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12-31-2014 IGA Leased Office Space At The Swift Gulch Transportation BuildingINTERGOVERNMENTAL AGREEMENT FOR LEASED OFFICE SPACE AT THE SWIFT GULCH SWIFT GULCH TRANSPORTATION BUILDING, TOWN OF AVON THIS INTERGOVERNMENTAL AGREEMENT (=IGA ") is entered into on December 31, 2014, between the Education Foundation of Eagle County (`EFEC "), doing business as a Colorado non- profit, whose address is P.O. Box 1£533, Avon, Colorado $1620 and the Town of Avon ( "Avon'), a Colorado Home rule municipality, located at One Lake Street, Avon, Colorado (individually at "Party" and collectively, the "Parties "). This IGA sets forth the terms and conditions for EFEC to lease office space from Avon for use of administrative purposes at the Swift Gulch Transportation Building located at 500 Swift Gulch Road. RECITALS WHEREAS. Avon has granted EFEC though the 2015 Community Grant cycle use of one office space in the Swift Gulch Swift Gulch Transportation Building, 500 Swift Gulch Road, to provide administrative office space to be used by EFEC personnel: and WHEREAS, Avon owns and will continue to oversee the Swift Gulch Transportation Building at this location, and may continue to sublease the other available office spaces to other entities, or continue to use such spaces for town usage, and WHEREAS, the Parties anticipate that EFEC will lease the office spaces, as contemplated herein, throughout the period of one year: and WHEREAS, this IGA is authorized pursuant to §29 -1 -201 and §30 -11 -101, Colorado Revised Statutes, as amended, and Article XIV, Section 18, of the Colorado Constitution. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Avon and EFEC, the Parties do hereby agree as follows: 1. Term. The term (`Term ") of this IGA shall be for one (1) year, commencing January 1, 2015 and ending December 31, 2015, unless earlier terminated as herein afte rovided. 2. Premises. EFEC shall lease office space identified as A,2+6 within the Swift Gulch Transportation Building, as depicted on Erhihit A. for use as office and storage space for the term of this IGA. In addition, EFEC shall have access to and use of common areas, including and limited to: bathrooms, hallways, break room/kitchen. EFEC understands that Avon shall utilize other spaces in the Premises for its own use and that Avon will also use common areas. 3. Lease.Pavment Amount During the term of this IGA the following stipulations are set forth. a. Rent shall be calculated at the amount of $0.00 per square foot, or an annual amount of $0.00 and Avon -EFEC IGA for OFFICE SPACE DURING 2015 December 30.2013 - FINAL Page I of 4 b. The utility charges, including water, sewer and natural gas, and electricity will be paid by Avon. c. Employee personal vehicles will use the designated parking spots on the southeast side of the Swift Gulch Transportation Building. Employee or visitor vehicles are allowed only during hours working for EFEC. 4. Limits on Use. No other services by Avon are included other than those explicitly listed herein. Other uses of the Premises are not permitted without Avon's written consent and will be considered a breach of this IGA. 'The following additional limitations on use apply: (a) EFEC agrees that use of the Premises is "at your own risk" (b) Office spaces shall be those designated by Avon in accordance with this ]GA. (c) EFEC agrees to immediately notify Avon of any defects or dangerous conditions in and about the Premises of which EFEC becomes aware. EFEC agrees to reimburse Avon, upon demand by Avon, for the cost of repairing any damage to the Premises caused by acts or omissions of EFEC. 5. Facilities. Avon represents that its facilities are adequately equipped to offer the services described herein. 6. Termination. EFEC or Avon may terminate this IGA without cause by providing at least two () months prior written notice to the other Party In the event of any material breach of this IGA by EFEC, the Avon may terminate this IGA immediately upon providing written notice of termination to EFEC. 7. Liabiti and Indemnification. EFEC, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors, or omissions of Avon or of any officer or employee thereof. Likewise, Avon, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors or omissions of EFEC or by an - officer or employee thereof: EFEC agrees to indemnify, defend and hold harmless to the extent allowed by law, Avon, its respective agents, officers, servants and employees of and from any and all loss, costs, damage. injury, liability, claims, liens, demands, action and causes of action whatsoever, arising out of or related to EFEC's intentional or negligent acts, errors, or omissions or that of its agents, officers, servants, and employees. whether contractual or otherwise. Likewise, Avon agrees to indemnify, defend and hold harmless to the extent allowed by law, EFEC,. its respective agents, officers, servants and employees of and from any and all loss. costs. damage injury, liability, claims, liens, demands, action and causes of action whatsoever arising out of or related to Avon's intentional or negligent acts errors or omissions or that of its agents, officers, servants and employees, whether contractual or otherwise. 