01-16-2017 Host Site Agreement Major League TriathlonHOST SITE AGREEMENT
Major League Triathlon
THIS HOST SITE AGREEMENT ("Agreement"), is made effective as of January 16,
2017 (the "Effective Date"), by and between Major League Triathlon, LLC, a Delaware
limited liability company ("MLT"), and the Town of Avon, Colorado, a home rule municipality
of the State of Colorado ("Host"). Each of MLT and Host may be referred to herein as a "Party"
or collectively as the "Parties."
RECITALS:
WHEREAS, MLT's mission is to create greater awareness, recognition and love of the
sport of triathlon through the organization of triathlon events in which both professionals and
amateurs participate, consisting in part of professional races, fun runs and engaging events for
spectators and participants (collectively, the "MLT Events") and MLT issued an RFP soliciting
responses from potential hosts for the MLT Events (the "RFP");
WHEREAS, Host is responsible for the operation of property located in Avon, Colorado
and commonly known as Harry A Nottingham Park Lake and Performance Pavilion, which
includes spaces suitable for special events, more particularly described in Exhibit "A" attached
hereto (the "Premises");
WHEREAS, Host submitted a response to the RFP, which MLT has accepted; and
WHEREAS, the Parties hereto desire that MLT Events be held on the Premises, subject
to the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the Premises and the respective undertakings of
the Parties hereinafter set forth, it is hereby agreed as follows:
ARTICLE I
Events
1.1 Events, Generally. The MLT Events shall take place on the Premises from August 25, 2017
through August 27, 2017, and as more particularly described in Exhibit "B" attached hereto.
The MLT Events for 2018 will take place at a mutually agreed upon date to be determined.
1.2 Changes. The Parties hereby agree that MLT has the right to add, cancel or revise the
occurrence, timing or organization of any of the MLT Events in its sole discretion; provided,
however, that the number of MLT Events shall remain substantially similar to those set forth
in Exhibit B and that the MLT Events shall take place within the date range set forth in
Section 1.1.
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ARTICLE II
Host Services
2.1 Host shall provide the services set forth in Exhibit "C" attached hereto and incorporated
herein (the "Host Services"). Host shall be responsible for the full costs of performing the
Host Services.
ARTICLE III
MLT Services
3.1 MLT shall provide the services set forth in Exhibit "D" attached hereto and incorporated
herein (the "MLT Services"). MLT shall be responsible for the full costs of performing the
MLT Services.
ARTICLE IV
Licenses
4.1 License for Host Marks. Host grants to MLT an MLT Event -specific, non-exclusive, non-
transferable, royalty -free license to use the Host's name, logos, trademarks, trade dress or
other indicia of Host's identity (collectively, the "Host Marks") in connection with point-of-
purchase materials, packaging, collateral, public relations materials, MLT web sites, print
(including newspaper, magazine, direct -to -consumer, outdoor, FSIs), in-theater/cinema, in-
flight, radio (broadcast and subscription service), industrial and in B -Roll footage or stills
created of Host providing the Host Services (collectively, the "Licensed Materials") for the
MLT Events. The Licensed Materials may be produced in an unlimited quantity. MLT may
use the Host Marks and Licensed Materials in perpetuity for internal business purposes.
4.2 License for MLT Marks. MLT grants to Host an MLT Event -specific, non-exclusive, non-
transferable, royalty -free license to use MLT's name, logos, trademarks, trade dress or other
indicia of MLT's identity (collectively, the "MLT Marks;" the Host Marks and the MLT
Marks being collectively referred to as the "Marks") in connection with the Licensed
Materials for the MLT Events. The Licensed Materials may be produced in an unlimited
quantity. Host may use the MLT Marks and Licensed Materials in perpetuity for internal
business purposes.
