06-13-2018 Lake Street Market2o18 TOWN OF AVON SPECIAL EVENT AGREEMENT
FOR THE
Lake Street Market
THIS AGREEMENT ("Agreement") is made and entered into on June 13, 2018, by and between the
Town of Avon ("AVON"), a home rule municipality of the State of Colorado, with its principal offices
at One Lake Street, Avon, Colorado, 8162o and Lettuce Patch Production ("PRODUCER"), a Colorado
Limited Liability Company, with its principal offices at 22o Nottingham RD #5, Avon, CO 8162.0.
In consideration of the mutual promises and agreements herein contained and for other good and
valuable consideration, and on behalf of themselves, their successors and assigns, the parties hereto
agree as follows:
RECITALS
WHEREAS, the parties recognize the mutual benefits of PRODUCER producing and AVON hosting the
EVENT; and,
WHEREAS, it is the parties' intention that this Agreement define the duties, obligations and conditions
with respect to the production of the EVENT so that it is conducted in a manner and direction to be
established by both parties, and so that this Agreement is consistent with the 2o18 PRODUCER
APPLICATION filed with the Town and governed by the provisions of the Avon Municipal Code, as may
be applicable; and,
NOW, THEREFORE, for good and valuable consideration, including the mutual promises contained
herein, the sufficiency of which is acknowledged and accepted by the parties, the parties agree as
follows:
TERMS AND CONDITIONS
1. SPECIAL EVENT PERMIT
Execution of this Agreement shall constitute issuance of a Special Event Permit. AVON waives the
$loo application fee pursuant to Avon Municipal Code Section 9.40.
1.1. This Permit grants PRODUCER the right, and imposes the duty, to use the PREMISES as
defined in this Agreement for the purpose of producing the EVENT, subject to compliance
with the terms and conditions of this Agreement. The PREMISES is graphically defined in
Attachment A: Premise and Parking Lots and includes separate depictions of the PREMISES
for EVENT dates that do not coincide with Avon LIVE and event dates that do coincide with
Avon LIVE.
1.2. A Producer Toolkit has been prepared, which includes numerous resource documents for
AVON producers to assist them when planning and producing an EVENT. The Producer Toolkit
can be found at www.avon.org/specialevents.
1.3. All references to the Town Manager in this Agreement may also include the Town Manager's
designee(s). AVON'S chain of command shall be provided by the Town Manager to the
PRODUCER within ten (1o) business days of execution of this Agreement
1.4. PRODUCER shall provide to the Town Manager the PRODUCER'S chain of command within
ten (1o) business days of execution of this Agreement.
Lake Street Market
June 13, 2018
Page 1 of 20
2. ATTENDANCE ESTIMATE & SERVICES TO MEET ATTENDANCE
2.1 ATTENDANCE ESTIMATE
The PRODUCER'S 2o18 PRODUCER APPLICATION estimated total attendance at the EVENT per
day to equal Soo, based upon the following types of attendees:
Number participants as paid or free ticket buyers, registered competitors, etc.: N/A
Number of spectators, if applicable: 250
Number of artists, exhibitors, vendors, etc.: 30
Number of event staff — paid or volunteer, including contractors: 20
Total Attendance Per Day: 300
2.2 SERVICES TO MEET ATTENDANCE
PRODUCER shall provide those services and meet the PRODUCER responsibilities described in
this Agreement for each day's total attendance as estimated in Section 2.1. Should PRODUCER,
at any time, estimate that greater than the total daily attendance is likely, the Town Manager
shall be promptly noticed, and PRODUCER will be responsible to meet any new service
demands prior to the start of the EVENT.
3. PREMISES
The PREMISES for the EVENT are depicted on Attachment A and are defined as Lake Street, but
not including the Avon Recreation Center, Picnic Shelter, Lower Athletic Field, Nottingham
Lake/Beach, Basketball Courts, Sand Volleyball Courts, Tennis or Pickleball Courts. PREMISES will
also include any public or private parking lots made available to the PRODUCER (See Section io).
4. DATES AND HOURS OF USE
4.1 NON-EXCLUSIVE USE
PRODUCER is granted the non-exclusive use of the PREMISES on for the sole purposes of:
event production on Wednesdays from June 20, 2018 through September 13, 2018 from 12:00
p.m. through 11:oo p.m.
4.2 CHANGE OF DATES AND HOURS OF USE
PRODUCER may request, as a result of weather or catastrophic events, a change to the
PREMISES, and/or an extension or delay of the aforementioned timelines, after which AVON
may approve the request in writing. Approval of the request from PRODUCER for an extension
or delay of the agreed upon timelines will not be unduly withheld by AVON.
4.3 COORDINATION WITH AVON LIVE
PRODUCER agrees to reasonably coordinate with the Avon LIVE free concerts on such nights
that Avon LIVE is producing live music events on the Pavilion stage. Such coordination shall
include, but not be limited to, placement of alcohol and food vendor booths, set-up, load in,
event parking, and break down.
