03-21-2016 2016 Avon Outlaws & Legends Festival AgreementAvon
COLORADO
2o16 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
THIS AGREEMENT ( "Agreement ") Is made and entered into on March 21, 2016, 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, 8162o and BACKPORCH PRODUCTIONS, LLC ("BACKPORCH"), a Texas Limited Liability
Company with its principal offices at 4318 La Hacienda Drive, Abilene, TX 79602.
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 BACKPORCH producing and AVON hosting the Outlaws
& Legends Music Festival ( "FESTIVAL ") on July 29 — 30, 2o16. It Is the parties' Intention that this Agreement
define the duties, obligations and conditions with respect to the production of the FESTIVAL 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 PREMISES.
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. PREMISES & RIGHTS OF USE Execution of this Agreement shall constitute issuance of a Special Event
Permit. Avon waives the $loo application fee pursuant to Avon Municipal Code Section 9.40. This Permit
grants BACKPORCH the right, and Imposes the duty, to use the PREMISES as defined in this Agreement for
the purpose of producing the FESTIVAL on July 29-3o, 2016, subject to compliance with the terms and
conditions of this Agreement.
1.1 The site of the FESTIVAL on July 29-30, 2016, (herein referred to as the "PREMISES ") Is defined as a
portion of Harry A. Nottingham Park (as depicted on Attachment "A "), Including the Pavilion (stage
deck, event ten-ace, viewing plaza, green room, scissor lift room, basement), all paths of access leading
to and from the Pavilion, but not Including the Avon Recreation Center, Picnic Shelter, Lower Athletic
Field, Basketball Courts, Sand Volleyball Courts, Tennis or Plckleball Courts.
1.2 BACKPORCH is granted an exclusive right of use of the PREMISES from July 28, 2o16, at 7:00 a.m.,
through 12:oo p.m. on July 31, 2016. BACKPORCH shall also have non - exclusive rights to access the
PREMISES on July 31, 2o16, from 12:01 P.M. to 12:00 p.m. on August 1, 2016, for the sole purpose of
FESTIVAL break -down and site clean -up. BACKPORCH may request, as a result of weather or
catastrophic events, an extension or delay of the aforementioned timelines, after which the Town may
approve the request in writing. Approval of the request from BACKPORCH for an extension or delay of
the agreed upon timelines will not be unduly withheld by the Town.
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
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2. PERFORMANCE HOURS - AVON and BACKPORCH agree that FESTIVAL stage acts may be performed only on
the Main Stage of the PREMISES on Friday, July 29, 2oi6, from 2:00 p.m. to 1o:oo p.m.; and on Saturday, July
30, 2o16, from 2:oo p.m, to 1woo p.m. O &L shall complete and submit a Sound Permit Application pursuant
to Avon Municipal Code 5.24 by not later than May 30, 2016- Avon agrees to waive the $25 Sound Permit
Application Fee.
2.1 BACKPORCH may allow each performer up to a three -song sound check lasting no more than 20
consecutive minutes. BACKPORCH agrees that each performer's sound check includes front of house
and individual artist checks and that 20 minutes Is a satisfactory amount time. Sound checks shall take
place on Friday, July 29 between the hours of ii:oo a.m. and 2:oo p.m., and on Saturday, July 30
between the hours of 11:0o a.m. and 2:00 p.m. BACKPORCH may request, as a result of weather or
catastrophic events, an extension or delay of the aforementioned timelines, after which the Town may
approve the request In writing. Approval of the request from BACKPORCH for an extension or delay of
the agreed upon timelines will not be unduly withheld by the Town. BACKPORCH agrees the volume for
any sound check will be moderated to achieve the sound check quality and shall be considerate of the
surrounding neighborhoods.
2.2 BACKPORCH acknowledges and agrees that strict adherence to the performance and sound check times
Is a material term of this Agreement. BACKPORCH shall pay a penalty of one hundred dollars ($1oo.00)
per minute for music, public address announcements, sound check, or any other amplified sound that
occurs before or after any time period in which amplified sound Is permitted.
3. TARGET CROWD SIZE & WRISTBAND PROGRAM
3.1 Crowd Size - BACKPORCH agrees the daily number of admissions shall not exceed four thousand (4,000)
on any day of the FESTIVAL. This Includes children age 13 and older. Children age twelve and under shall
not be counted as part of the admissions.
3.1.1 BACKPORCH shall provide for those services described in Section 4 below for each day's
admissions. Should BACKPORCH be unable to provide those services in Section 4 for all
admissions, BACKPORCH shall limit sales and complimentary admissions to the number of people
able to be accommodated by the services provided. Should BACKPORCH, at any time, estimate
that greater than the daily admissions are likely, services described In section 4, AVON shall be
promptly noticed, and BACKPORCH will be responsible to meet any new demands prior to the
start of the FESTIVAL.