4.3 Ownership of Marks. MLT acknowledges the ownership of the Host Marks in Host and
Host acknowledges the ownership of the MLT Marks in MLT. Each Party agrees that it will
do nothing inconsistent with such ownership and that all use of the Marks by each Party shall
inure to the benefit of and on behalf of their respective owner and its members. Each Party
agrees that nothing in this Agreement shall give it any right, title or interest in the other
Party's Marks, other than the right to use the Marks in accordance with this Section and each
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Party agrees that it will not attack the title of the other Party to its Marks or attack the validity
of the licenses granted herein.
4.4 Quality Control. Each Party has the right to exercise quality control over the other Party's
use of its Marks on and in connection with Licensed Materials for the MLT Events so as to
maintain the validity of the Marks and to protect the goodwill associated therewith. Each
Party agrees to cooperate with the other Party in facilitating the owner's control of the nature
and quality of the other's use of the Marks in connection with the Licensed Materials, and to
supply the other Party with specimens of all uses of such Party's Marks upon request. Each
Party shall comply with all applicable laws and regulations and obtain all appropriate
government approvals pertaining to the Licensed Materials. Such right of approval shall be
exercised at the pre -production stage only, and only to the extent necessary to assure that the
Licensed Materials are in good taste and not incompatible with any Party's image, stature
and dignity, and do not violate the terms of this Agreement or any other agreement to which
a Party is a party. Any approvals required hereunder may not be unreasonably withheld or
delayed, it being understood and agreed that any Licensed Materials received by a Party for
more than ten (10) business days without comment shall be deemed approved. Host has the
right to approve Host team's mascot.
4.5 Form of Use. Each Party will use the Marks only in the formats approved by each Party and
depicted in Exhibit "E" attached hereto. Each Party will reproduce only high-quality images
of the Marks in its Licensed Materials. No Party will crop, distort or otherwise change the
Marks in any manner. Each Party will supply reproduction -quality copies of its Marks upon
request.
4.6 Infringement Proceedings. Each Party agrees to notify the other of any unauthorized use of
the other Party's Marks by third parties promptly as it comes to such Party's attention.
4.7 Effect of Termination. Upon termination of this Agreement, except for use of the Marks for
internal business purposes, each Party agrees to immediately discontinue all use of the other
Party's Marks and any term or symbol confusingly similar thereto, and that all rights in the
Marks and the goodwill connected therewith shall remain the property of the respective
Parties.
ARTICLE V
Term of Agreement; Termination of Agreement
5.1 Term. The term ("Term") of this Agreement shall commence as of the Effective Date, and
shall expire on December 31, 2018, unless amended or terminated as hereinafter provided.
5.2 Termination by Either Party. Either Party may terminate this Agreement:
A. If a Party fails to comply with any of its obligations under this Agreement at the time or
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times and in the manner required under this Agreement, provided that the non -defaulting
Party first give the defaulting Party thirty (30) days' prior notice of such default or breach
and the defaulting Party fails to commence curing any default or breach within such thirty
(30) day period or after commencing the same fails to pursue the curing of such default
with due diligence (provided that such default must in all circumstances be cured within a
maximum period which shall not exceed sixty (60) days); or
B. If a Party files a petition to be adjudicated a bankrupt or for reorganization or
arrangement under the bankruptcy laws of any State or of the United States, or if a
petition is filed against a Party to have it adjudicated a bankrupt and such petition is not
dismissed within sixty (60) days after filing; or
C. If an assignment for the benefit of creditors is made by a Party, or if a receiver or trustee
of a Party's rights or interests (which include or consist of the rights and interest of a
Party hereunder) is appointed pursuant to any judicial proceeding and such proceeding is
not dismissed, and the receiver or trustee discharged, within sixty (60) days after such
appointment; or
D. If a Party shall commit any act of fraud or embezzlement or similar dishonesty with
respect to the other.
5.3 Termination by Host. Host may elect to not appropriate funds on or before December 31,
2017 for the year two event in 2018 and Host may then elect to terminate this Agreement
without penalty or liability to MLT.