5. PREMISES SET-UP & TEAR DOWN PLAN
5.1 PRODUCER RESPONSIBILITIES
PRODUCER shall provide a PREMISES set-up and tear down plan to the Town Manager by 5:00
p.m., not later than thirty (3o) business days prior to the first day of the EVENT.
Lake Street Market
June 13, 2o18
Page 2 of 20
The plan shall include:
5.1.1 A schedule (dates and times) for installation/removal of all proposed structures;
5.1.2 A detailed map of all proposed structures including but not limited to gates
(entrance/exit and emergency blow-out), fences, tents, portable facilities, stage and
lighting/sound systems, ADA areas, addition of a plywood road for heavy trucks,
vendor spaces, adequately sized boneyard (i.e. storage and staging area), crowd
management areas and designated smoking area.
5.2 AVON RESPONSIBILITIES
AVON shall review the set-up and tear down plan within five (5) business days of receipt and
notice the PRODUCER of any concerns that may need to be addressed.
6. PREMISES INSPECTION & USAGE
6.1 PREMISES USAGE
The following guidelines shall be observed for usage of the PREMISES:
6.1.1 PRODUCER shall, at its own expense, provide and maintain in first-class condition all
permitted signs and shall, upon the expiration of this Agreement, at its own expense,
remove all such permitted signs and repair any damage caused by such installation
and/or removal. AVON shall have the right to remove all non -permitted signs without
notice to PRODUCER, at the expense of the PRODUCER.
6.1.2 PRODUCER will respect and utilize PREMISES improvement locates and stakes shall
not be driven into the ground along any pathways, athletic fields, parking lots or grassy
areas with underground sprinkler systems without prior permission from the Town
Manager.
6.1.3 To the extent licensed personnel, such as electricians, medical, emergency response
or health official, are required to conduct certain services or inspections, PRODUCER
shall abide by these local and State requirements.
6.1.4 Internet - AVON contracts with Comcast for all wireless services related to Town
business. PRODUCER may use Comcast provided internet service for lawful purposes
only. Any transmission or re -transmission of material in violation of any federal or state
laws or regulations is expressly prohibited.
Through Comcast, AVON shall provide access to the internet for the PREMISES only,
through TOA -Public secured with an EVENT password for the express use of
PRODUCER's box office/ticket sales, EVENT merchandise sales, vendor booth sales and
media only. TOA -Public bandwidth is loo megabits down/20 megabits up. Under no
circumstances shall PRODUCER share the passcode with the general public.
PRODUCER shall advise AVON by not later than fifteen (15) business days prior to the
EVENT of the desired EVENT Wi-Fi password.
7. SANITATION & RESOURCE RECOVERY
7.1. PRODUCER RESPONSIBILITIES
Lake Street Market
June 13, 2o18
Page 3 of 20
PRODUCER shall provide for the sanitation facilities, resource recovery (composing and
recycling) cleanliness and cleaning needs of the EVENT.
7.1.1. Contracts for services with the PRODUCER'S sanitation and recovery agencies shall be
provided to the Town Manager fifteen (15) days prior to the event.
7.1.2. Contract services shall cover refuse management, recycling, composting, portable
restrooms, grounds and Pavilion cleaning and all parking lots included in the defined
PREMISES.
7.2. AVON RESPONSIBILITIES
AVON shall review the contracts for service within two (i) business days of receipt and notice
the PRODUCER of any concerns that may need to be addressed.
8. PARKING
8.1. AVON, based upon event experience in the town, to date, has determined that parking space
requirements for events shall be as follows:
Attendance Parking Space Estimate
1,500 or fewer persons 188
1,501 - 2,000 persons 250
2,001 - 3,000 375
3,001 or greater TBD
Public parking lots, owned by AVON, the Avon Elementary School parking lot, and Town
streets are the primary parking areas for the EVENT, accounting for 270 spaces, within
walking distance to the PREMISES. When required to meet parking demand beyond these
parking spaces, the Town Manager will make a best effort to secure private lots to meet
parking demand or provide shuttle service to the Traer Creek Plaza underground parking lot.
AVON shall notice the PRODUCER of all available parking lots and street parking estimates
not less than sixty (6o) days prior to the first date of the EVENT.
8.2. Should a private parking lot owner or manager require payment for use of a lot, the
PRODUCER shall negotiate with parking lot owner the fee and pay the amount required not
less than sixty (6o) days before the first day of the EVENT. The Town Manager may serve as
a facilitator during the fee negotiation or negotiate the fee, when requested, on behalf of the
PRODUCER. Certificates of insurance for any and all private parking lot owners shall be
provided to the Town Manager not later than ten (1o) business days prior to the first day of
the EVENT.
8.3. Once parking lots are secured, the PRODUCER will be responsible for staffing, lighting,
signage, and sanitation, and any insurance requirements.
9. MULTIMODAL TRANSPORTATION SERVICES
The Avon Town Council's adopted Climate Action Plan emphasizes the importance of walking,
biking, carpooling and using bus transit. AVON and the PRODUCER agree to encourage attendees,
staff, volunteers, etc. to take public transportation, bike, walk and carpool.
