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12-11-2007 BEAVER CREEK METROPOLITAN DISTRICT SERVICE AGREEMENTr SERVICE AGREEMENT agreement is made and entered into this] This a g - day of i et 2007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon Whose address is P.O. Box 1726, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor'). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance ") of the BCMD vehicles and equipment. Service will be performed on approximately 30 vehicles and equipment, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services ") 2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. 3. Compensation: In consideration of Contractor's services during the term of this Agreement, BCMD will pay Contractor the shop rate of $100.00 per hour for Routine Maintenance and Repair and Replacement. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10'h of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. 4. Terms and Termination: This Agreement will be effective as of January 1, 2008 and will terminate on December 31, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that party, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. 5. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). Page 1 of 3 6. Warranty: Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractor's sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shall be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this -4 � day of vJ k 2007. °l Beaver Creek MetropolitanDistrict By: ` EXECUT this day ofQ 07. TOW OF By: Page 2 of 3 EXHIBIT A "A" PM 3,000 miles or $95.00 hr. Preventive Maintenance 250 hours $100.00 r Plus parts 1/1/08 Inspection sublet "Annual" every 12months $95.00 hr. $100.00 hr. after 1/1/08 Preventive Maintenance `Plus parts & Inspection sublet Page 3 of 3 Memo To: Honorable Mayor and Town Council Thru: Larry Brooks, Town Manager From: Dan Higgins OA� Date: November 27, 2007 Re: Service Agreement with Beaver Creek Metro District Public Works Background: The Town of Avon operates fleet maintenance out of its Swift Gulch facility located at 500 Swift Gulch Road. We have several annual maintenance contracts with neighboring districts. One of our goals is to secure more third party revenue to help reduce the subsidy of our operation. Discussion: Attached is a one -year service agreement for 2008 between the Town and Beaver Creek Metro District Public Works for vehicle and equipment maintenance. Financial Implications: The agreement contains our standard price of $100.00/hour for routine and preventive maintenance as well as repair and replacement. We billed BCMDPW 384 hours of labor ($36,525.00) in 2007. Recommendation: Staff recommends approval of the one -year service agreement with Beaver Creek Metro District. It is considered an Intergovernmental Agreement and according to our Town Charter, 16.2, it must be approved by a 2/3 vote of the Town Council. Town Manager Comments: SERVICE AGREEMENT This agreement is made and entered into this ILL% day of (C0* a2007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon whose address is P.O. Box 1726, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor"). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance ") of the BCMD vehicles and equipment. Service will be performed on approximately 30 vehicles and equipment, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services ") 2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. 3. Compensation: In consideration of Contractor's services during the term of this Agreement, BCMD will pay Contractor the shop rate of $100.00 per hour for Routine Maintenance and Repair and Replacement. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10`h of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. 4. Terms and Termination: This Agreement will be effective as of January 1, 2008 and will terminate on December 31, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that party, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. 5. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). Page 1 of 3 6. Warranty: Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractor's sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shall be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this day of , 2007. Beaver Creek Metropolitan District By: • OZ EXECUTE is —day oQ TOWN F By Page 2 of 3 EXHIBIT A VENGY, "A" PM 3,000 miles or $95.00 hr. $100.00 hr after 1/1/08 Preventive Maintenance 250 hours Plus parts & Inspection sublet "Annual" every 12months $95.00 hr. $100.00 hr. after 1/1/08 Preventive Maintenance Plus parts & Inspection sublet Page 3 of 3 Memo To: Honorable Mayor and Town Council Thru: Larry Brooks, Town Manager From: Dan Higgins 011� Date: November 27, 2007 Re: Service Agreement with Beaver Creek Metro District Public