09-16-2015 Man of the CliffAvo n
110t 1111.0
2015 Agreement Between
Man of the Cliff and Town of Avon, Colorado
THIS AGREEMENT is made and entered into the 11th day of September 2015, by and between the Town of Avon
( "AVON "), a home rule municipality of the State of Colorado, with its principal offices at One Lake Street, Avon,
Colorado, 81620 and Man of the Cliff, hereinafter referred to as ( "MOTC "), a Colorado Non Profit Corporation with its
principal offices 535 Gay Street, Longmont, CO 80501
In consideration of the mutual promises and agreements herein contained and for other good and valuable
consideration, and on behalf of themselves, their successors and assigns, the parties hereto agree as follows:
RECITALS
WHEREAS, the parties recognize the mutual benefits of MOTC producing and AVON hosting the "Man of the Cliff"
event in October 2015 ( "EVENT "). It is the parties' intention that this Agreement define the duties, obligations and
conditions with respect to the production of the EVENT so that it is conducted in a manner and direction to be
established by both parties, and so that this Agreement is consistent with and governed by the provisions of the Avon
Municipal Code, as may be applicable; and,
WHEREAS, the parties desire to set forth the terms and conditions of a Special Event Permit to use a portion of
Nottingham Park as defined below in paragraph 1 as the Premise and execution of this Agreement shall constitute
issuance of a Special Event Permit ($1oo application fee to be waived) to MOTC pursuant to Avon Municipal Code
Section 9.40. This permit grants MOTC the right, and imposes the duty, to use the premise defined in this Agreement
for the purpose of producing the EVENT; and,
NOW, THEREFORE, for good and valuable consideration, including the mutual promises contained herein, the
sufficiency of which is acknowledged and accepted by the parties, the parties agree as follows:
TERMS AND CONDITIONS
1. PREMISE - The site of the EVENT (herein referred to as the "PREMISE ") shall be Harry A. Nottingham Park, upper
athletic field, but not the Avon Performance Pavilion, Picnic Shelter, Avon Recreation Center, Lower Athletic Field,
Playground, Basketball Courts, Sand Volleyball Courts, or Tennis Courts. MOTC is granted an exclusive right of use
of the PREMISE from October 10, 20154 at 7:00 a.m., through October 11, 2015, at 1o:oo p.m. for the EVENT
production, and October 9 and 12, 2015, at 7:00 a.m. until 5:00 p.m. for the sole purposes of EVENT set -up, break-
down and site clean -up.
2. MOTC RESPONSIBILITIES
2.1 PARK SET -UP & TEAR DOWN PLAN - MOTC shall provide a park set -up and tear down plan to the Town
Manager or designee by 5:00 p.m., September 18, 2015. The plan shall include a schedule for
installation removal and a map of all proposed structures including but not limited to gates (entrance exit, ADA
and emergency blow -out), fences, tents, portable facilities, lighting/sound systems, competition areas, and
crowd management areas.
2.2 SECURITY PLAN - MOTC shall provide to the Town Manager or designee a plan which details the security and
law enforcement needs for the EVENT by September 18, 2015. The plan shall announce which competitions will
take place and outline the necessary safety protocols for each competition, and shall include, but not be
limited to, security needs for alcohol sales and compliance, marijuana compliance, crowd management,
communication plan for law enforcement and emergency response agencies, chain of command, and external
support from AVON and Eagle County Sheriff's office, if any. Contracts for services with security agencies shall
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be presented or a date to have such contracts shall be provided.
2.2.1 Based upon the plan, the AVON Town Manager or designee shall determine in her or his sole
discretion the number of law enforcement officers AVON shall provide for the event. MOTC shall
provide all security, as approved by the Town Manager or designee, for the EVENT including
requirements for communication radios for key personnel with AVON staff and MOTC personnel
and to be - identified by shirts or hats, if needed, to fully implement the security needs of the EVENT.
2.2.2 MOTC shall provide proof that security is adequate to the Town Manager or designee through
perimeter identification, crowd management measures, or other means, the main athletic fields and
other facilities in Nottingham Park are protected from damage.
