09-16-2016 2016 Avon Man of the Cliffovo n
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2oi6 AVON MAN OF THE CLIFF EVENT AGREEMENT
THIS AGREEMENT ( "Agreement ") is made and entered into on September /1, 2oi6, 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 loth Mountain Management, D /B /A Man of the Cliff, hereinafter referred to as ( "MOTC "), a Colorado Limited Liability
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 on
October 15 and 16, 2o16. 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 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 MOTC the right, and imposes the
duty, to use the PREMISES as defined in this Agreement for the purpose of producing the EVENT on October 15 & 16, 2o16,
subject to compliance with the terms and conditions of this Agreement.
1.1 The site of the EVENT on October 15 & 16, 2o16, (herein referred to as the "PREMISES ") is defined as a portion of Harry
A. Nottingham Park (as depicted on Attachment "A ") upper athletic field and all paths of access leading to and from the
upper athletic field, but not the Avon Performance Pavilion, Picnic Shelter, Avon Recreation Center, Lower Athletic
Field, Playground, Basketball Courts, Sand Volleyball Courts, Pickelball Courts or Tennis Courts.
1.2 MOTC is granted an exclusive right of use of the PREMISES from October 14, 2o16 at 7:00 a.m., through 7:00 p.m.
October 16, 2o16. MOTC shall also have non - exclusive rights to access the PREMISES on October 17, 2o16 from 7:00 a.m.
to 12:00 p.m., for the sole purpose of EVENT break -down and site clean -up. MOTC 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 MOTC for an extension or delay of the agreed upon timelines will not
be unduly withheld by the Town.
2. AMPLIFIED SOUND HOURS - AVON and MOTC that MOTC shall complete and submit a Sound Permit Application pursuant
to Avon Municipal Code 5.24 by not later than September 16, 2o16. Avon agrees to waive the $25 Sound Permit Application
Fee.
2.1 MOTC may allow for system and emcee announcement sound check lasting no more than 20 consecutive minutes.
MOTC agrees that 20 minutes is a satisfactory amount time. Sound checks shall take place on Friday, October 14
2o16 AVON MOTC EVENT AGREEMENT
Page 1 of 8
between the hours of 2:00 p.m. and 4:00 p.m.; and on Saturday, October 15 between the hours of 8:oo a.m. and g:oo
a.m. MOTC 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 MOTC for an
extension or delay of the agreed upon timelines will not be unduly withheld by the Town. MOTC agrees the volume for
any system sound check will be moderated to achieve the sound check quality and shall be considerate of the
surrounding neighborhoods.
2.2 MOTC acknowledges and agrees that strict adherence to the emcee announcement and a system sound check time is a
material term of this Agreement. MOTC 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. ESTIMATED CROWD SIZE- MOTC and AVON acknowledge and agree that the EVENT may attract up to twenty five hundred
(2,500) persons on each EVENT day, excluding children twelve (12) and younger. MOTC shall provide for those services
described in Section 4 below for the estimated attendance of 2,500 persons.
4. MOTC RESPONSIBILITIES
4.1 Marketing & Promotions - MOTC shall provide the following for the purpose of marketing and promoting the EVENT:
4.1.1. Eblast: Draft the language and disseminate through MOTC email data bases promoting the EVENT.
4.1.2. Social Media: Posts on the MOTC Face Book and twitter accounts about the EVENT in Avon leading up to each
EVENT day.
4.1.3. Calendar Listings: Inclusion in various external websites listing the EVENT on calendar listings
4.1.4• Press Releases: Submission of two press releases about the EVENT to local media.
4.1.5• Banners: If MOTC produces banners, AVON will provide the following locations - Avon Road Bridge Banner
starting October 3 through October 17 ($100 application fee to be waived), Avon Road Round -a -bouts (# to be
determined) and Post Blvd. (# to be determined) depending on availability.
4.1.6. 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.