Works Background: The Town of Avon operates fleet maintenance out of its Swift Gulch facility located at 500 Swift Gulch Road. We have several annual maintenance contracts with neighboring districts. One of our goals is to secure more third party revenue to help reduce the subsidy of our operation. Discussion: Attached is a one -year service agreement for 2008 between the Town and Beaver Creek Metro District Public Works for vehicle and equipment maintenance. Financial Implications: The agreement contains our standard price of $100.00/hour for routine and preventive maintenance as well as repair and replacement. We billed BCMDPW 384 hours of labor ($36,525.00) in 2007. Recommendation: Staff recommends approval of the one -year service agreement with Beaver Creek Metro District. It is considered an Intergovernmental Agreement and according to our Town Charter, 16.2, it must be approved by a 2/3 vote of the Town Council. Town Manager Comments: SERVICE AGREEMENT This agreement is made and entered into this _ft day oQft W2007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon whose address is P.O. Box 1726, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor'). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance ") of the BCMD vehicles and equipment. Service will be performed on approximately 30 vehicles and equipment, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services") 2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. 3. Compensation: In consideration of Contractor's services during the term of this Agreement, BCMD will pay Contractor the shop rate of $100.00 per hour for Routine Maintenance and Repair and Replacement. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10'" of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. 4. Terms and Termination: This Agreement will be effective as of January 1, 2008 and will terminate on December 31, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that parry, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. 5. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). Page 1 of 3 6. Warranty: Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractor's sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shalt be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this day of , 2007. Beaver Creek Metropolitan District By: By: �OVVId day o (,2P4 1, Page 2 of 3 EXHIBIT A "A" PM 3,000 miles or $95.00 hr. $100.00 hr after 1/1/08 Preventive Maintenance 250 hours Plus parts & Inspection sublet "Annual" every 12months $95.00 hr. $100.00 hr, after 1/1/08 Preventive Maintenance Plus parts & Inspection sublet Page 3 of 3 SERVICE AGREEMENT This agreement is made and entered into this ei day o 007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon whose address is P.O. Box 1726, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor "). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance ") of the BCMD transit vehicles. Service will be performed on approximately 21 buses or other vehicles, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services ") Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. Compensation: In consideration of Contractor's services during the term of this Agreement, BCMD will pay Contractor the shop rate of $95.00 per hour for Routine Maintenance and Repair and Replacement through December 31, 2007. Effective January 1, 2008 the shop rate will be $100.00 per hour. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10`h of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. Terms and Termination: This Agreement will be effective as of October 1, 2007 and will terminate on September 30, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that party, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). Page 1 of 3 6. Warranty: Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractor's sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shall be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this day of �, 2007. Beaver Cree �,Me ropolit n Distri, l' By: `i EXECUT this ` day o 007. TO N B Page 2 of 3 EXHIBIT A "A" PM Preventive Maintenance Inspection "Annual" Preventive Maintenance Inspection 3,000 miles or 250 hours every 12months $95.00 hr. $100.00 hr after 1/1/08 Plus parts & sublet $95.00 hr. $100.00 hr. after 1/1/08 Plus parts & sublet NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of September 1, 2007. le No. 759 760 646 647 648 649 851 852 839 840 842 844 846 848 762 793 544 555 564 Updated 9 /7/2007 Beaver Creek Transit Fleet List VIN # 1Z9B7DTS56W216159 1Z9B7DTS16W216160 1Z9B6DTS55VV216146 1 Z9B6DTS55VV216147 1Z9l36DTS55VV216148 1Z9B6DTS55VV216149 1Z9B5BSS34VV216251 1 Z9B5BSS54VV216252 15GCD2016T1087492 15GCD2012T1087493 15GCD2016T1087495 15GCD201 XT1087497 15GCD2013T1087499 15GCD2018T1087501 1 GBJ5V1 G27F419462 1 GBJ5V1 