2.2.3 Pre -event information shall sufficiently communicate to attendees that: (1) "no open containers are
allowed within Avon" and "it is illegal to smoke marijuana in public in the State of Colorado" by
adding to all media outlets, creating signage to be placed at entrance /exit and Avon Transportation;
(2) there is no vending without a Town license; (3) there is no parking on private property without
permission of the property owner; and, (4) pets are not allowed at special events in the Town of
Avon.
2.3 MEDICAL AND EMERGENCY RESPONSE PLAN — MOTC shall provide to the Town Manager or designee a plan
which details the medical response or emergency response are needed during the EVENT by September 18,
2015. The plan shall include a management protocol for people who are severely intoxicated and not able to
walk to public transportation or parking lots. Contracts for services with emergency response agencies shall
be presented or a date to have such contracts shall be provided.
2.4 MARKETING & PROMOTIONS — MOTC shall provide the following for the purpose of marketing the EVENT:
Eblast: Draft the language and disseminate through MOTC email data bases promoting the EVENT.
Social Media: Posts on the MOTC Face Book and twitter accounts about the EVENT in Avon leading up to each
event.
Calendar Listings: Inclusion in various external websites listing the EVENT on calendar listings
Press Releases: Submission of two press releases about the EVENT to local media.
Banners: If MOTC produces banners, AVON will provide the following locations - Avon Road
Bridge Banner starting September 28 through October 12 ($1oo application fee to be waived), Avon Road
Round -a -bouts (# to be determined) and Post Blvd. (# to be determined) depending on availability.
Notifications to Attendees: MOTC, in its marketing and advertising, shall notify attendees about
alcohol & marijuana restrictions, resource recovery priorities, parking and transportation systems, no smoking,
no pets allowed and all other matters deemed necessary by the Town Manager or designee for the
advanced informational needs of EVENT attendees.
2.5 SANITATION & RESOURCE RECOVERY - MOTC shall provide to AVON or designee a plan which details the
sanitation facilities and resource recovery (reduction and recycling) program by September 18, 2015. The plan
shall cover the PREMISES, parking lots and pedestrian pathways. The number and location of portable
sanitation facilities, dumpsters, trash cans, recycling bins shall be provided as well as the timeframes detailed.
MOTC shall provide copies of all contracts for services by not later than October 1, 2015
2.6 INTERNET ACCESS - Avon contracts with Comcast for all wireless services related to Town business. MOTC
agrees to use Comcast provided internet service for lawful purposes only. Any transmission or re- transmission
of material in violation of any federal or state laws or regulations is expressly prohibited. This extends to and
includes, but is not limited to, any copyrighted materials, content communications deemed to be abusive,
threatening or obscene, or any content or communications prohibited by trade secrets.
2.6.1 Through Comcast AVON shall provide access to the internet through TOA- Public secured with an
EVENT password for the express use of MOTC EVENT merchandise sales, vendor booth sales and
media only. TOA- Public bandwidth is 50 megabits down /io megabits up. AVON shall increase the
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bandwidth through Comcast to loo megabits down /10 up during festival hours. Under no
circumstances shall MOTC share the passcode with the general public.
2.7 INSURANCE & INDEMNIFICATION
2.7.1 MOTC agrees to indemnify the Town of Avon, its officers, agents and employees, and to hold them
harmless against any and all claims, actions, demands or liabilities, including attorney fees and court
costs, for injury, death, damage or loss to person(s) or property arising out of or directly or indirectly
resulting from MOTC' actions or omissions in connection with the conduct of the EVENT.
2.7.2 MOTC shall obtain general liability insurance coverage within the minimum limits set below naming
AVON as an additional insured and AVON and its officers, agents and employees against any and all
liability and damages which may arise out of or directly or indirectly result from the conduct of the
EVENT. The policy dates shall include the entire range of dates for which Town property is used. The
minimum limits and requirements of the coverage shall include: $1,000,000 per occurrence primary
coverage, and $2,0oo,000 annual aggregate; 3o days' notice of cancellation; host and general liquor
liability insurance in the same amounts listed above; $1,000,000 personal and advertising injury
coverage; and $50,000 fire damage.
