alien, Contractor shall:
(i) notify the subcontractor and Town, within three (3) days of discovery of such fact, that
Contractor has actual knowledge that the subcontractor is employing or contracting with an
illegal alien; and
(ii) terminate the contract with the subcontractor if, within three (3) days of receiving the notice
required by subpart D.(i) above, the subcontractor does not stop employing or contracting with
the illegal alien; except that Contractor need not terminate the contract with the subcontractor
if, during such three (3) days, the subcontractor provides information establishing that the
subcontractor has not knowingly employed or contracted with an illegal alien.
E. Contractor shall comply with any reasonable request by the Department made in the course of an
investigation that the Department is undertaking pursuant to the authority established in C.R.S.
Section 8-17.5-102(5).
F. If Contractor violates any of the provisions of this Section 5., Town shall have the right to terminate
the Agreement for breach of contract and, in such case, Contractor shall be liable to Town for all
actual and consequential damages incurred by Town as a result of such breach and the
termination of this Agreement.
G. Town will notify the Office of the Secretary of State if Contractor violates this provision of this
Agreement and the Town terminates this Agreement for such breach.
6. Town Unilateral Termination: Town may terminate this Agreement without cause upon delivery
of written notice to the Contractor at least ten (10) days prior to the effective date of termination or may
terminate this Agreement immediately upon delivery of written notice if Contractor fails to provide the
Services in accordance with the terms of this Agreement.
7. No Waiver of Governmental Immunity: Nothing in this Agreement shall be construed to waive,
limit, or otherwise modify any governmental immunity that may be available by law to the Town, its officials,
employees, contractors, or agents, or any other person acting on behalf of the Town and, in particular,
Independent Contractor Agreement — Blue Zones 2015 Walkshop
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governmental immunity afforded or available pursuant to the Colorado Governmental Immunity Act, Title
24, Article 10, Part 1 of the Colorado Revised Statutes.
8. Affirmative Action: Contractor will not discriminate against any employee or applicant for
employment because of race, color, religion, sex or national origin. Contractor will take affirmative action to
ensure applicants are employed, and employees are treated during employment without regard to their
race, color, religion, sex or national origin. Such action shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination;
rates of pay or other forms of compensation; and selection for training, including apprenticeship.
9. Limitation of Damages: The parties agree that Contractor's remedies for any claims asserted
against the Town shall be limited to proven direct damages in an amount not to exceed payment amounts
for Services due under the Agreement and that Town shall not be liable for indirect, incidental, special,
consequential or punitive damages, including but not limited to lost profits.
10. Indemnity: To the fullest extent permitted by law, Contractor shall indemnify, defend and hold
harmless Town, its members, affiliates, officers, directors, partners, employees, and agents from and
against all claims, damages, losses and expenses, including but not limited to reasonable attorney's fees,
arising out of the performance of the Services, provided that any such claim, damage, loss or expense is
caused by any negligent act or omission of Contractor, anyone directly or indirectly employed by Contractor
or anyone for whose acts Contractor may be liable, except to the extent any portion is caused in part by a
party indemnified hereunder.
11. Governing Law, Venue, and Enforcement: This Agreement shall be governed by and interpreted
according to the law of the State of Colorado. Venue for any action arising under this Agreement shall be
in the appropriate court for Eagle County, Colorado. To reduce the cost of dispute resolution and to
expedite the resolution of disputes under this Agreement, the parties hereby waive any and all right either
may have to request a jury trial in any civil action relating primarily to the enforcement of this Agreement.
The parties agree that the rule that ambiguities in a contract are to be construed against the drafting party
shall not apply to the interpretation of this Agreement. If there is any conflict between the language of this
Agreement and any exhibit or attachment, the language of this Agreement shall govem.
