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07-21-2016 Lease Agreement Backporch Productions, LLCLEASE AGREEMENT FOR TOWN OWNED EQUIPMENT TO BE USED BY BACKPORCH PRODUCTIONS, LLC AT THE AVON PERFORMANCE PAVILION TOWN OF AVON, CO ,7,1 THIS LEASE AGREEMENT ( "Agreement ") is entered into on July 1,5 2016, between Backporch Productions, LLC ("Lessee "), doing business as a Texas Limited Liability Company with its principal offices at 4318 La Hacienda Drive, Abilene, TX 79602 and the Town of Avon, as Lessor (`Avon "), a Colorado Home rule municipality, located at One Lake Street, Avon, Colorado (individually at "Party" and collectively, the "Parties "). This Agreement sets forth the terms and conditions for Backporch Productions, LLC to operate the following Equipment: One (1) Lift Truck (Model 1999 International) and One (1) Genie (Model GS -3246) (`Equipment ") and owned by the Lessor. In consideration of the mutual promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Backporch Productions, LLC and the Town of Avon, the Parties do hereby agree as follows: 1. Term. The term (`Term ") of this Agreement shall be for four (4) consecutive days, commencing July 28, 2016 at 8:00 a.m. and ending July 31, 2016 at 5:00 p.m., unless earlier terminated as hereinafter provided. 2. Lease. Avon agrees to lease the Equipment to Backporch Productions, LLC for the purpose of installing truss, sound, and lighting Equipment on the Avon Performance Pavilion and subject to the terms and conditions of this Agreement. 3. Lease Payment Amount. During the term of this Agreement the following stipulations are set forth, a. Rent shall be $0.00 per month; and b. The delivery, training and removal of Equipment will be provided by Avon. 4. Limits on Use. No other services by Avon are included other than those explicitly listed herein. Other uses of the Equipment are not permitted without Avon's written consent and will be considered a breach of this Agreement. The following additional limitations on use apply: (a) Backporch Productions, LLC agrees that use of the Equipment is "at your own risk ". (b) Avon will provide training on the Equipment to each operator to include general use of all controls and visual inspection, safety including use of harness, bucket operation during arm extension and retraction, and best practices. After Avon training is complete, Avon will require each operator participate in a practical training of the Equipment. (c) Backporch Productions, LLC agrees that only those operators trained by Avon will operate the Equipment and the operator of Equipment will comply with the training Backporch Productions, LLC Equipment Lease Agreement July 15, 2016 Page 1 of 4 provided by Avon. (d) Backporch Productions, LLC agrees that the Equipment will only be driven by trained operators between the Avon Performance Pavilion and the Town Hall West parking lot and not on public streets. (e) Backporch Productions, LLC agrees that the trained operators of the Equipment will have a Class B CDL if driving on public streets. (f) Backporch Productions, LLC agrees that the trained operators of the Equipment will have a heavy equipment and /or SPRAT certification. 5. Maintenance. Avon agrees that the Equipment is fully functional and up to date on maintenance and inspections. Backporch Productions, LLC agrees to immediately notify Avon of any defects or damages to the Equipment of which Backporch Productions, LLC becomes aware. 6. Facilities. Avon represents that the Equipment is capable of the use described in Section 2 above. 7. Termination. Backporch Productions, LLC or Avon may terminate this Lease Agreement without cause by providing at least five (5) days prior written notice to the other Party. In the event of any material breach of this Agreement by Backporch Productions, LLC, the Avon may terminate this Agreement immediately upon providing written notice of termination to Backporch Productions, LLC. 8. Liability and Indemnification. Backporch Productions, LLC, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors, or omissions of Avon or of any officer or employee thereof. Likewise, Avon, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors or omissions of Backporch Productions, LLC or by any officer or employee thereof. Backporch Productions, LLC agrees to indemnify, defend and hold harmless to the extent allowed by law, Avon, its respective agents, officers, servants and employees of and from any and all loss, costs, damage, injury, liability, claims, liens, demands, action and causes of action whatsoever, arising out of or related to Backporch Productions, LLC intentional or negligent acts, errors, or omissions or that of its agents, officers, servants, and employees, whether contractual or otherwise. Likewise, Avon agrees to indemnify, defend and hold harmless to the extent allowed by law, Backporch Productions, LLC, its respective agents, officers, servants and employees of and from any and all loss, costs, damage injury, liability, claims, liens, demands, action and causes of action whatsoever arising out of or related to Avon's intentional or negligent acts errors or omissions or that of its agents, officers, servants and employees, whether contractual or otherwise. 9. Insurance. Backporch Productions, LLC must carry valid insurance for any individuals and property that are involved in use of the Equipment. Backporch Productions, LLC is liable for damage to Avon owned property while using the Equipment and the Equipment itself, including acts of vandalism, theft, or comprehensive damage of same vehicles, unless such damage or theft is caused by the negligent operation or management of Avon. Backporch Backporch Productions, LLC Equipment Lease Agreement July 15, 2016 Page 2 of 4 Productions, LLC must carry property damage and general liability insurance policies, each in the amount of $1,000,000 per occurrence and $2,000,000 aggregate. 10. Relationship of the Parties. The relationship between the Parties is that of independent contractor, and nothing herein shall be deemed or construed as creating a relationship of principal and agent, partnership, joint venture, or ownership interest in the real property. 11. No Waiver of Governmental Immunity. Nothing in this IGA shall be construed to waive limit, or otherwise modify any governmental immunity that may be available by law to Avon, its respective officials, employees, contractors, or agents, or any other person acting on behalf of Avon, and, in particular, governmental immunity afforded or available pursuant to the Colorado Governmental Immunity Act, Title 24, Article 10, Part 1 of the Colorado Revised Statutes. 12. Notice. Any notice, demand, or other communication required or permitted to be given by any provision of the Lease shall be given in writing, delivered personally or sent by certified or registered mail, postage prepaid and return receipt requested, or by overnight courier, with shipping charges prepaid, or given by electronic e -mail provided that e -mail shall not be deemed delivered until acknowledged by recipient, addresses as follows: To Avon: Town of Avon Attn: Town Clerk One Lake Street P.O. Box 975 Avon, CO 81620 Ph.: 970 - 748 -4000 E -Mail: dhoppe @avon.org To Avon Elementary School: Backporch Productions, LLC Attn: Mark Powell 4318 La Hacienda Drive Abilene, TX 79602 Ph.: (325) 660 -8458 E -Mail: mark @backporchftexas.com 13. 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 Avon or Backporch Productions, LLC. 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. //Signature Page Follows // Backporch Productions, LLC Equipment Lease Agreement July 15, 2016 Page 3 of 4 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day and year first above written. TOWN OF AVON By: Virginia Egg 'r, wn Manager Date: July 1 6 NS LLC, By and Through Its Owner /Founder Date: ' " 21-- /4' Backporch Productions, LLC Equipment Lease Agreement July 15, 2016 Page 4 of 4