4.2 Sponsorship - MOTC shall include in the name of the MOTC EVENT that it is "Sponsored by the Town of Avon ".
4.2.1 AVON shall receive, based upon its total cash contribution of $6,500 and in -kind services valued at $4,000, for a
total sponsorship of $1o,5oo, all benefits, including but not limited to tickets, logo placement, etc. commensurate
with the MOTC sponsorship package offered to all other sponsors at the $10,500 level. The MOTC sponsorship
package shall be provided to the Town Manager or designee not later than September 30, 2o16.
4.3 PREMISES SET -UP & TEAR DOWN PLAN - MOTC shall provide a PREMISES set -up and tear down plan to the Town
Manager or designee by 5:00 p.m., October 3, 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, sound systems, competition areas, ADA areas, vendor spaces, adequately sized boneyard (i.e.
storage and staging area), crowd management areas and designated smoking area.
4.4 VENDOR LICENSING - MOTC shall provide a list of vendors to the Town Manager or designee by 5:00 p.m. on October
1, 2016. The list shall include all vendors, sponsors, non - profits, etc. engaged in selling food, beverage, merchandise,
admissions, etc. during MOTC and will include the business names /dba, physical address, mailing address, phone
number, email address, contact, and type of 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, MOTC acknowledges and shall abide by AVON's restrictions to Marijuana Businesses
as outlined on Attachment "B ".
4.4.1 MOTC shall provide the following sales tax filing instructions to all selling vendors:
2o16 AVON MOTC EVENT AGREEMENT
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4.4.1.1 Go to www.avon.or and click on the "Online Payments" button located at the bottom of the home
page;
4.4.1.2 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 su ort munirevs.com or call 888 -751 -1911.
4.4.1.3 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 supportPmunirevs.com or call 888 -751 -1911.
4.5 SECURITY PLAN — MOTC shall provide to the Town Manager a plan which details the security and law enforcement
needs for the EVENT by October 1, 2o16. The plan shall include, but not be limited to, announce which competitions will
take place and outline the necessary safety protocols for each competition, 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.
4.5.1 Based upon the plan, the Town Manager shall determine in her sole discretion the number of law enforcement
officers Avon shall provide for the EVENT. MOTC shall provide all security, as approved by the Town Manager, for
the EVENT, including requirements for communication radios for AVON staff and MOTC security personnel to be
identified by shirts or hats, if needed, to fully implement the security needs of the EVENT.
4.5.2 MOTC 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.
4.5.3 Pre -EVENT information shall sufficiently and frequently communicate to attendees through all media outlets,
creating signage to be placed at EVENT entrance /exit, Avon Transportation Center, pedestrians paths of
ingress /egress, FESTIVAL general public parking and by working with restaurants /bars to ensure signage 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.
4.6 MEDICAL AND EMERGENCY RESPONSE PLAN — MOTC shall provide to the Town Manager a plan which details the
medical response and emergency response agencies and protocols for the EVENT by October 3, 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.
4.7 SANITATION & RESOURCE RECOVERY - MOTC shall provide to the Town Manager a plan that details the sanitation
facilities, resource recovery (composting and recycling) and cleaning program for the by October 3, 2o16. The plan shall
cover the PREMISES, parking lots, pedestrian pathways to and from parking lots. 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 October 12, 2o16.
4.8 INTERNET ACCESS - Avon contracts with Comcast for all wireless services related to Town business. MOTCH 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 for the PREMISES only, through TOA- Public secured with
2o16 AVON MOTC EVENT AGREEMENT
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an EVENT password for the express use of MOTC EVENT merchandise sales, vendor booth sales and media only. TOA-
Public bandwidth is loo megabits down/20 megabits up. Under no circumstances shall MOTC share the passcode with
the general public.
4.9 INSURANCE & INDEMNIFICATION
4.9.1 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.