Lake Street Market
June 13, 2018
Page 4 of 20
AVON will be responsible for providing bike racks on-site for the EVENT. Extended in -town bus
service may be provided when the Beaver Creek and/or Traer Creek Plaza lots are included in the
EVENT parking.
1o. AMPLIFIED SOUND PERMIT
1o.1. PRODUCER RESPONSIBILITIES PRODUCER will submit an Application for Outdoor Use of
Amplified Sound System (Application), pursuant to Avon Municipal Code 5.24, by not later than
5:00 p.m. twenty (2o) days prior to the first day of the EVENT. The Application will include, if
applicable:
1o.1.1. SOUND CHECKS —Dates and times of sound checks will be listed. Duration is limited
to a three -song sound check lasting no more than twenty (20) consecutive minutes for
each artist.
10.1.2. PERFORMANCE TIMES — Dates and times of all performances and/or announcements
will be listed.
10.1.3. CHANGE OF TIMES - PRODUCER may request, as a result of weather or catastrophic
events, an extension or delay of the aforementioned timelines, after which AVON may
approve the request in writing. Approval of the request from PRODUCER for an
extension or delay of the agreed upon timelines will not be unduly withheld by AVON.
10.1.4. SOUND VOLUME PRODUCER agrees the volume for any sound check and during
performance times will be moderated to achieve the sound quality needed for the EVENT
and shall be considerate of the surrounding neighborhoods. The Town Manager may
request the volume be reduced at any time during the EVENT.
10.2. SOUND PENALTY
PRODUCER acknowledges and agrees that strict adherence to the sound check and
performance times approved in the Sound Permit and are a material term of this
Agreement. PRODUCER shall pay a penalty of one hundred dollars ($1oo.00) per
minute for music, public address announcements, sound check, or any other
amplified sound that occurs before or after any time period in which amplified sound
is permitted.
PRODUCER acknowledges and agrees to pay the sound penalty assessed, by not later
than 5:00 p.m., thirty (3o) days after the last day of the EVENT. Payment will be
received prior to release of the EVENTS final payment as set forth in Section 18.1.3, if
applicable.
10.3 AVON RESPONSIBILITIES
10.3.1 The Town Manager, within five (5) business days of receiving the Sound Permit
application, will notify the PRODUCER whether review and action will be done
administratively or require action by the Town Council. If action is required by the Town
Council, the Town Manager will notify the PRODUCER of the meeting date before the
Lake Street Market
June 13, M8
Page 5 of 20
Town Council.
10.3.2 If action on the Sound Permit is administrative, the Town Manager shall take action within
ten (1o) business days.
10.3.3 AVON agrees to waive the $25 Sound Permit Application Fee.
11. VENDOR LICENSING & PAYMENT OF SALES TAXES
11.1. PRODUCER RESPONSIBILITIES
11.1.1. PRODUCER shall provide a lit of vendors to the Special Events staff by no later than 4:00
p.m. each event day. The shall include: All vendors, sponsors and non -profits, engaged in
selling food, beverage, merchandise, wares, admission, etc. during the EVENT and will
include: The business names/dba, physical address, mailing address, phone number,
email address, contact, and type of activity.
11.1.2. PRODUCER shall register for a Sales Tax License with the Town of Avon; there is not a
fee assessed for this license. The Sales Tax License, and instructions, can be found at
www.avon.org, "On -Line Payments" button, located at the bottom of the screen.
PRODUCER, who has not been on MuniRevs before, will need to register by clicking
"New User" to apply for an account; then follow the online steps provided. If a
PRODUCER needs assistance, contact support@munirevs.com or call 888-751-1911.
PRODUCER, who is currently registered, will access by clicking "Existing Users"; they will
login to their account and access "Manage Your Business" to register for a Sales Tax
License. If a PRODUCER needs assistance, the PRODUCER should contact
support@munirevs.com or call 888-751-1911. Vendors to be responsible for filing for and
paying any applicable sales tax
11.1.3. PRODUCER acknowledges and shall abide by AVON's Prohibition of Marijuana Businesses
at Town Owned Venues for Town of Avon Permitted or Sponsored Festivals and Special
Events, which can be found in the Producer Toolkit.
11.2. AVON RESPONSIBILITIES
AVON contracts with MUNIRevs for management of the Town's sales tax licensing and
collection needs. AVON shall ensure all information is up-to-date on the Town's website portal
and MUNIRevs shall assist PRODUCER's new to the process, as needed.
12. SPECIAL EVENT LIQUOR PERMIT
12.1. PRODUCER RESPONSIBILITIES
PRODUCER shall be solely responsible for identifying a local non-profit to acquire a Special
Event Liquor Permit for the EVENT, and is asked to consider one or more of the local non-
profits as the Liquor Permit applicant.
Lake Street Market
June 13, 2o18
Page 6 of 20
12.1.1.Application for the Liquor Permit and all insurance and indemnification requirements
pursuant to AVON Municipal Code 5.o8.170 shall be the responsibility of PRODUCER and
its nonprofit. The requirements can be found in the Producer Toolkit.