GX7F419693 1 GBJ5V1 El 5F502344 1 GBJ5V1 E75F502655 1 GBJ5V1 EX5F502164 Description Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Low -floor diesel bus Diesel bus Diesel bus Diesel bus Diesel bus Diesel bus Diesel bus 34 -pax gasoline bus 34 -pax gasoline bus 30 -pax gasoline bus 30 -pax gasoline bus 30 -pax gasoline bus Page 3 of 3 Comments 2006 Optima 34' 2006 Optima 34' 2005 Optima 34' 2005 Optima 34' 2005 Optima 34' 2005 Optima 34' 2004 Optima 29' 2004 Optima 29' 1996 Gillig 40' 1996 Gillig 40' 1996 Gillig 40' 1996 Gillig 40' 1996 Gillig 40' 1996 Gillig 40' 2007 Chev C5500 2007 Chev C5500 2005 Chev C5500 2005 Chev C5500 2005 Chev C5500 ROBERTSON & MARCHETTI, P.C. Certified Public Accountants December 20, 2007 Town of Avon PO Box 1726 Avon, CO 81620 Re: Service Agreement for Beaver Creek Metro District Vehicles & Equipment Service Agreement for Beaver'Creek Metro District Transit vehicles Enclosed are the District executed copies of the above referenced agreements between Beaver Creek Metropolitan District and the Town of Avon. Please have the Town of Avon execute the agreements and return a copy to the District at: Beaver Creek Metropolitan District PO Box 2560 Edwards, CO 81632 If you need anything further please contact me at (970) 926- 6060,Ext 3 or by email at Kathy @rmpccpa.com. Sincerely, Kathy Lewensten Account Manager Enc 28 Second Street, Suite 213; Edwards, Colorado 81632 Phone: (970) 926 -6060; Fax (970) 926 -6040 Memo To: Honorable Mayor and Town Council Thru: Larry Brooks, Town Manager From: Dan Higgins;, )A` Date: November 27, 2007 Re: Service Agreement with Beaver Creek Metro District (Bus System) Background: The Town of Avon operates fleet maintenance out of its Swift Gulch facility located at 500 Swift Gulch Road. We have several annual maintenance contracts with neighboring districts. One of our goals is to secure more third party revenue to help reduce the subsidy of our operation. Discussion: Attached is a one -year service agreement for 2008 between the Town and Beaver Creek Metro District for Bus maintenance. Financial Implications: The agreement contains our standard price of $100.00/hour for routine and preventive maintenance as well as repair and replacement. We billed BCMD Bus System 1,850 hours of labor ($175,771.00) in 2007. Recommendation: Staff recommends approval of the one -year service agreement with Beaver Creek Metro District. It is considered an Intergovernmental Agreement and according to our Town Charter, 16.2, it must be approved by a 2/3 vote of the Town Council. Town Manager Comments: SERVICE AGREEMENT This agreement is made and entered into this day of� 007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon whose address is P.O. Box 975, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor"). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance") of the BCMD vehicles and equipment. Service will be performed on approximately 51 vehicles and equipment, including approximately 21 transit buses listed in Exhibit A, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services ") 2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. 3. Compensation: In consideration of Contractor's services during the tens of this Agreement, BCMD will pay Contractor the shop rate of $95.00 per hour for Routine Maintenance and Repair and Replacement through December 31, 2007. Effective January 1, 2008 the shop rate will be $100.00 per hour. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10th of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractors cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. 4. Terms and Termination: This Agreement will be effective as of October 1, 2007 and will terminate on September 30, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that party, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. 5. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). 6. Warranty: Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractors sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shall be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this day of , 2007. Beaver Creek Metropolitan District �owN oF9� °z EXECUT thKt\ day of�_, 07. l TOWN � � By: - c���9AU0 EXHIBIT A "A" PM 3,000 miles or $95.00 hr. Comments after 1/1/08 Preventive Maintenance 250 hours Plus parts & Inspection sublet "Annual" every 12months $95.00 hr. 2006 Optima 34' $100.00 hr. after 1/1/08 Preventive Maintenance Plus parts & Inspection sublet NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of September 1, 2007. Vehicle No. Beaver Creek Transit Fleet List VIN # Description Comments 759 1Z9B7DTS56W216159 Low -floor diesel bus 2006 Optima 34' 760 1Z9B7DTS16W216160 Low -floor diesel bus 2006 Optima 34' 646 1Z9B6DTS55VV216146 Low -floor diesel bus 2005 Optima 34' 647 1Z9B6DTS55VV216147 Low -floor diesel bus 2005 Optima 34' 648 1Z9B6DTS55VV216148 Low -floor diesel bus 2005 Optima 34' 649 1Z9B6DTS55VV216149 Low -floor diesel bus 2005 Optima 34' 851 1Z9B5BSS34VV216251 Low -floor diesel bus 2004 Optima 29' 852 1Z9B5BSS54VV216252 Low -floor diesel bus 2004 Optima 29' 839 15GCD2016T1087492 Diesel bus 1996 Gillig 40' 840 15GCD2012T1087493 Diesel bus 1996 Gillig 40' 842 15GCD2016T1087495 Diesel bus 1996 Gillig 40' 844 15GCD201XT1087497 Diesel bus 1996 Gillig 40' 846 15GCD2013T1087499 Diesel bus 1996 Gillig 40' 848 15GCD2018T1087501 Diesel bus 1996 Gillig 40' 762 1GBJ5V1G27F419462 34 -pax gasoline bus 2007 Chev C5500 793 1GBJ5V1GX7F419693 34 -pax gasoline bus 2007 Chev C5500 544 1 GBJ5V1 E15F502344 30 -pax gasoline bus 2005 Chev C5500 555 1 GBJ5V1 E75F502655 30 -pax gasoline bus 2005 Chev C5500 564 1GBJ5V1EX5F502164 30 -pax gasoline bus 2005 Chev C5500 UpUGICU W / /LUU / Formatted: Font: Times New Roman, 12 pt Memo To: Honorable Mayor and Town Council Thru: Larry Brooks, Town Manager From: Dan Higgins, A Date: November 27, 2007 Re: Service Agreement with Beaver Creek Metro District (Bus System) Background: The Town of Avon operates fleet maintenance out of its Swift Gulch facility located at 500 Swift Gulch Road. We have several annual maintenance contracts with neighboring districts. One of our goals is to secure more third party revenue to help reduce the subsidy of our operation. Discussion: Attached is a one -year service agreement for 2008 between the Town and Beaver Creek Metro District for Bus maintenance. Financial Implications: The agreement contains our standard price of $100.00/hour for routine and preventive maintenance as well as repair and replacement. We billed BCMD Bus System 1,850 hours of labor ($175,771.00) in 2007. Recommendation: Staff recommends approval of the one -year service agreement with Beaver Creek Metro District. It is considered an Intergovernmental Agreement and according to our Town Charter, 16.2, it must be approved by a 2/3 vote of the Town Council. Town Manager Comments: SERVICE AGREEMENT This agreement is made and entered into this day of 007 by and between Beaver Creek Metropolitan District whose address is P.O. Box 2560, Edwards Colorado, 81632 (hereafter know as "BCMD ") and the Town of Avon whose address is P.O. Box 975, 500 Swift Gulch Road, Avon, Colorado, 81620 (hereafter designated as "Contractor"). RECITAL In consideration of the obligation of BCMD to pay the Contractor as herein provided and in consideration of the other terms and conditions hereof, the parties agree as follows: Contractor Services: Contractor will, during the term of this Agreement, provide: (a) Routine maintenance and preventive maintenance ( "Routine Maintenance ") of the BCMD vehicles and equipment. Service will be performed on approximately 51 vehicles and equipment, including approximately 21 transit buses listed in Exhibit A, although the number of vehicles serviced may be increased or decreased in BCMD's sole discretion; provided, the combined number of vehicles and equipment shall not exceed 75 without the approval of Contractor. Routine Maintenance will be performed at least every 3,000 miles or 250 hours of use. Routine Maintenance shall consist of those services outlined in Exhibit A attached hereto. (b) Repair and replacement work as requested by BCMD ( "Repair and Replacement "). No payment for any Repair and Replacement shall be due unless BCMD has approved of such charges. Services may be commenced with verbal approval by BCMD. of a written estimate submitted by Contractor. Repair and Replacement includes, without limitation, transmissions repairs, engine repairs, rear end repairs and any other work or repairs exceeding $2,000.00. BCMD acknowledges that subcontractors will perform certain repair work. Contractor shall be responsible for assuring that all such subcontracted work will be performed promptly and in accordance with the terms and conditions of this Agreement. (collectively the "Services ") 2. Facilities: Contractor represents that its facilities are in good repair and adequately equipped and that it has a sufficient staff to perform all work in a timely manner. All Routine Maintenance shall be completed within 24 hours of any vehicle being brought to Contractor's facility. 3. Compensation: In consideration of Contractor's services during the term of this Agreement, BCMD will pay Contractor the shop rate of $95.00 per hour for Routine Maintenance and Repair and Replacement through December 31, 2007, Effective January 1, 2008 the shop rate will be $100.00 per hour. Materials and sublet work shall be charged at cost plus ten percent. Invoice shall be issued by the 10'h of each month for services performed the previous month. Payment shall be remitted within ten (10) days of receipt of invoice. Contractor's Fueling Facilities may be used by BCMD. The cost of Unleaded Gasoline and Diesel Fuel will be at the Contractor's cost plus ten percent. Contractor's vehicle washing facility may be used by BCMD. Contact TOA for current wash rates. 