4.9.2 MOTC shall obtain general liability insurance coverage within the minimum limits set below naming AVON as an
additional insured and insuring 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 $3,000,000 annual aggregate; 30
days' written notice of cancellation; host and general liquor liability insurance in the same amounts listed above;
$5,000,000 personal and advertising injury coverage; and $50,000 fire damage.
4.9.3 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.
4.9.4 MOTC shall provide written evidence of all insurance coverage required in this paragraph 4.8 to the Town
Manager no later than October 3, 2o16, at 5:00 p.m. All required insurance policies shall be non - cancellable
without thirty (3o) days prior written notice to AVON.
4.9.5 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 $350,000 per individual claim and $99o,000 for
multiple claims arising from a single incident) or any other rights, immunities, and protections provided by the
Colorado Governmental Immunity Act, Section 24- 10 -1o1 et seq., 10 C.R.S., as from time to time amended, or
otherwise available to AVON, its officers, agents, or employees.
4.9.6 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.
4.9.7 All subcontractors of MOTC shall be required to list the Town of Avon, its elected officials, officers and
employees as additional insured and provide the appropriate certificate of insurance to Avon upon request.
4.10 MISCELLANEOUS
4.1o.1 LIQUOR LICENSE: MOTC shall be solely responsible for identifying a local nonprofit to acquire a liquor license
for the EVENT. MOTC has notified AVON the non - profit entity pursuing the special event liquor permit for the
EVENT is First Descents. AVON and MOTC acknowledge that the First Descents is a non - profit which can provide
resources through an application process to Colorado families fighting and surviving cancer; and, therefore,
provides the opportunity for AVON families to benefit through the application and award process. On or about
January, 2017, MOTC shall provide a press release to AVON announcing the First Descents mission and
application process, and role with the FESTIVAL. 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 it's nonprofit.
MOTC shall submit to the Town Clerk a Special Event Liquor Application by not later than September 16, 2o16.
4.10.2 MOTC shall ensure there is adequate lighting on the perimeter fence, behind concessions, competition areas, to
vendors, portable restrooms and public pathways.
2o16 AVON MOTC EVENT AGREEMENT
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4.10.3 MOTC shall provide signs at the entrance to the EVENT stating the EVENT guidelines from Friday, October 14,
2016, at 1:00 p.m. to Sunday, October 16, 2o16, at 6:oo p.m. Signage for EVENT rules and attendee information
shall be reviewed by AVON prior to posting.
4.10.4 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.
4.10.5 MOTC 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 EVENT attendees.
4.1o.6 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.
4.10.7 MOTC agrees to make every effort to retain volunteers and paid staff from qualified persons residing in the Town
of Avon or Eagle County.
4.1o.8 All references to the Town Manager in this Agreement shall also include the Town Manager's designee.
5. AVON RESPONSIBILITIES
5.1 AVON shall provide financial support in the amount six thousand five hundred dollars ($6,500) to MOTC. Payment shall
be made upon final cost accounting by MOTC by not later than November 30, 2o16.
5.2 AVON shall provide in -kind support to MOTC in the amount not to exceed $5000. In -kind support includes, but is not
limited to staff staging assistance, police, transit operations, traffic control, and banner installation removal.
5.3 Avon will deliver prepared PREMISES with clean facilities, and include the main athletic field, and recreational path
adjacent to the PREMISES.
5.4 PARKING & TRANSPORTATION PLAN —
5.4.1 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 3, 2016.
5.4.2 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.
5.4.3 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 October 3, 2o16.
5.5 AVON shall cooperate with the marketing of the EVENT by supporting the use of the Town of Avon name and logo brands.
5.6 AVON shall to the greatest extent possible assist MOTC with leveraging existing Town sponsorships and relationships in helping
BACKPORCH find hotel room at discounted rates and opportunities with the Beaver Creek Resort.
5.7 If MOTC produces banners for promotional purposes, AVON shall install /remove them in the following locations: Avon Road Bridge
Banner (up to 2 banners), Avon Road Round -a -bouts (up to 12 banners) and Post Blvd. (up to 12 banners) after October 3, 2o16, based
on availability. MOTC and AVON may mutually agree to the number, location and installation and removal of additional banners.
