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08-26-2016 CISC Payment IGACISC PAYMENT INTERGOVERNMENTAL AGREEMENT This CISC Payment Intergovernmental Agreement (this "Agreement') is effective as of August 26, 2016 (the "Effective Date") by and among the Colorado Information Sharing Consortium, a Colorado local government entity (the "CISC"), Eagle County, a Colorado local government entity (`Basle County'), the Town of Eagle, a Colorado local government entity (the "Town of Eagle"), the Town of Avon, a Colorado local government entity ("Avon"), and the Town on Vail, a Colorado local government entity ("Vail"). The CISC, Eagle County, the Town of Eagle, Avon, and Vail may be referred to herein as the "Parties". RECITALS A. The CISC promotes data sharing among Colorado law enforcement agencies. B. Each of Eagle County, the Town of Eagle, Avon, and Vail have executed the CISC's founding intergovernmental agreement and are considered member agencies of the CISC. C. The CISC's operational expenses (the "CISC Expenses") are paid by the CISC's member agencies based on the number of FTE certified peace officers employed by each member agency. D. The CISC entered into a certain Services Agreement for a Law Enforcement Data Warehouse with Numerica Corporation dated June 13, 2016 (the "Data Warehouse Agreement'), for the creation and provision of a law enforcement data warehouse that will enable CISC member agencies the ability to share and analyze law enforcement data. E. The CISC's member agencies may join the Data Warehouse Agreement and share data thereunder. F. The Data Warehouse Agreement requires that participating member agencies pay $20 per FTE certified peace officer per year (the "Base Fee") to the CISC; the CISC in turn pays Numerica Corporation that Base Fee. G. Member agencies can purchase additional services under the Data Warehouse Agreement fqr additional cost. H. To encourage law enforcement data sharing, Vail has offered to pay each of Eagle County's, the Town of Eagle's, Avon's portion of the CISC Expenses and the Base Fee if each of Eagle County, the Town of Eagle, and Avon join the Data Warehouse Agreement. AGREEMENT Now, therefore, in consideration for the recitals, the mutual promises herein, the benefit the Parties will receive from sharing data under the Data Warehouse Agreement, and other good and valuable consideration, the receipt and adequacy of which is acknowledged, the Parties agree as follows: 1. Eagle County, the Town of Eagle, Avon, and Vail shall to join the Data Warehouse Agreement and shall participate in data sharing thereunder. 2. Vail shall pay for its own portion of the CISC Expenses and the Base Fee. Vail shall also pay for Eagle County's, the Town of Eagle's, and Avon's portion of the CISC Expenses and the Base Fee. Nothing herein requires Vail to pay for any additional costs beyond the Base Fee for Eagle County, the Town of Eagle, or Avon. If Eagle County, the Town of Eagle, or Avon Page 1 of 3 purchase additional services under the Data Warehouse Agreement, then they must pay such additional costs themselves. 3. Unless otherwise terminated as provided for herein, Vail's payment obligation shall continue for so long as Eagle County, the Town of Eagle, or Avon are parties to the Data Warehouse Agreement. 4. Pursuant to C.R.S. § 29-1-110, as amended, the financial obligations of Vail beyond the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise available. This Agreement is automatically terminated on January 1 of the first fiscal year for which funds are not appropriated. Vail shall notify the other Parties if it does not appropriate funds for this Agreement. 5. If Eagle County, the Town of Eagle, Avon, or Vail terminates its participation in the Data Warehouse Agreement or the CISC, it shall immediately notify the other Parties. 6. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Colorado, without regard to such jurisdiction's conflict of laws principles. An action brought by any Party to interpret or enforce any provision of this Agreement may be brought only in a state court located in Eagle County or Denver County, Colorado and each Party submits to the jurisdiction and venue of such courts and waives any objection to which it otherwise might be entitled regarding such jurisdiction or venue. EACH PARTY HEREBY WAIVES ANY RIGHT IT HAS OR MAY HAVE TO A JURY TRIAL IN ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. This Agreement states the entire agreement between the Parties with respect to the subject matter of this Agreement and supersedes and replaces all previous discussions, negotiations, and agreements. The failure of any Party to insist upon the performance of any provision of this Agreement or to exercise any right or privilege granted to such Party under this Agreement will not be construed as waiving such provision or any other provision of this Agreement. If any provision of this Agreement is held invalid or unenforceable, the invalidity or unenforceability will not invalidate the remaining provisions of this Agreement. Any amendment or addition to this Agreement will be effective only if in writing and signed by both Parties. This Agreement may be executed and delivered in counterparts (including by means of electronic signatures), all of which taken together will constitute one and the same agreement. [signature page follow] Page 2 of 3 [signature page to the CISC Payment Intergovernmental Agreement] The Parties are executing this Agreement to signify their acceptance of all the terms and conditions herein, to be effective as of the Effective Date, regardless of the date of signature. Colorado Information Sh ring Consortium Eagle County By: _ By: Name: Name: Title: 1.XEC TIvt BILE_ Title: Date: FEbkk- II 2O�'ji Date: Town of Eagle Town of Avon By: By: --- Name: Name: h fan tcke _ Title: Title: t r L Date: Date: �'r✓-- j q — / Town of Vail By: a Name: Title: Date: Page 3 of 3