5.4 Termination by MLT. MLT may terminate this Agreement, without penalty or liability:
A. If the land and improvements of the Premises are damaged by a casualty event or are
taken in part or whole as a result of the exercise of (or transfer in avoidance of the exercise
of) the power of eminent domain, such that MLT decides, in its reasonable discretion, that
the Premises are no longer suitable for the MLT Events.
B. If MLT fails to have a 2018 season
C. If the Town of Avon fails to appropriate funds to cover the host services (Exhibit C) for
year two (2).
5.5 Rights after Termination. The rights and remedies herein granted are cumulative and in
addition to the rights and remedies provided by law; the exercise by either Party of one or
more rights or remedies shall not impair its right to exercise any other right or remedy.
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ARTICLE VI
Indemnity
6.1 To the fullest extent permitted by law, MLT shall indemnify and defend the Host, its
members, affiliates, officers, directors, partners, employees, and agents (collectively referred
to as the "Host" for the purposes of this Section 6.1) from and against all claims, damages,
losses and expenses, including but not limited to reasonable attorney's fees (collectively
referred to "Losses"), arising from this Agreement, provided that (a) any such claim,
damage, loss or expense is caused by any negligent act or omission of (i) MLT, (ii) anyone
directly or indirectly employed by MLT or (iii) anyone for whose acts MLT may be liable;
and (b) such indemnification shall not apply to the extent that such Losses are caused by the
negligence of the Host or other party indemnified hereunder.
ARTICLE VII
Insurance
7.1 MLT's Insurance Obligations. MLT shall obtain and shall continuously maintain during
the term of this Agreement insurance of the kind and in the minimum amounts specified in
this Sub -Section 7.1. The Required Insurance shall be procured and maintained with
insurers with an A- or better rating as determined by Best's Key Rating Guide. All Required
Insurance shall be continuously maintained to cover all liability, claims, demands, and other
obligations assumed by the Contractor.
MLT shall secure and maintain the following ("Required Insurance"):
A. Commercial Liability Insurance. Commercial general liability insurance, with amounts
not less than $1,000,000 combined single limit for each occurrence and $2,000,000 for
the aggregate of all occurrences within each policy year, covering each of the following:
bodily injury, death, or property damage liability per occurrence, personal and advertising
injury, general aggregate, products and completed operations, and "all risk legal
liability", and also host and general liquor liability covering the service of alcoholic
beverages in the same amounts listed above and at the MLT Events.
B. Worker's Compensation Insurance. Worker's Compensation Insurance in the minimum
amount required by applicable law for all employees and other persons as may be
required by law. Such policy of insurance shall be endorsed to include the Host as a
Certificate Holder.
C. Comprehensive Automobile Liability Insurance. Comprehensive Automobile Liability
insurance with minimum combined single limits for bodily injury of not less than of One
Hundred Thousand Dollars ($100,000.00) each person and each accident and for property
damage of not less than Fifty Thousand Dollars ($50,000.00) each accident with respect
to each of the MLT's owned, hired and non -owned vehicles assigned to or used in
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performance of the Agreement. The policy shall contain a severability of interests
provision. Such insurance coverage must extend to all levels of subcontractors. Such
coverage must include all automotive equipment used in the performance of the
Agreement, both on the work site and off the work site, and such coverage shall include
non -ownership and hired cars coverage. Such insurance shall be endorsed to name the
Host as Certificate Holder and name the Host, and its elected officials, officers,
employees and agents as additional insured parties.
7.2 Additional Requirements for All Policies. In addition to specific requirements imposed on
insurance by this Article VII INSURANCE and its subsections, insurance shall conform to
all of the following:
A. For both MLT Insurance and Required Insurance, all policies of insurance shall be
primary insurance, and any insurance carried by the Host, its officers, or its employees shall
be excess and not contributory insurance to that provided by the MLT; provided, however,
that the Host shall not be obligated to obtain or maintain any insurance whatsoever for any
claim, damage, or purpose arising from or related to this Agreement. MLT shall not be an
insured party for any Host -obtained insurance policy or coverage.