3.1.2 BACKPORCH shall provide to AVON a total of 14 VIP Weekend Passes to be distributed to the
Avon Town Council In pairs to each Councilor, Mayor and Mayor Pro Tem.
3.2 Wristband Program — BACKPORCH agrees that all admissions require a wristband. BACKPORCH shall
provide to the Town Manager by not later than May g, 2016, 5:oo p.m., a Wristband Program detailing
the following elements:
3.2.1 The various types of admissions to include, but not limited to: Paid Admissions, Including single
or multi -day VIP, single or multi -day General Admission; and Exempt Admissions including, staff,
crew, performer, artist, volunteer, complimentary and any other type of admission not
aforementioned. Included in the crew admissions shall be one VIP All Access Weekend Pass
wristband and credential for the Director of Festivals and Special Events and Town Manager.
3.2.2 The script for each type of admission, number ordered and color of each wristband type.
3.2.3 A distinct wristband for those admissions that are 21 years old and older shall also be described by
2o16 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 2 of 13
number ordered, color and script.
3.2.4 Within ten (io) business days of receipt, the Town Manager shall approve the elements or state
any changes, which need to be made.
3.2.5 Wristband Reporting & Accounting BACRPOR[H acknowledges and understands that all rules
outlined in Resolution 15-08 and attached hereto as Attachment "B", shall apply to the 2o16
FESTIVAL, including the payment of Admission Ticket Fees. Any wristbands lost, stolen mrmissing
as a result mfnegligence by 8ACkPDR[H shall be considered a» sold for the purposes of
computing the Admission Ticket Fee. BACKPORCH shall provide reporting and accounting of all
admissions which documents the following:
3��-1 The during FESTIVAL and post- FESTIVAL control and custody of the
wristbands to Include responsible party, location and security measures.
3.2G.2 Scanning system, procedures and data collections to be In place to ensure that
wristbands are distributed and accounted for strictly bvtype, tn ensure that wristbands
are not intermixed among admission types and to determine the Avon Admission Ticket
Fee. The Town Manager or designee may view the scanned data for each day during
non-peak times throughout the FESTIVAL.
5��.3 The Admission Ticket Fee shall not be payable for the following Exempt Admissions, If
admittetodhePBTIVALwithoutchaqge.The Town Manager may limit the number of
each type of admissions admitted without charge.
3-2�3-1 Abona fide officer or employee of the Vendor ofthe special event;
3�5�.2 Any federal, state, city, county mr Town official attending the
event on official business,
3.2'5-3'3 Any person whose admission to such special event is required for the
performance uf some duty or work for the operator of such special event;
3.2.5-3.4 Any newspaper reporter, photographer, telegrapher, radio announcer or
person performing a similar vocation who Is admitted for the performance
of special duties |n connection with the special event and whose special
duties are the sole reason for his or her presence, and/or
3'2'5.3.5 A child under thirteen (13) years of age, who Is admitted without charge.
3.2'5-9.6 Up to fifty (50) complimentary single-day admissions for 8A[KPORCH
guests.
3-2-54 8ACKP0RCH shall provide to the Town Manager or designee a report for Exempt
Admissions and Paid Admissions thirty (3o) days prior the FESTIVAL and once per
week thereafter until Monday, July 25, 2c16, after which point the report shall be
provdeddaUy.
3��.5 AJI final FESTIVAL accounting of all admissions Including the unused and/or broken
wristbands shall be provided to the Town Manager by too p,m. on August 2, 2o16, in
order to evidence the Admission Ticket Fee to be paid by BACKPORCH by not later
than August 3o^ao1G,
zm6 AVON OUTLAWS &LEGENDS FESTIVAL AGREEMENT
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4. BACKPORCH RESPONSIBILITIES
4.1 Festival Talent, Marketing, Success Metrics and Avon information Booth — BACKPORCH shall provide
the following services to the FESTIVAL during the Term of this Agreement for the successful production
of the FESTIVAL:
4.1.1 Talent BACKPORCH to secure artists, bands, music performers and any other vendors needed
for the successful implementation of the FESTIVAL. Bands and music performers will be
approved by Town Manager prior to booking.
4.1.2 Marketing - A Detailed Marketing Plan and Timeline shall be delivered to the Town Manager for
approval by not later than April 8, 2016 and shall include the following:
4.1.2.1 BACKPORCH shall Include in the name of the Outlaws and Legends Festival that it is
"Sponsored by the Town of Avon ".