12.2. AVON RESPONSIBILITIES
AVON shall maintain a list of local non -profits, for consideration by the PRODUCER. The list
can be found in the Producer Toolkit.
13. MARKETING
13.1. PRODUCER RESPONSIBILITIES
In addition, the PRODUCER shall advertise through all media outlets, and with signage to be
placed at PREMISES entrance/exit, Avon Transportation Center, pedestrians paths of
ingress/egress, and parking lots the following: 1) no open containers are allowed within Avon;
2) there is no vending without a Town license; 3) there is no parking on private property
without permission of the property owner; 4) no loitering; 5) it is illegal to smoke marijuana
out-of-doors in the Town of Avon, including the PREMISES; and, 6) all parking and mobility
information.
13.2. AVON RESPONSIBILITIES
13.2.1. AVON will post on its website, content, provided from the PRODUCER, within five (5)
business days after receipt of "posting ready" materials from the PRODUCER. Content
may include a high resolution EVENT logo and up to five (5) professional quality
reproducible photographs and edited video, not to exceed ninety (9o) seconds.
13.2.2. AVON shall disseminate PRODUCER prepared press releases and Facebook postings,
as soon as possible, once received from the PRODUCER.
13.2.3• AVON will post the EVENT in its "all 2018 events" website postings and press releases.
13.2.4• In addition to the "Exempt Admissions" authorized by Resolution 15-o8, AVON will
make available up to three hundred (30o) additional "Exempt" single -day admissions
(Complimentary Media) to the PRODUCER specifically for marketing purposes.
14. AVON BENEFITS ASA SPONSOR
14.1. PRODUCER shall provide a complete list of sponsor benefits at a level commensurate to other
EVENT sponsors and list of fulfillment benefits, which AVON shall receive within ten (1o) days
of execution of this Agreement. Should AVON be entitled to complimentary advertising,
photography or other media exposure in any of the EVENT program or other informational
materials, PRODUCER shall provide AVON all production specifications and deadlines a
minimum of sixty (6o) days in advance of the publication
15. SUCCESS METRICS — EVENT INTERCEPT SURVEY/POST-EVENT SURVEY
15.1. PRODUCER RESPONSIBILITIES
PRODUCER shall conduct on-site intercept survey or a post -event survey. The survey
instrument questions and final report shall be provided to AVON within thirty (3o) days of the
last day of the EVENT.
Lake Street Market
June 13, 2o18
Page 7 of 20
15.2. AVON RESPONSIBILITIES
If AVON includes the EVENT in either an on-site intercept survey or a post -event survey via
email, PRODUCER shall grant access to AVON'S consultant firm. AVON shall retain and have
ownership of the data collected by AVON; and, the survey instrument questions and final
report shall be provided to the producer within sixty (60) days of AVON receiving the final
report.
16. POST EVENT REVIEWS
The Town Manager and PRODUCER, and respective key staff, shall meet on October 10, 2018, at
9:0o a.m., in the Avon Town Hall to review the EVENT. The meeting date may be changed with
agreement by the parties.
17. AVON CASH AND IN-KIND SPONSORSHIP & USE OF FUNDS
17.1. PAYMENT OF CASH FUNDS SCHEDULE
Cash funding of $21,000.00 was appropriated by the Avon Town Council to support the
EVENT. Funds will be released as follows:
17.1.1. Eighty -percent (80%) within ten (10) business days of execution of this Agreement
by both parties.
17.1.2. Twenty percent (20%) after post -EVENT inspection, completion of after -EVENT staff
and receipt and approval of Post -Event Survey.
17.2. USE OF CASH FUNDS
PRODUCER may use cash funds to defray the production costs of the EVENT, including
implementation of the PRODUCER'S Marketing Plan, which was provided in the 2018
PRODUCER'S APPLICATION.
17.3. IN-KIND SUPPORT
AVON shall provide in-kind support to PRODUCER as shown in Attachment B, in an amount
not to exceed $3,923.00. The Town Manager shall track the in-kind expenses and notify the
PRODUCER at any time the award level is being approached.
18. DAMAGE DEPOSIT
18.1. PRODUCER RESPONSIBILITIES
PRODUCER has asked to forgo a damage deposit. PRODUCER will pay all damages, repairs,
clean-up, or any other payments in a timely manner as invoiced via AVON.
19. INSURANCE & INDEMNIFICATION
19.1. PRODUCER RESPONSIBILITIES
PRODUCER agrees to indemnify the Town of Avon, its officers, agents and employees, and to
hold them harmless against any and all claims, actions, demands or liabilities, including
attorney fees and court costs, for injury, death, damage or loss to person(s) or property arising
out of or directly or indirectly resulting from PRODUCER's actions or omissions in connection
with the conduct of the EVENT.
Lake Street Market
June 13, 2018
Page 8 of 20
PRODUCER shall obtain general liability insurance coverage within the minimum limits set
below naming AVON as an additional insured and insuring AVON and its officers, agents and
employees against any and all liability and damages which may arise out of or directly or
indirectly result from the conduct of the EVENT. The policy dates shall include the entire range
of dates for which Town property is used.