B. For both MLT Insurance and Required Insurance, MLT shall be solely responsible for
any deductible losses.
C. For Required Insurance, no policy of insurance shall contain any exclusion for bodily
injury or property damage arising from completed operations.
D. MLT shall immediately notify Host of any notice of any cancellation, termination, or
a material change in any insurance policy.
7.3 Failure to Obtain or Maintain Insurance. MLT's failure to obtain and continuously
maintain policies of insurance in accordance with this Article VII INSURANCE and its
subsections shall not limit, prevent, preclude, excuse, or modify any liability, claims,
demands, or other obligations of MLT arising from performance or non-performance of this
Agreement. Failure on the part of MLT to obtain and to continuously maintain policies
providing the required coverage, conditions, restrictions, notices, and minimum limits shall
constitute a material breach of this Agreement upon which the Host may immediately
terminate this Agreement, or, at its discretion, the Host may procure or renew any such
policy or any extended reporting period thereto and may pay any and all premiums in
connection therewith, and all monies so paid by the Host shall be repaid by MLT to the Host
immediately upon demand by the Host, or at the Host's sole discretion, the Host may offset
the cost of the premiums against any monies due to the Contractor from the Host pursuant to
this Agreement.
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7.4 Insurance Certificates. At least sixty (60) days prior to the event(s) in this Agreement,
MLT shall submit to the Host certificates of insurance for all Required Insurance. Insurance
limits, term of insurance, insured parties, and other information sufficient to demonstrate
conformance with this Article VII INSURANCE and its subsections shall be indicated on
each certificate of insurance. Certificates of insurance shall reference the event as identified
on the first page of this Agreement. Host may request and MLT shall provide within three
(3) business days of such request a current certified copy of any policy of Required Insurance
and any endorsement of such policy. Host may, at its election, withhold payment until the
requested insurance policies are received and found to be in accordance with the Agreement.
ARTICLE VIII
Representations and Warranties
8.1 Mutual Representations. Each Party hereby represents and warrants (i) that it is duly
organized, validly existing and in good standing under the laws of its jurisdiction of
incorporation or organization; (ii) that the execution and performance of this Agreement will
not conflict with or violate any provision of any law having applicability to such Party; (iii)
that this Agreement, when executed and delivered, will constitute a valid and binding
obligation of such Party and will be enforceable against such Party in accordance with its
terms; (iv) that it is sound financially and fully capable of undertaking all the obligations and
commitments as set forth hereunder; (v) that it shall perform all services required hereunder in
a good and workmanlike manner; and (vi) that, in the discharge of its duties hereunder, shall
comply with all applicable laws, ordinances, and other regulations of all United States, State
of Colorado, the Town of Avon, and all related authorities and all professional regulatory
authorities, and all event, alcohol, and other permits and licenses.
8.2 Representations of Host. Host warrants and represents that Host is now and shall
remain during the Term a patron of MLT and MLT sponsors, products and services, and that
any statements Host has made or will make during the Term concerning MLT and MLT
sponsors, products and services reflect Host's true and honest opinion of and experience with
MLT products and services.
8.3 Disclaimer. EXCEPT AS EXPRESSLY REPRESENTED OR WARRANTED
HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL
SERVICES PERFORMED BY MLT ARE PROVIDED "AS IS," AND MLT DISCLAIMS
ANY AND ALL OTHER PROMISES, REPRESENTATIONS AND WARRANTIES,
WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY
IMPLIED WARRANTIES CONTAINED IN THE RFP. SPECIFICALLY, MLT DOES
NOT WARRANT (1) ATTENDANCE OF OR PARTICIPATION IN THE MLT EVENTS
BY SPECTATORS OR ATHLETES; OR (2) THAT THE MLT EVENTS WILL RESULT IN
ANY PROFITABILITY OR ANY FINANCIAL BENEFITS TO HOST OR HOST'S
SURROUNDING CITY OR TOWN.