4.1.2.2 BACKPORCH shall develop and implement a comprehensive FESTIVAL marketing plan
Including print, radio, social, digital, video, broadcast and/or any other marketing
platforms and promotions that may be available to assure a successful event and
secure sponsorship of the FESTIVAL.
4.1.2.3 BACKPORCH in its marketing and advertising shall notify attendees about alcohol and
recreational marijuana restrictions, resource recovery priorities, parking and
transportation systems, no dogs allowed and all other matters deemed necessary by
the Town Manager or designee for the advanced Informational needs of FESTIVAL
attendees.
4.1.2.4 AVON shall receive, based upon its total cash contribution of $72,0oo and in -kind
services valued at $1o,000, for a total sponsorship of $82,0oo, all benefits, Including
but not limited to tickets, logo placement, etc. commensurate with the BACKPORCH
sponsorship package offered to all other sponsors at the $82,000 level. The
BACKPORCH sponsorship package shall be provided to the Town Manager or designee
not later than March 31, 2o16.
4.1.3 Success Metrics Event Intercept Survey /Past -Event Survey BACKPORCH to conduct a post -
event survey via email within nine days of the last date of the FESTIVAL. The survey Instrument
questions, number of participants to be surveyed and dates of use, as well as the date for
providing AVON a draft and final report, shall be provided to AVON by not later than June 6, 2o16,
for approval.
4.1.4 Town of Avon Information Booth BACKPORCH shall provide to AVON a site to locate a 10 x 10
tent for use by AVON for other event promotion and general Town information. Staffing for the
booth shall be provided by AVON.
4.2 PREMISES SET -UP & TEAR DOWN PLAN BACKPORCH shall provide a PREMISES set -up and tear down
plan to the Town Manager or designee by 5 :00 p.m,, May g, 2016. The plan shall include a schedule for
Installation/removal and a map of all proposed structures including but not limited to gates
(entrance /exit and emergency blow -out), fences, tents, portable facilities, stage and lighting/sound
systems, ADA areas, addition of a plywood road for heavy trucks, vendor spaces, adequately sized
boneyard (i.e. storage and staging area), crowd management areas and designated smoking area.
4.3 VENDOR LICENSING — BACKPORCH shall provide a list of vendors to the Town Manager or designee by
5 :oo p.m. on June 27, 2o16. The list shall include all vendors, sponsors, non - profits, etc. engaged In
selling food, beverage, merchandise, admissions, etc, during BACKPORCH and will Include the business
names /dba, physical address, mailing address, phone number, email address, contact, and type of
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
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activity. The list of vendors will also Include how the Avon Special Event Vendor License payment will be
received, and if the business is an existing Avon business.
In selecting vendors and sponsors, BACKPORCH acknowledges and shall abide by AVON's restrictions to
Marijuana Businesses as outlined on Attachment "C"
4.3.1 BACKPORCH shall provide the following sales tax filing instructions to all selling vendors:
4.3.1.1 Go to www,avon.org and click on the "Online Payments" button located at the bottom
of the home page;
4.3.1.2 Vendors who have not been on MuniRevs before will need to register by clicking "New
User" to apply for an account; then follow the online steps provided. if a vendor needs
assistance they should contact support @munlrevs.00m or call 888 -751 -1911.
431.3 Vendors that are currently registered, will access by clicking "Existing Users "; they will
login to their account and access "Manage Your Business" to register for a Special
Event Vendor License account. If a vendor needs assistance, they should contact
support @munirevs.com or call 888 -751 -1911.
4.4 PARKING & TRANSPORTATION PLAN — BACKPORCH shall provide to the Town Manager or designee a
plan which details what transit services are required to be provided by AVON, including hours of service
and estimated frequency of trips. The transportation plan shall specifically address the following by not
laterthan May 9, 2o16:
4.4.1 Agreements with ECO Transit to accommodate FESTIVAL goers going to/from the Vail
Transportation Center and those traveling east bound from Eagle, Gypsum, etc., during the
FESTIVAL.
4.4.2 Identification of all parking lots to be utilized for general public parking and all vendors, sponsors,
musicians and staff including load -in procedures and a detailed map showing parking lot
locations.
4.4.3 All general public parking lots shall have "No Open Containers Allowed in the Town of Avon"
signage posted at the lot during all hours of the FESTIVAL.
4.4.4 Location of taxi line and communication procedure to taxijiimo services and pre-FESTIVAL
Information plan for attendees.
4.4.5 Identify parking lot for overnight camping with management plan which includes security,
medical, water refuse management and lighting, if applicable.
4.4.6 A directional signage plan detailing the direction provided to vehicular traffic. This plan shall
Include types of signage used, quantity, location and installation /removal dates.