2.7.3 MOTC shall provide to AVON proof of Comprehensive Automobile Liability insurance for any private
motor vehicles owned by MOTC or its officers, agents, or employees that are used as part of the EVENT.
The insurance policy shall provide that it is primary insurance and that its coverage will apply prior to
utilization of AVON's general liability coverage.
2.7.4 Written evidence of such general liability and alcohol liability policies and coverage shall be provided to
the Town Manager no later than September 18, at 5:oo p.m. All insurance policies shall be non - cancelable
without thirty (3o) days prior notice to AVON.
2.7.5 The parties hereto understand and agree that AVON is relying on, and does not waive or intend to waive
by any provision of this Agreement, the monetary limitations (presently $150,000 per person and
$600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado
Governmental Immunity Act, Section 24 -10 -101 et seq., to C.R.S., as from time to time amended, or
otherwise available to AVON, its officers, agents, or employees.
2.7.6 MOTC shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to
paragraph 7.1 of this Agreement by reason of its failure to procure or maintain insurance or by reason of
its failure to procure or maintain insurance in sufficient amounts, duration, or types.
2.8 MISCELLANEOUS
2.8.1 LIQUOR LICENSE: MOTC shall be solely responsible for identifying a nonprofit to acquire a liquor license
for the EVENT. Application for the license and all insurance and indemnification requirements pursuant
to AVON Municipal Code 5.o8.170 shall be the responsibility of MOTC and its' nonprofit. MOTC will
complete and submit a Colorado State alcohol license permit application with the appropriate fees by
not later than September 11, 2015 and submit to the Town of Avon Clerk.
2.8.2 Sound Permit: MOTC shall complete and submit an application for an amplified sound permit ($25 fee
waived) per AMC code 5.24.020 for use in Nottingham Park.
2.8.3 Special Event Vendor License: MOTC and all MOTC vendors, sponsors, non - profits and MOTC must
complete an application and submit the appropriate fees for a special event vendor license issued per
AMC code 15 -02 by not later than September 25, 2015.
2.8.4 Stakes are not to be driven into the ground along any pathways, athletic fields, parking lots or grassy
areas with underground sprinkler systems without prior permission from the Town Manager or
designee.
2.8.5 To the extent licensed personnel, such as electricians, medical, emergency response or health official,
are required to conduct certain services or inspections, MOTC shall abide by these local and State
requirements.
2.8.6 MOTC agrees to make every effort to retain volunteers and paid staff from qualified persons residing in
the Town of Avon or Eagle County.
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3. AVON RESPONSIBILITIES
3.1 AVON shall provide in kind support to MOTC in the amount not to exceed $5,000. In -kind support
includes, but is not limited to staff staging assistance, police, parking & transit planning and operations,
vehicular and pedestrian traffic control, up to ten (1o) Zero Hero stations, banner instal lation/removal,
access to 3 -phase power at Avon Performance Pavilion, and exterior of town hall building, up to fifteen
(15)10 x 10 tents, front loader & operator for set -up and take -down, use of sound equipment, stadium
barricade fencing (approx. goo linear feet) and access to AVON event volunteers.
3.2 AVON shall cooperate with the marketing of the event by supporting the use of the Town of Avon name
and logo brands. Avon agrees to the best of its abilities to assist in marketing and publicizing these
events, including but not limited to advertising at other Town of Avon events, in calendar listings, doing
Email blasts to Town of Avon data base lists, and helping with poster distribution within the Town.
3.3 Avon will provide adequate signage at the events inappropriate locations to define the alcohol
perimeter.