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ARTICLE IX
Miscellaneous
9.1 Independent Contractor Agreement. Not applicable.
9.2 Notices. Any notice or demand which any Party is required or may desire to give or deliver
to or make upon any other Party shall be in writing and may be personally delivered or given
or made by United States registered or certified mail, addressed as follows:
To MLT at: Daniel Cassidy, 4305 Jasmin May Drive, Charlotte, NC, 28226,
[Daniel@majorleaguetri. com]
To Host at: Virginia Egger, One Lake Street, P.O. Box 975, Avon, CO, 81620,
vegger(aavon.org
With Copy to: Danita Dempsey, One Lake Street, P.O. Box 975, Avon, CO,
81620, ddempsey(& von.org.
Either Party may designate a different address for itself by giving written notice to the other
Party. Any notice or demand so given, delivered or made by United States mail shall be
deemed to have been given or delivered or made on the second day after the same is
deposited in the United States Mail as registered or certified mail, addressed as above
provided, with postage thereon fully prepaid. Any such notice, demand or document not
given, delivered or made by registered or certified mail as aforesaid shall be deemed to be
given, delivered or made upon receipt of the same by the Party to whom the same is to be
given, delivered or made. Written notice may also be provided by electronic mail which
shall be deemed delivered when receipt is acknowledged by reply of the recipient.
9.3 No Partnership or Joint Venture. Nothing contained in this Agreement shall be deemed or
construed by the Parties or by any third Party as (i) creating the relationship of a partnership
or joint venture between the Parties to this Agreement, or (ii) creating or vesting any right,
title, interest, estate, equity participation or beneficial ownership interest in favor of Host in
or to the Premises except the contractual rights created in Host by this Agreement.
9.4 No Waiver of Rights. A waiver by any Party to this Agreement of the breach of any term or
provision of this Agreement shall not operate or be construed as a waiver of any subsequent
breach by either Party. The Host's payment shall not be construed to operate as a waiver of
any rights or benefits to be provided under this Agreement. No covenant or term of this
Agreement shall be deemed to be waived by the Host except in writing signed by the Avon
Town Council or by a person expressly authorized to sign such waiver by resolution of the
Town Council of the Town of Avon, and any written waiver of a right shall not be construed
to be a waiver of any other right or to be a continuing waiver unless specifically stated.
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9.5 No Waiver of Governmental Immunity. Nothing in this Agreement shall be construed to
waive, limit, or otherwise modify any governmental immunity that may be available by law
to the Host, its officials, employees, contractors, or agents, or any other person acting on
behalf of the Host and, in particular, governmental immunity afforded or available pursuant
to the Colorado Governmental Immunity Act, Title 24, Article 10, Part 1 of the Colorado
Revised Statutes.
9.6 Affirmative Action. MLT will not discriminate against any employee or applicant for
employment because of race, color, religion, sex or national origin. MLT will take
affirmative action to ensure applicants are employed, and employees are treated during
employment without regard to their race, color, religion, sex or national origin. Such action
shall include, but not be limited to the following: employment, upgrading, demotion or
transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other
forms of compensation; and selection for training, including apprenticeship.
9.7 Assignment. This Agreement and the provisions hereof shall inure to the benefit of and be
binding upon the Parties hereto, their successors and assigns; provided, however, that neither
Party shall delegate, transfer or assign this Agreement or any part thereof or any of its rights
or obligations hereunder without the prior written consent of the other Party.