4.4.7 Agreements with property owners for the use of parking lots shall be provided to the Town
Manager by not later than July 11, 2016.
4.5 PEDESTRIAN TRAFFIC PLAN BACKPORCH shall provide to the Town Manager a map which details
pedestrian ingress and egress from all parking lots utilized for the FESTIVAL by May 9, 2o16. The plan
shall provide for the signage at the main point of entry and /or paths of ingress /egress stating "No
2016 AVON OUTt.AWS & LEGENDS FESTIVAL AGREEMENT
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Loitering', "No Open Containers" and "FESTIVAL Entrance ".
4.6 SECURITY PLAN - BACKPORCH shall provide to the Town Manager a plan which details the security and
law enforcement needs for the FESTIVAL by May 9, 2016. The plan shall include, but not be limited to,
audience profile, security needs for alcohol sales, enforcement of marijuana restrictions, crowd
management, lost children protocol, lost and found protocol, entry gate security checks,
communication plan for law enforcement and emergency response agencies, chain of command, and
external support from AVON and /or Eagle County Sheriff's office. Contracts for services with security
agencies shall be presented or a date to have such contracts shall be provided.
4.6.1 Based upon the plan, the Town Manager shall determine in her sole discretion the number of law
enforcement officers Avon shall provide for the FESTIVAL. BACKPORCH shall provide all security,
as approved by the Town Manager, for the FESTIVAL, Including requirements for communication
radios for AVON staff and BACKPORCH security personnel to be identified by shirts or hats, if
needed, to fully Implement the security needs of the FESTIVAL
4.6.2 BACKPORCH shall provide adequate proof to the Town Manager that the PREMISES are
protected from damage through fencing, crowd management measures, signage, plywood for
heavy trucks, or other sufficient means.
4.6.3 Pre - FESTIVAL information shall sufficiently and frequently communicate to attendees through all
media outlets, creating slgnage to be placed at FESTIVAL entrance/exit, Avon Transportation
Center, pedestrians paths of ingress /egress, FESTIVAL general public parking and by working with
restaurants /bars to ensure slgnage and enforcement; the following, that: (1) no open containers
are allowed within Avon; (2) there is no vending without a Town license; (3) there is no parking on
private property without permission of the property owner; (4) no loitering; (5) It is Illegal to
smoke marijuana out -of -doors in the Town of Avon, including the PREMISES; and, (6) all parking
and transportation Information.
4.7 MEDICAL AND EMERGENCY RESPONSE PLAN - BACKPORCH shall provide to the Town Manager a plan
which details the medical response and emergency response agencies and protocols for the FESTIVAL
by May 9, 2016. The plan shall include a management protocol for people who are experiencing heat
exhaustion, dehydration, severely intoxicated or under the influence of Illegal drugs 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.
4.8 SANITATION & RESOURCE RECOVERY BACKPORCH shall provide to the Town Manager a plan that
details the sanitation facilities, resource recovery (composting and recycling) and cleaning program for
the by May 9, 2o16. The plan shall cover the PREMISES, parking lots, pedestrian pathways to and from
parking lots and the Pavilion (stage deck, event terrace, viewing plaza, green room, scissor lift room and
basement). The number and location of portable sanitation facilities, dumpsters, trash cans, recycling
bins and grey water disposal shall be provided as well as the timeframes detailed. Avon shall require
copies of all contracts for services by not later than June 15, 2o16.
4.9 INTERNET ACCESS Avon contracts with Comcast for all wireless services related to Town
business. BACKPORCH may 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.
Through Comcast, AVON shall provide access to the internet forthe PREMISES only, through TOA- Public
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 6 of 13
secured with a FESTIVAL password for the express use of 8ACKPORCH'sbox sales,
FESTIVAL n�em�and�es�e�vendor booth sales and nxa�aonkuTO/�Po@bbandw�thb'non�*gab�s
dow�o��b��'Und��d���nc�s�UB�KPO'CH share the passcode with the general
public.
4.10 PAVILION USAGE & PREMISES INSPECTION _BACKPORCH and Avon shall jointly perform and document
a pre-FESTIVAL inspection ofthe PREMISES not later than Wednesday, July
2016 at 4m0 pxn' and
post-FESTIVAL inspection of the PREMISES not later than Monday, Au�u��, 'v6at9#ua�n`before
the PREMISES are released to 8ACK9ORCH and returned to Avon. 8 August
shall notify �AvonTown
Manager o,designee of any problems or damage that may have occurred during the FESTIVAL during
the post-FESTIVAL inspection.
4x0wBACKPORCH agrees tu abide by the guidelines detailed in the Avon Performance Pavilion
Technical Specifications and attached as Attachment I'D".