The minimum limits and requirements of the coverage for less than 1,000 in attendance shall
include: $1,000,000 per occurrence primary coverage, and $2,000,000 annual aggregate; 30
days' written notice of cancellation; host and general liquor liability insurance in the same
amounts listed above if applicable; $1,000,000 personal and advertising injury coverage; and
$50,000 fire damage. For attendance greater than 1,000, the requirements are as follows"
ATTENDANCE
Limits Per
Occurrence /
Requirements
Aggregate
Host
Liquor
Liability
Personal &
Advertising
Injury
Fire
Automobile
1,001 - 2,000
$1M
$3M
$1M
$1M
$50,000
$1M
2,001 - 3,000
1 $1M
$4M I
$1M
I $1M 1
$50,0001
$1M
3,001 - 5,000
1 $1M
$5M I
$1M
I $1M 1
$50,000
$1M
19.2. PRODUCER shall provide written evidence of all insurance coverage required in this paragraph
23.1.2 to the Town Manager no later than thirty (3o) days prior to the first day of the EVENT.
All required insurance policies shall be non -cancellable without thirty (3o) days prior written
notice to AVON.
19.3•The parties hereto understand and agree that AVON is relying on, and does not waive or
intend to waive by any provision of this Agreement, the monetary limitations (presently
$350,000 per individual claim and $99o,000 for multiple claims arising from a single incident)
or any other rights, immunities, and protections provided by the Colorado Governmental
Immunity Act, Section 24-to-loi et seq., to C.R.S., as from time to time amended, or otherwise
available to AVON, its officers, agents, or employees.
19.4•PRODUCER shall not be relieved of any liability, claims, demands, or other obligations
assumed pursuant to paragraph 25.1 of this Agreement by reason of its failure to procure or
maintain insurance or by reason of its failure to procure or maintain insurance in sufficient
amounts, duration, or types.
19.5•All subcontractors of PRODUCER shall be required to list the Town of Avon, its elected
officials, officers and employees as additional insured and provide the appropriate certificate
of insurance to Avon upon request.
19.6.PRODUCER shall provide to AVON proof of Comprehensive Automobile Liability insurance for
any private motor vehicles owned by PRODUCER or its officers, agents, or employees that are
used as part of the EVENT. The insurance policy shall provide that it is primary insurance and
that its coverage will apply prior to utilization of AVON's general liability coverage.
2o. EVENT CANCELLATION
Either party may cancel the EVENT in whole or in part, for any substantial reason beyond either
party's control. In the event of cancellation, neither party shall be liable to the other for any lost
profits, lost revenues or consequential damages.
20.1.The EVENT may be canceled by the Town Manager if the terms of this Agreement are not
substantially fulfilled in a timely manner or in the event of an unforeseen catastrophic event,
subject to a right to cure. Should AVON deem any term or terms of this Agreement unfulfilled
Lake Street Market
June 13, 2018
Page 9 of 20
and wish to base cancellation thereon, AVON shall give PRODUCER written notice and
PRODUCER shall have five (5) business days to cure the term or such longer time as mutually
agreed by the parties. Should PRODUCER cure, this Agreement shall continue in full force and
effect.
20.2. In the event of cancellation, AVON shall remit to PRODUCER all deposits less any EVENT
related expenditure incurred by AVON. If PRODUCER cancels the EVENT after AVON has
dedicated resources toward production and notice of such cancellation is not given ninety
(go) days prior to the first day of the EVENT, PRODUCER shall pay AVON five thousand dollars
($5,000) as liquidated damages within thirty (3o) days of the previously scheduled production
date. Notwithstanding any other provision to the contrary, if PRODUCER cancels the EVENT,
PRODUCER shall return to AVON all funds provided by AVON for the EVENT within fifteen (15)
days of cancellation and any funds not returned to and received by AVON shall bear interest
at the rate set forth in Avon Municipal Code Chapter 3.32 — Interest on Past Due Accounts.
21. RELEASE OF LIABILITY
21.1. AVON assumes no responsibility whatsoever for any non -municipal property placed in said
PREMISES. PRODUCER hereby expressly releases discharges Avon from any and all liabilities
for any loss, injury or damages to any person or property of PRODUCER, its employees,
agents, concessionaires, performer, attendee, spectator or other invitee that may be
sustained by reason of the occupancy of the PREMISES under this Agreement, except for the
negligent acts of AVON or its officers, agents, employees. To the fullest extent permitted by
law, PRODUCER shall indemnify, defend and hold harmless Avon, its members, affiliates,
officers, directors, partners, employees, and agents from and against all claims, damages,
losses and expenses, including but not limited to reasonable attorney's fees, arising out of
the performance of this Agreement, provided that any such claim, damage, loss or expense is
caused by any negligent act or omission of PRODUCER, anyone directly or indirectly employed
by PRODUCER or anyone for whose acts PRODUCER may be liable, except to the extent any
portion is caused in part by a party indemnified hereunder.