9.8 Force Maieure, Neither Party shall be liable to the other Party for any loss or damage which
may be suffered as a result of the cancellation of the MLT Events, a delay in performance or
a failure to perform the services described herein caused by an event beyond such Party's
reasonable control, including without limitation any act of God, inclement weather, failure or
shortage of power supplies, flood, hurricane, drought, lightning or fire, strike, lockout, trade
dispute or labor disturbance, act or omission of government, highway authorities or other
competent authority, production or supply of services by third parties.
9.9 Headings, Entire Agreement. The headings in this Agreement are for reference only, and
shall not affect the interpretation of this Agreement. This Agreement supersedes all prior
agreements, understandings, representations and statements, if any, regarding the subject
matter contained herein, whether oral or written, and no amendment of this Agreement shall
be valid and binding upon the Parties unless made in writing and signed by an authorized
officer on behalf of each of such Party.
9.10 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.
9.11 Waiver of Default. The failure of a Party to insist in any one or more instances upon the
performance of any provisions of this Agreement shall not be construed as a waiver or
relinquishment of such Party's rights to future performance of such provision, and the other
Party's obligation in respect of such future performance shall continue in full force and
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effect.
9.12 Survival. The agreements, representations, warranties, covenants, duties and obligations
set forth in this Agreement that by their terms or to the extent necessary for consistency with
the intent and purpose of this Agreement extend beyond the term of this Agreement shall
survive termination or expiration of the term of this Agreement.
9.13 Severability; Reformation. If any term, clause, word, condition, provision or agreement
in this Agreement shall be held invalid, void or unenforceable, then the remainder thereof
shall remain in full force and effect, and the invalid, void or unenforceable term, clause,
word, condition, provision or agreement shall be reformed to the extent possible in order to
give its intended effect and/or meaning so long as the economic or legal substance of this
Agreement is not affected in any manner materially adverse to any Party.
9.14 Further Assurances. Each of the Parties hereto shall execute and deliver such additional
documents and take such actions as may be reasonably requested in order to fully carry out
the intent and purpose of this Agreement.
9.15 Counterparts. The Agreement may be executed in counterparts and/or duplicate
originals, and such originals taken together shall constitute one in the same document.
Additionally, the Parties hereto acknowledge and agree that any Party may execute electronic
copies and said electronic copies will have the same binding effect as executed original
counterparts.
9.16 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.
9.17 Interpretation. The term "person", when used in this Agreement, shall mean any
individual, corporation, partnership, firm, trust, joint venture, business entity, syndicate,
combination, organization or any other person or entity. The term "including" when used in
this Agreement shall mean including without limitation. Words of any gender used in this
Agreement shall be held to include any other gender, and words in the singular number shall
be held to include the plural, when the context requires.
9.18 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 MLT. Absolutely
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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.
9.19 Non -Liability of Host for Indirect or Consequential Damages or Lost Profits. Parties
agree that the Host shall not be liable for indirect or consequential damages, including lost
profits that result from the Host's declaration that MLT is in default of the Agreement, so
long as MLT acts in good faith.
9.20 Article X, Section 20/TABOR. The Parties understand and acknowledge that the Host
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 Host are expressly
dependent and conditioned upon the continuing availability of funds beyond the term of the
Town's current fiscal period ending upon the next succeeding December 31. Financial
obligations of the Host 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.
[Remainder of page intentionally left blank]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement effective as
of the day and year first above written.
MLT:
MAJOR LEAGUE TRIATHLON, LLC
By:
Name: Daniel Cassidy
Its: Chief Executive Officer
Host:
TOWN OF AVON
By: U
Name: Virginia Egger
Its: Town Manager
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EXHIBIT A
DESCRIPTION OF PREMISES
The site of the MLT Event referred to as "All Premises" is defined as a portion of Harry A.
Nottingham Park (as depicted on Attachment A) including the Pavilion, all paths of access
leading to and from the Pavilion, Nottingham Lake, the main athletic field and all recreational
paths leading to and from the main athletic field but not including the Swim Beach, Fishing Pier,
Avon Recreation Center, Picnic Shelter, Lower Athletic Field, Basketball Courts, Sand
Volleyball Courts, Tennis or Pickleball Courts.
