25.04.17 MA Seasons at Avon Mural License Agreement
THE SEASONS AT AVON MURAL LICENSE AGREEMENT
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THE SEASONS AT AVON MURAL LICENSE AGREEMENT
This Seasons at Avon Mural License Agreement (“Agreement”), is entered into by and
between the Town of Avon, a Colorado home rule municipality (“Licensee”), and The
Seasons at Avon Commercial Condominium Association, a Colorado nonprofit
corporation (“Agent”), on April 18, 2025.
RECITALS
Agent is the authorized agent of GAC Avon LP, LLC, the owner of a building located at
137 W. Benchmark Road, Avon, Colorado 81620, also known as “The Seasons at Avon
Building” (“Property”). Licensee desires to install an artistic mural or murals (“Mural”)
on the West facing exterior stucco wall of the Property (“West Wall”) as an aesthetic
enhancement for the Property and a significant landmark that will visually connect the
cultural hubs of the community at the intersection of the Town of Avon’s Library,
Recreation Center, and Civic Center. The location of the West Wall where the Mural will
be located is described in Exhibit A. Agent desires to grant permission to Licensee to install
and maintain the Mural in the location described in Exhibit A in accordance with the terms
of this Agreement.
NOW THEREFORE, IN CONSIDERATION OF MUTUAL PROMISES, the receipt
and sufficiency of which are acknowledged by Licensee and Agent, the parties agree as
follows:
1. Agent hereby grants a non-revocable license to Licensee to install, maintain, repair and
replace the Mural on the surface of the West Wall as more particularly described in
Exhibit A. This license shall commence on June 1, 2025 (“Commencement Date”)
and shall continue until December 31, 2033 (“Initial License Term”); provided,
however, either party may terminate the Initial License Term early by providing the
other party with one hundred eighty (180) days prior written notice. Should the Agent
terminate the Initial License Term early in accordance with the preceding sentence,
Agent shall pay Licensee all of its expenses that were incurred during the term of this
Agreement in connection with the Mural and that will be incurred by the Licensee in
connection with Licensee’s removal of the Mural and restoration of the West Wall
pursuant to Section 6 of this Agreement. Following the Initial License Term, this
Agreement will automatically renew and the license granted hereunder shall be
extended for successive calendar year terms; provided, however, either party may
terminate such extended term by providing the other party sixty (60) days prior written
notice.
2. Prior to installment of the Mural, Licensee shall provide Agent with all artwork and
copy work for approval by Agent and GAC Avon LP, LLC, which approvals shall not
be unreasonably withheld. The Mural shall not contain material that is misleading,
indecent, sexually explicit, libelous, unlawful or that infringes on the rights of third
parties.
THE SEASONS AT AVON MURAL LICENSE AGREEMENT
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3. The installment of the Mural shall be complete within six (6) months following the
Commencement Date or at such other time as the parties may mutually agree.
4. Licensee agrees that it will not aid in the institution or prosecution of any claim,
demand, or compensation for or on account of any damages, loss, or injury either to
person or property, or both, known or unknown, past, present or future, arising from
the installation, maintenance, or repair of the Mural.
5. Licensee agrees that Agent is not liable, and will not assume any liability,
responsibility, or costs for any damage, maintenance, or repair of the Mural
improvements installed or maintained by Licensee under this Agreement. Licensee
shall maintain and repair the Mural in a commercially reasonable manner, appropriate
and consistent with the Property.
6. Upon the expiration of the term of this Agreement, and then only if requested by the
Agent in writing, Licensee shall remove the Mural and restore the West Wall to
substantially the same condition it was in prior to the installation of the Mural normal
wear and tear excepted. If such request is made by the Agent, Licensee shall have a
period of six (6) months following expiration or the earlier termination of the
Agreement’s term to complete such work.
7. Licensee agrees to procure and maintain, at its own cost, a policy or policies of
comprehensive general liability insurance protecting against injury, damage or loss
occurring on the licensed premises in the minimum amount of One Million Dollars
($1,000,000.00). The policy shall include coverage for bodily injury, broad form
property damage (included completed operations), personal injury (including coverage
for contractual and employee acts), blanket contractual, independent contractors, and
products and completed operations. Such insurance shall be endorsed to name Agent
as Certificate Holder and name Agent, and its officers and employees, as well as GAC
Avon LP, LLC as additional insured parties.
8. Each individual executing this Agreement on behalf of the Licensee and Agent
represents and warrants that he or she is duly authorized to execute and deliver this
Agreement on behalf of the Licensee or Agent, respectively, and that this Agreement
is binding upon the parties.
9. No term or condition of this Agreement shall be construed or interpreted as a waiver,
express or implied, of any of the immunities, rights, benefits, protections, or other
provisions of the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-101, et seq.
10. The parties understand and acknowledge that the Town of 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 SEASONS AT AVON MURAL LICENSE AGREEMENT
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the Town of Avon are expressly dependent and conditioned upon the continued
availability of funds beyond the term of the Town of Avon’s current fiscal period
ending upon the next succeeding December 31. Financial obligations of the Town of
Avon 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 the Town of Avon and other applicable law. Upon
the failure to appropriate such funds, this Agreement shall be terminated.
SIGNATURE PAGE FOLLOWS
THE SEASONS AT AVON MURAL LICENSE AGREEMENT
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EXECUTED ON APRIL 18, 2025.
AGENT:
The Seasons at Avon Commercial Condominium Association,
a Colorado nonprofit corporation
By:
Print Name:
Title:
LICENSEE:
Town of Avon,
a Colorado home rule municipality
By:
Print Name:
Title:
Joseph Tarbet
President
Danita Dempsey (Apr 18, 2025 12:07 MDT)
Danita Dempsey
Danita Dempsey
Chief Cultural Officer
THE SEASONS AT AVON MURAL LICENSE AGREEMENT
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EXHIBIT A
The design may also extend onto the concrete wall below the above stucco wall, which
concrete wall is generally depicted below
Seasons at Avon Mural License Agreement
(FINAL 4-17-2025)
Final Audit Report 2025-04-18
Created:2025-04-18
By:Danita Dempsey (ddempsey@avon.org)
Status:Signed
Transaction ID:CBJCHBCAABAAYJrPfnnR1Ytjljb6mQzC8SpXe_Irlqcr
"Seasons at Avon Mural License Agreement (FINAL 4-17-2025)"
History
Document created by Danita Dempsey (ddempsey@avon.org)
2025-04-18 - 2:24:14 PM GMT
Document emailed to Joseph Tarbet (scott@gibsonavecapital.com) for signature
2025-04-18 - 2:26:11 PM GMT
Email viewed by Joseph Tarbet (scott@gibsonavecapital.com)
2025-04-18 - 5:13:48 PM GMT
Document e-signed by Joseph Tarbet (scott@gibsonavecapital.com)
Signature Date: 2025-04-18 - 5:14:17 PM GMT - Time Source: server
Document emailed to Danita Dempsey (ddempsey@avon.org) for signature
2025-04-18 - 5:14:19 PM GMT
Document e-signed by Danita Dempsey (ddempsey@avon.org)
Signature Date: 2025-04-18 - 6:07:01 PM GMT - Time Source: server
Agreement completed.
2025-04-18 - 6:07:01 PM GMT