21.2. In the event the PREMISES or any part thereof is damaged by fire or other natural causes or if
for any other reason, including strikes, failure of utilities, which results in cancellation of the
EVENT, or which in the judgment of the Town Manager, renders the fulfillment of this
Agreement by AVON impossible, PRODUCER hereby expressly releases and discharges AVON
and its officers, agents and employees from any and all demands, claims, liabilities, and causes
of actions arising from any of the causes aforesaid.
22. AVON TRADEMARKS
22.1. Avon's Marks, including EVENT logos, are and shall remain the sole and exclusive property of
AVON. PRODUCER shall not hold itself out as having any ownership rights with respect to
AVON's Marks or, except as may be specifically granted hereunder, any other rights herein.
Any and all goodwill associated with any such rights shall inure directly and exclusively to the
benefit of AVON.
22.2.Subject to the terms and conditions of this Agreement, AVON hereby grants to PRODUCER a
non-exclusive, non -transferable, revocable and limited license to reproduce AVON's Marks in
connection with (1) the EVENTS; and, (2) carrying out any other PRODUCER obligations under
this Agreement. Except as expressly permitted hereunder, PRODUCER hereby covenants and
Lake Street Market
June 13, M8
Page io of 20
agrees that it will make no use of Avon's Marks. PRODUCER shall have no right to sublicense
its rights under this license.
22.3 -PRODUCER'S use of AVON's Marks shall be strictly subject to the prior written approval of the
Town Manager, which approval may be granted or withheld in Town Manager's discretion.
Notwithstanding any provisions hereof to the contrary, prior to the printing or reproduction
of any AVON Marks pursuant to this agreement, PRODUCER shall provide AVON with samples
of all such materials for AVON's review and approval or disapproval.
22.4. The event name "Lake Street Market" and any logos, graphics, trademarks or other
intellectual property is which is specific to the Lake Street Market shall be the property of
AVON. AVON hereby grants a license to PRODUCER the right to use "Lake Street Market" for
the marketing and production of the EVENT during the term of this Agreement. If this
Agreement is not renewed with PRODUCER for subsequent years, AVON shall own and have
the right to use Lake Street Market and any associated logos, graphics, trademarks or other
intellectual property in AVON's sole discretion. PRODUCER agrees to promptly execute
appropriate documents to transfer any rights associated with logos, trademarks and other
intellectual property upon request by AVON.
23. NOTICES
Any notice to either party under this Agreement shall be in writing to the following addresses:
PRODUCER
Derek George
PO Box 6321
Avon, CO 81620
Via Email: derek a,lakestreetmarket.org
AVON
Town Manager, Town of Avon
Post Office Box 975
Avon, CO 81620
Via Email:
24. 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 PRODUCER. Absolutely 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.
25. Article X, Section 2o/TABOR - The parties understand and acknowledge that the Avon is subject to
Article X, § 20 of the Colorado Constitution ("TABOR"). The parties do not intend to violate the
terms and requirements of TABOR by the execution of this Agreement. It is understood and
agreed that this Agreement does not create a multi -fiscal year direct or indirect debt or obligation
within the meaning of TABOR and, therefore, notwithstanding anything in this Agreement to the
contrary, all payment obligations of the Avon are expressly dependent and conditioned upon the
continuing availability of funds beyond the term of the Avon's current fiscal period ending upon
the next succeeding December 31. Financial obligations of the Town payable after the current
fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and
Lake Street Market
June 13, 2018
Page 11 of 20
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.
26. 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.
27. Survival of Terms and Conditions - The parties understand and agree that all terms and conditions
of the Agreement that require continued performance, compliance, or effect beyond the
termination date of the Agreement shall survive such termination date and shall be enforceable in
the event of a failure to perform or comply.
28. Assignment and Release - All or part of the rights, duties, obligations, responsibilities, or benefits
set forth in this Agreement shall not be assigned by PRODUCER without the express written
consent of Avon. Any written assignment shall expressly refer to this Agreement, specify the
particular rights, duties, obligations, responsibilities, or benefits so assigned, and shall not be
effective unless approved by Avon. No assignment shall release the Applicant from performance
of any duty, obligation, or responsibility unless such release is clearly expressed in such written
document of assignment.
29. Severability - Invalidation of any of the provisions of this Agreement or any paragraph sentence,
clause, phrase, or word herein or the application thereof in any given circumstance shall not affect
the validity of any other provision of this Agreement.
30. Incorporation of Exhibits - Unless otherwise stated in this Agreement, all 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.