AGREEMENT READ, UNDERSTOOD AND APPROVED:
TOWN OF AVON
BY:
Matt Pielsticker, nning Manager
Independent Contractor Agreement — Blue Zones 2015 Walkshop
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BLUE ZONES, LLC (CONTRACTOR)
BY -
Amelia Clabots, Operations Manager
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BLUE ZONES
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Attachment to Contractor Service Agreement, dated June 9, 2015
Scope of Work: Walkable Avon — Walkshop
City of Avon, CO
Dates: July 16th and 17th
1. BACKGROUND
Cities across the nation have struggled for years to change the built environment to align with their values
and needs. Making the changes needed for a community to become more walkable, livable, healthy,
business -friendly and more supportive of people -friendly, sustainable redevelopment requires residents,
business leaders, government staff, technical practitioners elected leaders, and the like to have an
understanding of—and to champion—the principles of walkability, ample information about best practices,
and a shared vision for moving forward. In short, a process is needed that raises the aspirations of all
stakeholders with a common language, knowledge and tide. Stakeholders become the critical ground cover
for responsive staff and elected leader actions.
2. THE SERVICES
This Scope of Work is designed to assist the City of Avon in their steps to transform the town core of Avon
into a place that is more walkable, livable, by transforming its streets into places that not only serve the
needs of people in vehicles, but also better meets the needs of the entire spectrum of users—people
walking, biking and neighbors such as residents and local business, emergency responders, freight
movement—while infusing health, economics, sustainability and community building into the 215` century
city -making process. This scope, will be led by Blue Zones, LLC team Dan Burden and Samantha Thomas.
This scope will provide the City of Avon inspiration, capacity building, tools and resources, and
recommendations to help guide the City in their efforts towards a more connected, walkable and
prosperous City.
The Blue Zones team will walk, bike and take windshield tours (drive) the streets of Avon to provide
observations and recommendations to transform streets into places that are more supportive of people
walking, biking, as well as, support existing land use and future economic development. A few key areas the
Blue Zones team will focus on in guidance by the local team, but not limited to, include:
• The street network and connectivity within Avon town -center;
• The street network, pedestrian/bike trail connections, and intersections to/from and within
neighborhoods and development north of Interstate -70, and Avon Elementary/Aspens
neighborhood; and
• The town -resort connection, including parking, transit, streets, trails, etc.
Blue Zones is being engaged to assist the City of Avon in:
805outh Eighth Street Suite T400 Mmneapohs, MN 55402 T.612.596,3600
• Supporting and fostering innovation at the local level, mobilizing and leveraging the passion and
commitment of local citizens, governments, and funders to create great communities;
• Capacity building by conducting a "walkshop" to engage the key stakeholders (identified by the City)
and demonstrate the process of studying conditions and devising potential solutions, building a
shared community vision and support or buy -in;
• Identifying the highest -priority opportunities to transform local streets into places that support all
businesses, as well as people arriving by foot, bike, transit or vehicle. A strategic approach is
needed, we have learned that this primes the area for future economic development;
• Identifying the next -steps to implementing street transformations by taking a comprehensive,
holistic systems approach to street design;
• Documenting existing conditions, key findings, and recommendations that help provide a guiding
blueprint for the community.
• Building social capital as part of the implementation process.
The one -and -a -half (1.5) day approach:
a) Pre -Brief & Walk, Bike, "Windshield" (driving) Discovery of Existing Conditions
Upon arrival (Day 1) the Blue Zones team will pre -brief with the City of Avon team to reaffirm the
objectives, further discuss the approach and confirm scheduling and logistics. Together, the Blue
Zones team and local representatives will assess the condition of downtown and connecting streets,
traffic safety, land use patterns and practices, traffic calming, trails, links, crossings and
placemaking. Two - four hours should be allocated for this pre -brief session it can begin or end over
a meal if schedule allows.
b) Capacity -Building Walkshop
The Walkshop (Day 2) engages communities in making their streets and neighborhoods more
walkable, livable, healthy and age -friendly. The goal of the walkshop is to build capacity by
developing and promoting a shared language amongst residents, technical and health practitioners,
school staff, government staff and elected officials; illustrate through national best practices and
on -the -ground examples how walkability and livability benefit a community and how they can be
achieved; and inspire each participant to become involved (or more involved) in the movement
toward healthy neighborhood design. The workshop focuses on building healthy communities by
applying the principles of walkability, active transportation, aging -in place, Smart Growth and
Complete Streets. The Walkshop is a full-day event that includes:
An educational presentation. This overview presentation introduces the concept of walkability,
placemaking, and overall why putting people back into the center of planning and design is
imperative, talk about the many benefits it brings to a community, and cover best practices
using examples that resonate with local contexts.