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EXHIBIT B
SAMPLE DESCRIPTION OF MLT EVENTS
Times are to be agreed upon by MLT and Host.
FRIDAY
1) Pro Panel- Athlete interviews -open to the public
2) Expo at Venue Opens
3) Family Fun Run
SATTIRDAV
1) Athlete Meet and Greets
2) MLT Festival- Including vendors, food trucks, craft beer garden (Exploring potential),
interactive expo, games area etc.
3) Youth one mile running race
4) MLT Pro Race
5) Awards Ceremony
6) Headliner Concert
MODYMA
1) Pro Athlete Meet and Greets
2) Local Community Service Activity
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EXHIBIT C
DESCRIPTION OF HOST SERVICES
A. Use of Harry A Nottingham Park, Lake and all facilities, including but not limited to
waste management, meeting rooms and access to power at no charge to MLT
1. Meeting Room: Avon will provide the council chambers room located in Town
Hall and adjacent to the venue MLT Events Festival Premise. This location is equipped
with four (4) tables, fifty (50) chairs and access to the Town Wi-Fi speed of not more
than 100 megabits down/ 20 megabits up on TOA -Public through Comcast.
2. Access to Power: Up to 400 -amps of power located on the exterior of Town Hall
to include 100 -amp 3-phase disconnect and two 2) 50 -amp plugs; and, three (3) 50 -amps
plugs on the Nottingham Park restroom building; and, 400 amp and 200 amp panels on
the Pavilion stage deck. MLT shall be responsible for additional power needs if
warranted; and, MLT shall be responsible for an Electrician for all power connections,
distribution and disconnect. Town owned power distribution assets which MLT will be
provided access include nine (9) 100' cords; three (3) 50' cords; and, eight (8) turtle
boxes.
3. Access to Storage: Storage is available in the Pavilion basement (covered)
and/or event terrace (uncovered) and/or Town Hall West Parking lot (uncovered).
B. Cash and In -Kind Contributions:
1. Avon will provide a cash contribution of $2,500 in year one (2017) to host a
MLT Race & Festival on or about the following dates: August 25 through August 27,
2017. Avon will provide MLT Events cash contributions in the following installments:
a) Fifty percent (50%) due by not later than June I" of each MLT Event year;
b) Thirty percent (30%) due by not later than ten days prior to each year's event
date
c) Twenty percent (20%) due not later than thirty days after completion of the
event date and verification that all responsibilities of MLT were fulfilled as set
forth in this Agreement.
2. Avon will provide a subsidy representing up to a 25% discount on the nightly
room rate at Avon based lodging properties, of not more than $1,000 each in year one and
year two for staff and/or pro athlete accommodations.
3. Avon will offer $5,000 of cash contribution in year two (2018) subject to the
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annual Avon Town Council budget appropriation
4. Avon will provide up to $ 5,375 of in-kind support through Special Event and
Public Works staff for selective permitting, staging assistance, road closure and traffic
control
C. Permitting: The following logistics and permitting shall be performed and
obtained by the designated responsible party:
1. Avon will coordinate with MLT to ensure all selling vendors secured by MLT
hold the proper local and regional permits and licenses which includes the following:
a. Eagle County Environmental Health Department: vendor covers the cost
b. Avon Special Event Vendor Business License: vendor covers the cost
c. Eagle River Fire Protection District Tent and/or Event Inspection: Avon
will submit the application and cover the cost of the permit
d. Use of Outdoor Use of Amplified Sound Permit: Avon will submit
application and cover the cost of the permit
2. Special Event Alcohol License Permit: MLT shall be solely responsible for
identifying a local nonprofit to acquire a liquor license for the MLT Events. Avon shall
provide to MLT a list of local non -profits, which positively benefit the lives of local
residents and/or the larger community of Avon. Avon encourages MLT to consider one
or more of the local non -profits as the liquor license applicant. Application for the
license and all insurance and indemnification requirements pursuant to Avon Municipal
Code 5.08.170 shall be the responsibility of MLT and its nonprofit. MLT shall submit to
the Town Clerk a Special Event Liquor Application by not later than May 15, 2017
3. Eagle County requires the filing of a Special Event Coordinator Application:
Avon will be responsible for application submittal and will cover the cost.