4. PARKING & TRANSPORTATION PLAN —
4.1 AVON shall provide to MOTC a plan which details mass transportation needs and where parking for all
attendees will be staged by September 18, 2015. In addition, the plan shall provide for parking lot lighting
and the volunteer/paid staffing for all parking lots, if applicable. The transportation plan shall detail what
transit services are required to be provided by AVON, including hours of service and estimated frequency
of trips. AVON shall work with MOTC to finalize the parking and transportation plans by not later than
October 1, 2015.
AVON shall provide directional signage plan by not later than September 18, 2015 which shall detail the
direction provided to both vehicular and pedestrian traffic. This plan shall include types of signage used,
quantity, location and installation removal dates. AVON agrees to provide transportation services
to/from designated parking lots within Town limits during the EVENT, if applicable.
4.2 PEDESTRIAN TRAFFIC PLAN -AVON shall provide to MOTC or designee a plan which details pedestrian
ingress and egress from all parking lots utilized for the EVENT by September 18, 2015.
5. EVENT CANCELLATION —
5.1 Either party may cancel the EVENT in whole or in part, for any substantial reason beyond either
party's control. In the event of cancellation, neither party shall be liable to the other for any lost
profits, lost revenues or consequential damages. If the event is cancelled all funds received by MOTC
from the Town will be returned within 3o days of the cancellation date.
5.2 The EVENT may be canceled by the Town Manager if the terms of this Agreement are not
substantially fulfilled in a timely manner or in the event of an unforeseen catastrophic event, subject
to a right to cure. Should AVON deem any term or terms of this Agreement unfulfilled and wish to
base cancellation thereon, AVON shall give MOTC written notice and MOTC shall have 5 business
days to cure the term or such longer time as mutually agreed by the parties. Should MOTC cure, this
Agreement shall continue in full force and effect.
6. RELEASE OF LIABILITY
6.1 AVON assumes no responsibility whatsoever for any non - municipal property placed in said
PREMISES. AVON is hereby expressly released and discharged from any and all liabilities for any loss,
injury or damages to any person or property of MOTC, its employees, agents, and concessionaires or
of any performer or spectator that may be sustained by reason of the occupancy of the PREMISES
under this License Agreement, except for the sale negligence of AVON or its officers, agents,
employees.
6.2 In the event the PREMISES or any part thereof is damaged by fire or other natural causes or if for
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any other reason, including strikes, failure of utilities, which results in cancellation of the EVENT, or
which in the judgment of the Town Manager and Mayor, renders the fulfillment of this Agreement
by AVON impossible, MOTC hereby expressly releases and discharges AVON and its officers, agents
and employees from any and all demands, claims, liabilities, and causes of actions arising from any of
the causes aforesaid.
7. NOTICES - Any notice to either party under this Agreement shall be in writing or email to the following addresses:
Man of the Cliff
Amanda Williams
loth Mountain Management, LLC
535 Gay Street
Longmont, CO 80501
Ada m.Williams@a nv5.com and/or Aarmourwilliams@gmail.com
COPY TO:
AVON
Virginia Egger
Town Manager, Town of Avon
P. 0. Box 975
Avon, CO 81620
vegger_avon.ore
ddempsey@avon.org
COPY TO: Director of Festivals & Special Events, Town of Avon, P.O. Box 975, Avon, CO 81620
8. DISPUTES - In the event that suit is brought (or arbitration instituted) or any attorney is retained or employed by
any party to this Agreement to enforce the terms of this Agreement, to collect any money due hereunder, or to
collect any money damages for breach thereof, the prevailing party shall be entitled to recover, in addition to any
other remedy, reimbursement for reasonable attorney's fees or the reasonable value of salaried attorney's time
incurred in connection therewith. Venue for any action of proceeding that arises out of any dispute under this
agreement shall be in Eagle County, Colorado.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first above written.
TOWN OF AVON
By and Through Its Town Manager
ATTEST:
aA112 94`)3-
Debbie Hoppe, Town Irk
Man of the Cliff
Adam Williams — Event Director
By:
Virginia C. Egger, To n a ;,er
Date: q ' / 15
September 12,
Date:
2015 AVON MAN OF THE CLIFF AGREEMENT
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