80 South Eighth Street Suite 1400 Minneapolis, MN 55402 T 612.596 3600
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• Partnership -building. Making the changes needed for a community to become more walkable
and more supportive of active transportation requires that government staff, technical and
health practitioners, school staff, elected leaders, and residents break down silos to work
collaboratively, and with a shared vision and language. The walkshop setting helps to foster new
relationships.
• A walking audit. Pioneered by Dan Burden, a walking audit is a powerful educational tool that
lets participants see, feel and hear the treatments and principles of walkability in action on their
streets. During the walking audit, the Blue Zones team will assess specific areas to identify
conditions that affect walkability, active living, social connectivity and access to daily needs.
Sites—to be determined in advance in cooperation with the Blue Zones team and local
representatives—can be selected that showcase local strengths, or that the community has
already identified for future projects.
• A visioning and next -steps session. Without a unified vision for their community stakeholders
will find it difficult to make progress towards a healthier future. After a facilitated discussion of
community values, participants break into small groups to identify -specific improvements they
want to see. These improvements are then prioritized into next steps—things that can be
achieved in 100 -days to long-term and policy changes.
Schedule
Day 1: Date: July 16, 2015
1:00 P.M. Team arrives, pre -briefs (with local leads), photographs and discovers City
Day 2: Date: July 17, 2015
9:30 a.m. — 2 p.m. Walkshop
• 9:30 a,m. — Welcome and Introductions
• 9:45 am. – How to Achieve Walkability- Presentation
• 10:30 a.m. –Walking Audit
• 11:45 a.m. –Setting Priorities (based on walk)
• Noon – Mapping the Future – Work Session (participants break into
tables with maps) w/ Boxed Lunch
• 1 p.m. – Tables report out "low -hanging fruit" (short-term) to long-
term solutions
• 1:30 p.m. –Talk Story
• 2 p.m. –Adjourn
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2:30 — 4:30 pm Blue Zones and local team de -brief
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DELIVERABLE: Walkable Avon — A Vision and Next Steps Blueprint
The Blue Zones team will develop a vision "blueprint" memo summarizing the findings and key
opportunities identified during the visit, including review of supporting policies, such as the "Mobility and
Connectivity" code, to identify areas of enhancement to assist in advancing built environment
improvements. The draft memo will be delivered to the City of Avon within three to four weeks of the visit
and will be finalized within two weeks of receiving a set of consolidated review comments.
A photo -vision, a high-quality visual representation of what local sites could look like in the future will be
included with the report (fee breakdown below). Photo -visions are important engagement tools to help
community members envision people -friendly streets, redevelopment and other elements the community
desires.
3.
The services described here in are professional fee of $12,895, plus direct expenses estimate at $2,590,
invoiced at cost.
Fee Breakdown:
$8,325 — Project Coordination and On-site Visit (Dan and Samantha)
$4,660— Deliverable, includes documentation of existing conditions and recommendations, including policy
($2,700), and at -grade photo vision ($1,960). An aerial photo -vision is an option, which costs an additional
$680. Note. an aerial morph allows for a bird's-eye view, a bucket truck, or building roof, need to be made
available in order for the base photo to be captured.
$2,590 — Direct expenses, invoiced at cost, includes round-trip airfare, 2 -nights of hotel lodging, food, and
ground transportation (Dan and Samantha).
Note: moving forward the Blue Zones team is available for additional services such as continued
engagement support—i. e. presentations to Council, technical drilldown training, review of
Capital Improvement Projects, Safe Routes to School, and peer review. The hourly and daily rates:
Dan Burden - $350/hr; $5,250 for one day (onsite); $3,500 for multiple days (onsite)
Samantha Thomas - $125 /hr $1250 /day
In addition, we can include our associate engineer, when needed, Michael Wallwork ($175 /hr).
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