4�.2 The following guidelines shall be observed for usage of the Pavilion:
4x0.2.1 Use the Pavilion only In the manner permitted by this Agreement and shall not use or
permit the use of the PaW{bm for any other purpose or any other reasonably
objectionable or unlawful act.
4.10.2.2 B/xCKPORCH shall not install, place, inscribe, paint orotherwise attach and shall not
permit any banner, sign, advertisement, notice, marquis, or awning on or within the
Pavilion, without the prior review and consent of Avon In each instance. 8ACKM]RCH
shall, at Its own expense, provide and maintain In first-class condition all permitted
signs and shall, upon the expiration of this Agreement, at Its own expense, remove all
such pennhted signs and repair any damage caused by such Installation and/or
removal. Avon shall have the right to remove all non-permitted s�nsvv�houtnodceto
BACKPORCH,at the expense of the 8ACKPQR[H. -
4.10-2.3 By Order of the Eagle River Fire ProtectionDlstrlct� BACKPORCH will ensure that NO
THEATRICAL SMOKE without approval is blown on the Pavilion and NO PYROTECHNICS
OF ANY SORT are to be detonated. Decorative open flame, fire pits, patio style heaters
and/or fire performers are only permissible if permitted through, and approved by
Eagle River Fire Protection District. Cooking of any sort by hot plate, open flame, grill,
etc. is not allowed |n the Green Room (Including nastroonml
4.10.24 BACKPORCH acknowledges and agrees that Avon Is pennittfng BACKPORCH to use the
Pavilion in its "as is" condition and the Avon shall be under no obligation to replace,
upgrade or otherwise modify the facility.
4x0�.5 RA[KPOR[H shall not make alterations, additions or improvements on or to the
Pavilion without the prior written consent of Avon, tn Include, but not limited to
@mndnguatedngmqoipnnemtandportab|efadhdes All such work shall be performed in
a good and workmanlike manner. All alterations, additions or Improvements upon the
Pavilion shall be removed from the Pavilion by August 1, 2o/6, at 12:00 P.M.
$A[QPOR[H shall be liable for any damage to the Pavilion or adjacent Town Pnooe�y
caused by the installainstallainstallation um
on or removal of any alteration, addition o«knpro 'ent
Town may take action to repair and restore any damage caused by BACKPORCH and
BACKPORCH shall be liable for such costs Including reasonable attorneys' fees and
costs to enforce this Agreement.
x01G AVON OUTLAWS & LEGENDS FEST&AL/GREEMENT
Page 7Of 13
411 INSUGANCE&;WDE88NIF1QATIO0
4x1.1 BA[KPOR[H agrees to indemnify the Town of Avon, its officers, agents and employees, and to
mold them harmless against any and all claims, actions, demands or liabilities, Including /���
fees and cou�cost�for I�ur�death, dannagaorkastopespn�)orp,opedyadsing--ofo/
directly or indirectly resulting from BACKMJRCH's actions oromissions in connection with the
conduct of the FESTIVAL
4�1.2 BACKPORCH shall obtain general liability Insurance coverage within the minimum limits set below
naming AVON asanadditional insured and Insuring AVON and its officers, agents and emok�xees
result '��
the conduct of the FESTKA4L' The poUcydates shall [ndudethe entire range of dates for whi�'
Town property b used. The minimum |bnhs and requirements of the coverage shall include:
notice of cancellation; host and general liquor liability insurance In the same amounts listed -'
above$�mop,uuopemona|andmdverds�u��rycoverage;and$So.ouo�redama8e.
4.11.3 BA[KPORCH shall provide to AVON proof uf Comprehensive Automobile Liability Insurance for
any private motor vehicles owned bvBACKPORCHur Its officers, agents, nr employees that are
used as part of the FESTIVAL 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.
4.11.4 BACKPORCH shall provide written evidence of all Insurance coverage required in this paragraph
4.7 to the Town Manager no later than July 1' 2o16, at 5.00 p.m. All required Insurance policies
shall be non-cancellable without thirty (3o) days prior written notice to AVON.
4�1.5 The parties hereto understand and agreethatAVONis relying on, and does not waive ea, intend to waive by any provision of this Agreement, the monetary hnhadons/oneaandy$3So,uoo per
Individual claim and $9go,000 for multiple claims arising from asin� |ndden8or any other
rights, Immunities, and protections provided by the Colorado Governmental Immunity Act ` Seciono4-10-ioletse4^/o[,R.5.,anfromthneto.imeamendeiormtherwise- - ||ab|etoAJ`' itsufficers,agents,oremp|oyees.