8. Insurance. The parties must carry valid insurance for any .individuals and property that are involved in use of the Premises. Avon is not liable for damage to EFEC owned property, or any property owned by others and included in a service agreement operated by EFEC, while located on the Premises, including acts of vandalism, theft, or comprehensive damage of same vehicles, unless such damage or theft is caused by the negligent operation or management of the Town. The Parties must each carry property damage and general liability insurance policies, Arun -EFEC !GA for OFFICE SPACE DURING 2015 December 30.2014 « FINAL Page 2 of 4 each in the amount of $1,000,000 per occurrence and $2,000,000 aggregate. 9. Relationship of the Parties. The relationship between the Parties is that of independent contractor, and nothing herein shall be deemed or construed as creating a relationship of principal and agent, partnership, joint ventui -e, or ownership interest. in the real property. 10. No Waiver of Governmental lmmuni . Nothing in this IGA shall be construed to waive limit, or otherwise modify any governmental immunity that may be available by law to Avon, its respective officials, employees, contractors, or agents, or any other person acting on behalf of Avon, and, in particular, governmental immunity afforded or available pursuant to the Colorado Governmental Immunity Act, Title 24, Article 10, Part i of the Colorado Revised Statutes. 11. Notice. Any notice, demand, or other communication required: or permitted to be given by any provision of the Lease shall be given in writing, delivered personally or sent by certified or registered mail, postage prepaid and return receipt requested, or by overnight courier, with shipping charges prepaid, address as follows: To Avon: Town of Avon Attn: Town Clerk One Lake Street P.O. Box 975 Avon, CO 81620 Ph.. 970 - 7484000 Fax: 970 -748- To EFEC: EFEC Attn: Julie Norberg P.O. Box 18533 Avon, CO 81620 Ph.. 801- 870 -0891 12. No Third-PaM Beneficiaries. Nothing contained in this IGA is intended to or shall create a contractual relationship with, cause of action in favor of, or claim for relief for, any third -party, including any agent, sub - consultant or sub- contractor of Avon or Education Foundation of Eagle County Absolutely no third -party beneficiaries are intended by this IGA. Any third -party receiving a benefit from this IGA is an incidental and unintended beneficiary only 11 Signature Page Followv le Avon -EFEC IGA for OFFICE SPACE DURING 2015 Dece»t*r 30.2014 - FINAL Part 3 of IN WITNESS WIIEREOF, the Parties hereto have executed this IGA the day and year first above written. TOWN OF AVON ATTEST- 2 d a )io Ponw- Debbie Hoppe. To W Clerk TOWN OF AVON. STATE OF COLORADO, By and Through Its MAYOR BC AfirTr Seo-�h (�a;.ctlti -� Date: APPROVED AS TO FORM: B c Eric J. } i1, Town Attorney EDUCATION FOUNDATION OF EAGLE. COUNTY KK1 EDUCATION FOUNDATION OF EAGLE COUNTY, By and Through Its ADMINISIRATIV'E DIRECTOR By: r ' Norberg . dministrative Director Date: /` hs- Avon-EFEC. IGA for OFFICE SPACE Dt;RING 2015 December 30.2014 FINAL page of REUSgSE Of OOCUNENI9: iHE9E OOCYNEf13 •NO OE9KN9 PRONOEO BY PROP64gHLL SERNXE IHCORPOR.R1Ep HERpN, NIE THE PROPFRT' M [ON 9YRX N10 ME NOi l0 BE USED, IN WNOLE 011 PMii, NR IY11' OTHER PR61ER WIINWT IHE YMOIEN NRHORiU0g1 Of CON 9NHH. oy e 3 S � u�E SB' -10• 6' 10 ---- -- -- ---- --- E > I m I _ I m R H CD ZE 1 a L� I z : a J b I m0 I " - o —O D m T z = a 1 n o 1 1 I € ° . .._ I m 2F'� � — � -- - c - - -- - - -- — - -� - G) - - Ir C " I -o• R,_o. ,._ . B._o. ._o. R,NO. cn it a IL' -o' 10' -0' M —I g o a m gA a m� �a g� 1 4± 1 ACC?R " CERTIFICATE OF LIABILITY INSURANCE 1/DATE (.M/DD/Y 5/2015YVV) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Jen Davis NAME: PHONE No . (970) 926 -1717 n/c No: (970) 926 -1722 Alpine Insurance Agency of Edwards, Inc. E -MAIL ADDRESS: en @AIAEdwards.com 0225 Main Street 0 -205 INSURER(S) AFFORDING COVERAGE NAIC # P.O. BOX 2240 INSURER A:Philadel hia Indemnity Ins CO EACH OCCURRENCE Edwards CO 81632 INSURED INSURER B INSURER C: Education Foundation of Eagle County, DBA: INSURER D DAMAGE TO RENTED PREMISES Ea occurrence PO BOX 18533 INSURER E CLAIMS -MADE lxl OCCUR X INSURER F PHPK1219161 Avon CO 81620 COVERAGES CERTIFICATE NUMBER:CL1412512770 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM /DD /YYYY POLICY EXP MM /DD /YYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence $ 1,00 0 000 A CLAIMS -MADE lxl OCCUR X PHPK1219161 9/18/2014 9/18/2015 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 X Professional Liability GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP /OP AGG $ 2,000,000 X POLICY PRO LOG Professional Liability $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED HIRED AUTOS AUTOS UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ WORKERS COMPENSATION WC STATU- I OTH- AND EMPLOYERS' LIABILITY YIN TORY LIMITS ER ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? ❑ N I A E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT I $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Certificate Holder is listed as an additional insured on the General Liability policy. Location: 500 Swift Gulch Road, A -214, Avon, CO, 81620 CERTIFICATE HOLDER CANCELLATION ACORD 25 (2010/05) INSn95 i ?n1nnsi m © 1988 -2010 ACORD CORPORATION. All rights reserved. Thn AfYlRrl nn— nnr1 I^m^ ern rnnicfnrnrf ­roc of Ar`rl0rl SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Town of Avon ACCORDANCE WITH THE POLICY PROVISIONS. its officers, employees and agents AUTHORIZED REPRESENTATIVE PO BOX 975 Avon, CO 81620 Jen Davis /JUST1Y��� ACORD 25 (2010/05) INSn95 i ?n1nnsi m © 1988 -2010 ACORD CORPORATION. All rights reserved. Thn AfYlRrl nn— nnr1 I^m^ ern rnnicfnrnrf ­roc of Ar`rl0rl