31. Employment of or Contracts with Illegal Aliens - PRODUCER shall not knowingly employ or
contract with an illegal alien to perform work under this Agreement. PRODUCER shall not contract
with a subcontractor that fails to certify that the subcontractor does not knowingly employ or
contract with any illegal aliens. By entering into this Agreement, PRODUCER certifies as of the
date of this Agreement it does not knowingly employ or contract with an illegal alien who will
perform work under the public contract for services and that the PRODUCER will participate in the
e -verify program or department program in order to confirm the employment eligibility of all
employees who are newly hired for employment to perform work under the public contract for
services. The PRODUCER is prohibited from using either the e -verify program or the department
program procedures to undertake pre-employment screening of job applicants while this
Agreement is being performed. If the PRODUCER obtains actual knowledge that a subcontractor
performing work under this Agreement knowingly employs or contracts with an illegal alien, the
Lake Street Market
June 13, 2018
Page 12 of 20
PRODUCER shall be required to notify the subcontractor and the Town within three (3) days that
the PRODUCER has actual knowledge that a subcontractor is employing or contracting with an
illegal alien. The PRODUCER shall terminate the subcontract if the subcontractor does not stop
employing or contracting with the illegal alien within three (3) days of receiving the notice
regarding PRODUCER's actual knowledge. The PRODUCER shall not terminate the subcontract if,
during such three days, the subcontractor provides information to establish that the
subcontractor has not knowingly employed or contracted with an illegal alien. The PRODUCER is
required to comply with any reasonable request made by the Department of Labor and
Employment made in the course of an investigation undertaken to determine compliance with this
provision and applicable state law. If the PRODUCER violates this provision, Avon may terminate
this Agreement, and the PRODUCER may be liable for actual and/or consequential damages
incurred by Avon, notwithstanding any limitation on such damages provided by such Agreement.
32. Non -Liability of Town for Indirect or Consequential Damages or Lost Profits - The parties agree
that Avon shall not be liable for indirect or consequential damages, including lost profits that result
from Avon's declaration that the PRODUCER is in default of the Agreement, so long as Avon acts
in good faith.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first
above written.
TOWN OF AVON
By Th ugh Its Town Manager
B
Scott Wright, Town M ager
PRODUCE
,Q -
BY: t
PRODU R
Lake Street Market
June 13, 2018
Page 13 of 20
DATE: l
DATE: "' 1-3 /
ATTACHMENT A
Premise and Parking Lots
Lake Street Market
June 13, 2018
Page 14 of 20
V7fIa r
'Ba hetor Y,
erfront *,�,6 �MArarr/ f `w
eaKer" .., qd.• s 71,4
�.
r J
ry
.,.
# epch�g`-Rive ddeApartment's '�"t State,Hryj Rt�t6 Bear lot t+
Agave. o Stat
i�Nottin a(n�Park ' sy ' .� i ''w�j rr
CreBK + Ly'1 * y { `rnLBk,- The4sdery
'�. vyy
� �� r°�tat ;«,'+�•.'+»a , tnts � HyP.�;•#¢ (i�he�,�..
" �. •k. �:R tVottmgham park. Avon►
Beaver, Gr'eek!Blvd�+ru
ATTACHMENT B
The Town of Avon is committed to assisting producers, who are staging events at any one of Avon's
publicly -owned venues. As such, the Town may grant in-kind benefits to a producer to help facilitate use
of any facility. In-kind support includes the following:
• Facilities: Facilities are made available, at no charge to the producer, but do require a damage
deposit. Avon's Facilities include: Avon Performance Pavilion, Harry A. Nottingham Park lower
and upper fields, Nottingham Lake, the Recreation Cabin, Town Hall meeting rooms, Possibility
and Lettuce Shed Lane Plazas, the Main Street Mall and public right-of-ways and parking lots.
• Assets: Assets made available to reduce the costs of production in Town venues. No fee is
charged for use, but a damage deposit is required. Examples include: tents, electric cords, turtle
boxes, stadium barricade, zero hero tents, coolers, chairs, signage, etc. Town equipment,
including use of a gator and/or lift truck, are also made available, when required, for venue set-
up/tear-down and on-site operations.
Services: Many of the service requirements for any event can be met with the producer's own
crew and volunteers, ranging from sound and light staging to trash and recycling. The Town
recognizes, however, certain venue set-up requirements, use of assets and on-site information is
needed to help producers use the outdoor venues successfully. Common services provided by
the Town include: Facility operations information, delivery of assets, instruction on asset
utilization and placement, closing of roads and parking lots, delivery of VMS boards for event
information.
Volunteers: The Town solicits volunteers each year to help with events directly produced by the
Town. At the time of recruitment, Town volunteers are asked if they would like her or his name
made available to private event producers. The Town makes those persons contact information
to private event producers on a request only basis. Town staff also can make recommendations
to producers on how best to recruit volunteers in the region.