4.11.6 8ACKPOR[H shall not he relieved of any liability, claims, demands, / �r other obligations
assumed
pursuant to paragraph 8� of this ,���/=/^ bv reason of Its failure ure to procure
or maintain
insurance or by reason of its failure to procure or maintain Insurance |o sufficient amounts,
duration, ortypes.
4:1.7 All subcontractors of BACKPORCH shall be required to list the Town of Avon, Its elected officials,
officers and employees as additional Insureds and provide the appropriate certificate pfinsurance
to Avon upon request.
4.12 MISCELLANEOUS
4:2.1 UqUOR LICENSE: BACKPORCH shall be solely responsible for a��|���
ecqukeaKuuorUcense for the FESTVAL A\�)NsbaUprov�eto8/*�K~ ~Haiistof/oca|non-
profits, which positively benefit the lives of local residents and/or the larger community of/P/ON'
/4&JN encourages BACNP0RCH to consider one or more of the local non-profits as the liquor
license applicant. Application for the license and all insurance and indemnification requirements
pursuant to AVON Municipal Code 5'08.170 shall be the responsibility of 8ACKPDRCH and Its
nonprofit. BA[KPORCH shall submit to the Town Clerk u Special Event Liquor Application bvnot
�
later than June �2o`6' ^
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 8Of 13
4«2.2 BACKPORCH shall ensure there is lighting om the perimeter fence, along the recreational path to
backstage, behind concessions, to vendor/sponsor/VIP tents, portable restmmms,publ[c
pathways to/hom parking lots, parking lots and tn the Box Office.
4.12'3 BACKPORCH shall provide signs at the entrance to the FESTIVAL stating the FESTIVAL guidelines
from Friday, July 29, 2o16° atzmo p.m. to Saturday, July 30, 2o16' ai1o:oo p,rn' Signa8efor
FESTIVAL rules and attendee infon-nation shall be reviewed by AVON prior to posting.
4.12.4 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 ordesignee.
4.12'5 8A[KROBCH in Its marketing and advertising shall notify attendees about alcohol restrictions,
marijuana restrictions, resource recovery priorities, parking and transportation systems, no dogs
allowed and all other matters deemed necessary by the Town Manager or designee for the
advanced informational needs of FESTIVAL attendees.
4.12.6 To the extent licensed personnel, such as electricians, medical, emergency response or health
official, are required to conduct certain services or Inspections, BACKPORCH shall abide by these
local and State requirements.
4.12.7 8A[KPOR[H agrees to make every effort to retain volunteers and paid staff from qualified
persons residing in the Town of Avon or Eagle County.
4.12'8 BONQ— 8A[KMOR[H shall deposit bond or other security instrument in afonn acceptable to
the Town Manager and payable to the Town of Avon in the amount of $20,000. The bond Is
Intended to secure payment cf actual admissions' fees, damages, repairs, clean-up ,or any other
payment or penalty due AVON under the terms ofthis Agreement. The bond /s due at the Town
of Avon Finance office no later than 5-00 p.m. on July 15, 2o16. The bond, less any appropriate
funds for payment, if any, shall be refunded to8ACKPORCHby August 31'zo16.
4.12.9 All references to the Town Manager In this Agreement shall also Include the Town manager's
designee,
S. AVON RESPONSIBILITIES
5'1 Avon will deliver a prepared PREMISES with clean facilities, and include the Pavilion (stage deck, event
terrace, viewing plaza, green room, and scissor lift room). all paths of access leading to and from th e
Pavilion, council chambers, log cabin, main athletic field, recreational pathackacenttothePRBN|SES.
5'2 AVON shall provide financial support in the amount of$7z^000tm8ACKPOR[H. Payment shall bemade
as follows:
5.2.1 Payment #1: Payment of$18,o00oo representing :25% of the total, shall be made within ten h�
bu�nassdays after execu�onof the Agreen�ent. - ^
5,2.2 Payment #2: Payment of¢46,Bum.00, representing 65%of the total, shall be made within ten (1o)
business days of�naU�¢|onofaU talent be�obooked for the FES�YAL. ' ^
5.2~3 Payment 3#: Final payment Of $7,200.00, representing lo% of the total, shall be made within ten
(io) business days upon final submission and acceptance of all responsibilities stated above in
Sections 4'z-4.g-
2o16 AVON ouTW*WS& LEGENDS FESTIVAL AGREEMENT
Page 9of 13
5.3 AVON shall provide in-kInd support to BACKPORCHin the amount not to exceed $1o,000.|n-kind
support includes, but is not limited to staff staging assistance, police, transit operations, traffic control,
and banner /nstaUatlon/nsrnovaL
5.4 AVON shall cooperate with the marketing of the FESTIVAL by supporting the use of the Town ofAvon
name and logo brands.