4. Terms and Termination: This Agreement will be effective as of October 1, 2007 and will terminate on September 30, 2008 unless either party fails to substantially perform the duties and obligations in accordance herewith. In such an event, the other party may terminate this Agreement upon seven (7) days written notice to that party, unless that party cures the breach within the seven (7) day remedy period. Either party may terminate this Agreement without cause upon 30 Days written notice. 5. Relationships and Taxes: The relationship between the parties is that of independent contracting parties, and nothing herein shall be deemed or construed by the parties hereto or by any third party as creating a relationship of principal and agent or partnership, or of a joint venture between the parties. Contractor shall be solely responsible for any tax, withholding or contribution levied by the Federal Social Security Act. Contractor is not entitled to unemployment compensation or other employment related benefits, which are otherwise made available by BCMD to its employees. Contractor shall provide BCMD an original of its Form W -9 (Request for Taxpayer Identification Number of Certification). 6. Warranty. Contractor shall perform all Services in a prompt, efficient and workmanlike manner. Contractor shall promptly correct any defective work. This warranty shall be in lieu of all other warranties, express or implied. Contractor's sole liability hereunder, whether in tort or in contract, is expressly limited to the warranty provided for herein. 7. Assignment: Contractor's duties hereunder requires particular expertise and skills, and may not be assigned to any third party without the expressed written consent of BCMD, and any attempt to do so shall render this Agreement null and void and no effect as respects the assignee (s) and shall constitute an event of default by Contractor. 8. Waiver: Failure to insist upon strict compliance with any terms, covenants, and/ or conditions hereof shall not be deemed a waiver of such term, covenant, or condition, nor shall any waiver or relinquishment of any right or power hereunder at any time or more times be deemed a waiver or relinquishment of such right or power at any other time or times. 9. Benefit: The terms, provisions, and covenants contained in this Agreement shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest, and legal representatives except as otherwise herein expressly provided. 10. Situs and Severability: The laws of the State of Colorado shall govern the interpretation, validity, performance and enforcement of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. 11. Modification: This Agreement contains the entire agreement between the parties, and no agreement shall be effective to change, modify, or terminate in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification, or termination is sought. EXECUTED this day of , 2007. Beaver Creek Metropolitan District -� �t� EXECUT this �� day of 07. o s.� TOWN By ��� � EXHIBIT A "A" PM 3,000 miles or $95.00 hr. Comments $100.00 hr after 1/1/08 Preventive Maintenance 250 hours Plus parts & Inspection sublet "Annual" every 12months $95.00 hr. 2006 Optima 34' $100.00 hr. after 1/1/08 Preventive Maintenance Plus parts & Inspection sublet NOTE: Included as a part of Exhibit A is the vehicle listing applicable to this agreement as of September 1, 2007. Vehicle No. Beaver Creek Transit Fleet List VIN # Description Comments 759 1Z9B7DTS56W216159 Low -floor diesel bus 2006 Optima 34' 760 1Z9B7DTS16W216160 Low -floor diesel bus 2006 Optima 34' 646 1Z9B6DTS55W216146 Low -floor diesel bus 2005 Optima 34' 647 1Z9B6DTS55W216147 Low -floor diesel bus 2005 Optima 34' 648 1Z9B6DTS55W216148 Low -floor diesel bus 2005 Optima 34' 649 1Z9B6DTS55W216149 Low -floor diesel bus 2005 Optima 34' 851 1Z9l35BSS34W216251 Low -floor diesel bus 2004 Optima 29' 852 1Z9B5BSS54W216252 Low -floor diesel bus 2004 Optima 29' 839 15GCD2016T1087492 Diesel bus 1996 Gillig 40' 840 15GCD2012T1087493 Diesel bus 1996 Gillig 40' 842 15GCD2016T1087495 Diesel bus 1996 Gillig 40' 844 15GCD201XT1087497 Diesel bus 1996 Gillig 40' 846 15GCD2013T1087499 Diesel bus 1996 Gillig 40' 848 15GCD2018T1087501 Diesel bus 1996 Gillig 40' 762 1GBJ5V1G27F419462 34 -pax gasoline bus 2007 Chev C5500 793 1 GBJ5V1 GX7F419693 34 -pax gasoline bus 2007 Chev C5500 544 1GBJ5V1E15F502344 30 -pax gasoline bus 2005 Chev C5500 555 1 GBJ5V1 E75F502655 30 -pax gasoline bus 2005 Chev C5500 564 1 GBJ5V1 EX5F502164 30 -pax gasoline bus 2005 Chev C5500 upaatea w Ilzou i F Font: Times New Roman, 12 t