AVON agrees to waive the $100 temporary sign application fee.
5.8 AVON shall provide portable fence materials (stadium barricade —approximately goo linear feet), not already in use, located in Town
Park for use by MOTC.
2o16 AVON MOTC EVENT AGREEMENT
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5.9 AVON will ensure that by October 13, 2o16, the electrical stubs and outlets, on the north side of Town Hall, and on the
south side of the restroom building, are in good working order for the concessionaires.
5.10 AVON agrees to provide transportation services to /from designated parking lots within Town limits during the EVENT,
including identification of EVENT shuttle service at Special Event Parking venues, if warranted.
6. EVENT /FESTIVAL CANCELLATION —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.
6.1 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 five (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.
6.2 In the event of cancellation, AVON shall remit to MOTC all bonds less any EVENT related expenditure incurred by AVON.
If MOTC cancels the EVENT after AVON has dedicated resources toward production and notice of such cancellation is
not given prior to, MOTC shall pay AVON as liquidated damages within 3o days of the previously scheduled production
date.
7. RELEASE OF LIABILITY
7.1 AVON assumes no responsibility whatsoever for any non - municipal property placed in said PREMISES. MOTC hereby
expressly releases discharges Avon from any and all liabilities for any loss, injury or damages to any person or property
of MOTC, its employees, agents, concessionaires, performer, 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 fullest extent permitted by law, MOTC shall indemnify, defend and hold harmless
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 MOTC,
anyone directly or indirectly employed by MOTC or anyone for whose acts MOTC 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 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.
8. NOTICES -Any notice to either party under this Agreement shall be in writing to the following addresses:
Man of the Cliff
Amanda Williams
loth Mountain Management, LLC
535 Gay Street
Longmont, CO 80501
Via Email: Adam.Williams@nv5.com and /or Aarmourwilliamsna gmail.com
AVON
Virginia Egger
Town Manager, Town of Avon
P. 0. Box 975
Avon, CO 81620
Via Email: vegger@avon.org
2o16 AVON MOTC EVENT AGREEMENT
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COPY TO: Director of Festival & Special Events, Town of Avon, P.O. Box 975, Avon, CO 81620
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 MOTC. 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.
io. Article X, Section zo /TABOR - The parties understand and acknowledge that the Avon is subject to Article X, § zo 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.
». 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 govern.
12. 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 MOTC 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 - Unless 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 exhibit and this Agreement, the provisions of this Agreement shall govern and control.
16. Employment of or Contracts with Illegal Aliens - MOTC shall not knowingly employ or contract with an illegal alien to
perform work under this Agreement. MOTC 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, MOTC
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 MOTC will participate in the e- verify program or department
program in order to confirm the employment eligibility of all employees who are newly hired for employment to perform
work under the public contract for services. The MOTC 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 MOTC obtains actual knowledge that a subcontractor performing work under this Agreement knowingly
employs or contracts with an illegal alien, the MOTC shall be required to notify the subcontractor and the Town within three
2o16 AVON MOTC EVENT AGREEMENT
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(3) days that the MOTC has actual knowledge that a subcontractor is employing or contracting with an illegal alien. The
MOTC 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 MOTC'S actual knowledge. The MOTC 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 MOTC 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 MOTC violates this provision, Avon may terminate this Agreement, and
the MOTC may be liable for actual and /or consequential damages incurred by Avon, notwithstanding any limitation on such
damages provided by such Agreement.
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 MOTC 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
BY: //ff lfi �� v
Virgini A. Egger, To anager /
1OT" MOUNTAIN MANAGEMENT, LLC D /B /A/ MAN OF THE CLIFF
BY: )A*V� 6916", DATE: September 16, 2o16
Adam Williams
2o16 AVON MOTC EVENT AGREEMENT
Page 8 of 8
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