5.5 AVON shall to the greatest extent possible assist 8ACKPOR[H with leveraging existing Town
sponsorships and relationships in helping BACKPORCH find hotel room at discounted rates and
opportunities with the Beaver Creek Resort.
5.6 If 8ACKPORCH produces banners for promotional purposes, AVON shall insta|Vremuvethenm in the
following locations: Avon Road Bridge Banner (up to banners), Avon Road Round'a-bou\s (up to `z
banners) and Post Blvd. (up to 12 banners) after July 11, 2o16, based on availability. BA[KPORCHand
Avon may mutually agree to the number, location and installation and removal of additional banners.
Avon agrees to waive the $1on temporary sign application fee.
5.7 "ON shall provide portable fence materials (stadium barricade — approximately goo linear feet�not
already |n use, located in Town Park for use hyBAIKPOACH. -
5.8 AVON will ensure that by July 18, 2o16, the electrical stubs and outlets on the Pavilion, on the north side
of Town Hall, and on the south side of the restroom building, are in good working order for the
concessionaires. AVON shall provide ]'phase power at the Pavilion,
5.9 AVON agrees to provide transportation services to/from designated parking lots within Town limits
during the FESTIVAL, Including identification of FESTIVAL shuttle service at
Special Event Parking
venues, Ifwarranted,
6. EVE0TYFE5TIVAL CANCELLATION — Either party may cancel the FESTIVAL In whole or In part for any
substantial reason beyond either party's control. |n the event of cancellation, neither party shall be liable to
the other for any lost profits, lost revenues pr consequential damages.
6.1 The FESTIVAL 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 0dwe 8AIKPORCH written notice and 8ACKPOR[H shall have five (5~
�
business days to cure the term or such longer time as mutually mutually agreed by the parties. Should
BA[KPORCH cure, this Agreement shall continue /n full force and effect.
6'2 |n the event of cancellation, "0N shall remit to BACKPOHCH all bonds less any FESTIVAL related
expenditure Incurred by AVON. If BA[NPORCH cancels the FESTIVAL after AVON has dedicated
resources toward production and notice of such cancellation Is not given prior to June aO, 2o16,
BACKPORCH shall pay AVON five thousand dollars ($5,000) as liquidated damages within 30 days of the
previously scheduled production date,
7. RELEASE OF LIABILITY
7'1 "ON assumes no responsibility whatsoever for any non-munIcIpal property placed in said PREMISES.
BACKPDR[H hereby expressly releases discharges Avon from any and all liabilities for any loss, hdurymr
damages to any person orpnope�yof8/��KPORCH^ Nsernp|myees,agent�concess|ona7re4pe 'nner,
attendee, spectator or other Invitee that may be sustained by reason of the occupancy of the PREMISES
under this Agreement, except for the negligent acts of AVON or Its officers, agents, employees. To the
zm6 AVON OUTLAWS & LEGBvo6FBTmAL AGREEMENT
Page mOf 13
fullest extent permitted by law, BACKPORCH shall indemnify, defend and hold harmiess Avon, 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 this Agreement, provided that any such claim, damage, loss or expense is caused by any
negligent act or omission of BACKPORCH, anyone directly or Indirectly employed by BACKPORCH or
anyone for whose acts BACKPORCH may be liable, except to the extent any portion Is caused In part by
a party indemnified hereunder.
7.2 In the event the PREMISES or any part thereof is damaged by fire or other natural causes or if for any
other reason, including strikes, failure of utilities, which results in cancellation of the FESTIVAL, or which
In the judgment of the Town Manager and Mayor, renders the fulfillment of this Agreement by AVON
impossible, BACKPORCH 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.
8. NOTICES - Any notice to either party under this Agreement shall be in writing to the following addresses:
BACKPORCH
Mr. Mark Powell
Backporch Productions, LLC
43t8 La Hacienda Drive
Abilene, TX 79602
Via Email: mark @backporchoftexas.com
COPY TO:
AVON
Town Manager, Town of Avon
P. O. Box 975
Avon, CO 8162o
Via Email: vegger @avon.org
COPY TO: Director of Festival & Special Events, Town of Avon, P.O. Box 975, Avon, CO 8162o
Via Email: ddempsey @avon.org
9. No Third Party Beneficiaries Nothing contained in this Agreement is intended to or shall create a
contractual relationship with, cause of action in favor of, or claim for relief for, any third party, including any
agent, sub - consultant or sub - contractor of BACKPORCH. Absolutely no third party beneficiaries are
Intended by this Agreement, Any third -party receiving a benefit from this Agreement is an Incidental and
unintended beneficiary only.