4. Eagle River Fire Protection District: Avon will be responsible for contacting
regarding water -safety notification.
5. Road Closures: Avon will assist MLT in route selection; Avon will provide
staff and materials for road closures and set up of traffic cones, barrels, barricades and
VMS boards only on Town owned roads.
6. Avon will provide up to 900 linear feet of stadium fencing for use as crowd
control, police, and safety barricade
D Waste Management -Provided by Avon:
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Major League Triathlon — Avon Host Site Agreement
January 13, 2017
1. Restroom building located in Nottingham Park: men one (1) stall; two (2)
urinals; women five (5) stalls, sinks and running water for hand washing in both men and women
restrooms.
2. MLT shall be responsible for ordering, implementation, management and cost
of adequate number of portable restrooms and hand -washing stations.
3. Trash and recycling assets (provided by Avon) include ten (10) Zero Hero
tents and accompanying collection bins as well as use of Avon trash and recycling
dumpsters; MLT would pay tip fee.
4. MLT would be responsible for "leave no trace" initiatives to include all
messaging and staffing requirements.
E. Volunteer Support as outlined in the MLT Host City Community Proposal and included
as Attachment B.
F. Local Business Support as outlined in the MLT Host City Community Proposal and
included as Attachment B.
G. Local Media Support as outlined in the MLT Host City Community Proposal and
included as Attachment B.
H. Avon shall use the Licensed Materials to advertise, promote, and arrange the holding of
the MLT Events at the Premises to the best of its abilities, including without limitation
displaying the MLT Events as an event on Host's website in a form and content of which
Host is capable and reasonably acceptable to MLT.
I. Police: Avon will assist MLT in route selection, depending on route selected, Avon
Police Department Officers may be required for vehicular, pedestrian and/or cyclist
traffic control and safety. Rate per officer is $62/hour, which shall be charged to MLT.
If applicable, Avon will help coordinate the submittal of an Avon Police Department
Extra Duty Contract. MLT shall be responsible for review of officer placements, hourly
detail, approval and all associated costs.
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Major League Triathlon — Avon Host Site Agreement
January 13, 2017
F.XNiRTT it
DESCRIPTION OF MLT SERVICES
A. Race management services. Major League Triathlon will develop, produce,
market, promote, manage and cover any and all associated costs of a Major League Triathlon
event weekend in the Town of Avon, Colorado. MLT will promote the event weekend with the
aim to bring up to 500 participants, up to 2,000 spectators and attendees from both inside and
outside of the Host area.
B. MLT shall use the Licensed Materials to diligently advertise, promote, and
arrange the holding of the MLT Events at the Premises, including without limitation displaying
the Premises as special events site on MLT's website. The Town of Avon and MLT will be
marketed and promoted through Major League Triathlon's marketing programs which will
include but are not limited to online media promotion, print, social media, etc.
C. MLT shall have the exclusive right to provide event planning, concert featuring
one national music artist/band and one local music artistiband, merchandizing, food and
beverage sales and/or catering services and all other ancillary goods and services for the MLT
Events on the Premises, using any service providers as determined in MLT's sole discretion.
D. MLT shall assume responsibility for any excess costs that may arise from
bringing in vendors, musical talent, or hosting events that take place outside of the Premises.
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Major League Triathlon — Avon Host Site Agreement
January 13, 2017
EXHIBIT E
MARKS
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Major League Triathlon — Avon Host Site Agreement
January 13, 2017