1a. Article X, Section 2o/TABOR -The parties understand and acknowledge that the Avon Is subject to Article X,
§ 20 of the Colorado Constitution ( "TABOR "). The parties do not Intend to violate the terms and
requirements of TABOR by the execution of this Agreement. It is understood and agreed that this
Agreement does not create a multi-fiscal year direct or indirect debt or obligation within the meaning of
TABOR and, therefore, notwithstanding anything in this Agreement to the contrary, all payment obligations
of the Avon are expressly dependent and conditioned upon the continuing availability of funds beyond the
term of the Avon's current fiscal period ending upon the next succeeding December 31. Financial obligations
of the Town payable after the current fiscal year are contingent upon funds for that purpose being
appropriated, budgeted, and otherwise made available in accordance with the rules, regulations, and
resolutions of Town of Avon, and other applicable law. Upon the failure to appropriate such funds, this
Agreement shall be terminated.
11. Governing Law, Venue, and Enforcement - This Agreement shall be governed by and interpreted according
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 11 of 13
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 orattachment, the language of this Agreement shall govern.
ta. survival of Terms and Conditions The parties understand and agree that all terms and conditions of the
Agreement that require continued performance, compliance, or effect beyond the termination date of the
Agreement shall survive such termination date and shall be enforceable in the event of a failure to perform
or comply.
13. Assignment and Release - All or part of the rights, duties, obligations, responsibilities, or benefits set forth in
this Agreement shall not be assigned by BACKPORCH without the express written consent of Avon. Any
written assignment shall expressly refer to this Agreement, specify the particular rights, duties, obligations,
responsibilities, or benefits so assigned, and shall not be effective unless approved by Avon. No assignment
shall release the Applicant from performance of any duty, obligation, or responsibility unless such release is
clearly expressed in such written document of assignment.
14. Severability Invalidation of any of the provisions of this Agreement or any paragraph sentence, clause,
phrase, or word herein or the application thereof in any given circumstance shall not affect the validity of
any other provision of this Agreement.
15. incorporation of Exhibits Uniess otherwise stated in this Agreement, exhibits, applications, or documents
referenced in this Agreement shall be Incorporated into this Agreement for all purposes. In the event of a
conflict between any Incorporated exhib €t and this Agreement, the provisions of this Agreement shall
govern and control.
16. Employment of or Contracts with Illegal Aliens BACKPORCH shall not knowingly employ or contract with
an Illegal alien to perform work under this Agreement, BACKPORCH shall not contract with a subcontractor
that fails to certify that the subcontractor does not knowingly employ or contract with any illegal aliens. By
entering into this Agreement, BACKPORCH certifies as of the date of this Agreement it does not knowingly
employ or contract with an illegal alien who will perform work under the public contract for services and
that the BACKPORCH will participate In the a verify program or department program In order to confin+n the
employment eligibility of all employees who are newly hired for employment to perform work under the
public contract for services. The BACKPORCH Is prohibited from using either the e- verify program or the
department program procedures to undertake pre - employment screening of job applicants while this
Agreement is being performed. if the BACKPORCH obtains actual knowledge that a subcontractor
performing work under this Agreement knowingly employs or contracts with an illegal alien, the
BACKPORCH shall be required to notify the subcontractor and the Town within three (3) days that the
BACKPORCH has actual knowledge that a subcontractor is employing or contracting with an Illegal alien.
The BACKPORCH shall terminate the subcontract if the subcontractor does not stop employing or
contracting with the illegal alien within three (3) days of receiving the notice regarding BACKPORCH's actual
knowledge. The BACKPORCH shall not terminate the subcontract if, during such three days, the
subcontractor provides information to establish that the subcontractor has not knowingly employed or
contracted with an Illegal alien. The BACKPORCH is required to comply with any reasonable request made
by the Department of labor and Employment made in the course of an investigation undertaken to
determine compliance with this provision and applicable state law. If the BACKPORCH violates this
provision, Avon may terminate this Agreement, and the BACKPORCH may be liable for actual and/or
consequential damages Incurred by Avon, notwithstanding any limitation on such damages provided by such
Agreement.
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 12 of 13
17. Non- Liability of Town for Indirect or Consequential Damages or Lost Profits The parties agree that Avon
shall not be liable for indirect or consequential damages, including lost profits that result from Avon's
declaration that the BACKPORCH Is in default of the Agreement, so long as Avon acts in good faith.
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
Virginia C. E111j Town Manager
DATE: 15 C 4-9 oej /<O
BA ORCH PR U NS, C
BY: ner �W-16 DATE:
Mark P ell,
2016 AVON OUTLAWS & LEGENDS FESTIVAL AGREEMENT
Page 13 Of 13