Based upon the 2018 Special Event Application filed with the Town of Avon, the following In-kind grant
benefits are being provided:
I. FACILITY(S) — NO CHARGE
FACILITY(S):
• Lake Street
• Parking Lots shown on Attachment A and
listed in Section io
Lake Street Market
June 13, 2018
Page 16 of 20
• Beaver Creek Elk Lot (subject to approval
by BCRC)
• Recreation Center -4o spaces
• Avon Elementary School Parking Lot
II. ASSETS - NO CHARGE
ASSETS
RESOURCE RECOVERY
QUANTITY AVAILABLE
QUANTITY GRANTED
Zero hero tents
14
3
Nifty nabber cans
35
9
RRR flag banners
89
0
Weighted stand for flag banners
6
0
Wire recycle center
4
4
ELECTRICAL SUPPLIES
QUANTITY AVAILABLE
QUANTITY GRANTED
50 ft. 6/4 spider box cord
22
3
aft. 3 channel cable protector
26
0
Turtle Boxes — 6/ 110 outlets each
8
3
Tuff Box Feed Thru 400 Amps 120/208V - 4 x
50A California style (125/250v)
2
0
50 ft. Cords (50 amps)
3
0
50 ft. Cords (400 amp)
3
0
100 ft. Cords (50 amps)
11
3
100 ft. Cord (200 amp)
1
0
Tails (400 amp)
5
0
Cable ramps — 3 ft.
40
12
Other: Patio Heaters (Does not include
propane)
4
0
TENTS
QUANTITY AVAILABLE
QUANTITY GRANTED
White Tents 10 x 10
4
4
17x17 Air Dome Tent
2
2
Air Dome Weights
8
8
Tent weights
60
16
2018 TOWN OF AVON SPECIAL EVENT AGREEMENT
Page 17 of 20
ASSETS
QUANTITY AVAILABLE QUANTITY GRANTED
CHAIRS/TABLES
Adirondack chairs
30
15
Birchwood Folding Banquet Table —8ft.
(30" x 96")
4
2
Birchwood Folding Banquet Table — 6ft.
(30" x 72")
4
2
Cocktail Tables (30" round; 42" pole)
10
10
Orange water coolers
4
0
Coolers
10
0
Birchwood round tables (72")
10
0
FENCING
QUANTITY AVAILABLE
QUANTITY GRANTED
Stadium Barricade (8ft/section)
170 sections
0
Blue Scrim (ft)
2,000
0
Green scrim (ft)
1,050
0
CONDITIONS
1. Delivery times of assets and return times are set once the Town Manager receives the Set -Up
and Tear -down plans (See Section 5).
2. Once assets are delivered to the PRODUCER, the PRODUCER shall have sole responsibility for
the assets. Assets are generally delivered to the Avon Performance Pavilion's west event plaza.
3. Following the EVENT, all assets shall be returned to the Avon Performance Pavilion's west event
plaza or a previously designated return location. Staff will be available to check in the assets,
with the PRODUCER, and review for lost or damaged assets.
4. Producer of Town Equipment requires that PRODUCER crew be adequately trained and
adequate liability insurance.
5. Any damage to in-kind assets will be deducted from the final cash payment and/or Damage
Deposit.
2018 TOWN OF AVON SPECIAL EVENT AGREEMENT
Page 18 of 20
III. SERVICES - NO CHARGE
SERVICES
TOTAL
SERVICE
SERVICE DESCRIPTION
COST/HOUR
HOURS
VALUE
GRANTED
HOURS
GRANTED
EVENT ADMINISTRATION,
Special Events Manager
COORDINATION,
N/A
AS NEEDED
NOT
ON-CALL
CALCULATED
Special Events Production
EVENT ADMINISTRATION,
NOT
COORDINATION,
N/A
AS NEEDED
Assistant
ON-CALL
CALCULATED
EVENT ADMINISTRATION,
Public Works Management
COORDINATION,
$58.57
AS NEEDED
NOT
ON-CALL
CALCULATED
Internet Service
Pre -event internet password and
$1.00
AS NEEDED
NOT
check; On -Call
CALCULATED
Facility Operations/Town
Pre event operational check, On Call
$1.00
AS NEEDED
NOT
Engineer
CALCULATED
Locate Irrigation System
Mark irrigation with cones and paint
$36.22
0
$0.00
to ensure safe ingress/egress.
Snow Fence Install
Drilling holes and securing fencing.
$36.22
0
$0.00
DropProgram
and g VMS Boards
Location and messaging to be
$36.22
26
$941.72
determined in transportation plan.
Close Parking Lots (Map of
Closed with signage; Staffed by
Parking Lots included on
$36.22
26
$941.72
Schematic)
PRODUCER crew or volunteers
Close Lake Street
Closed with barrels. Staffed by
$36.22
26
$941.72
PRODUCER crew or volunteers.
Instruction on Electric Assets
Instruction on electric assets and
$52.04
3
$156.12
and Locations
specifications.
Drop cones, barrels, etc.
Does not include setting -up.
$36.22
26
$941.72
Call in locates to Colorado 811
Dependent on an accurate site -map of
$1.00
0
$0.00
tents, stakes, etc.
Shuttle Services
Bus service, when needed, for private
$83.00
0
$0.00
parking lots
2018 TOWN OF AVON SPECIAL EVENT AGREEMENT
Page 19 of 20
TOTAL VALUE GRANTED: 1 $3,923.00
CONDITIONS
1. Service dates and hours are established by AVON once the Set-up and Tear -down Plans are
received (See Section 5).
2. AVON On -Call: Staff is available by call/text to troubleshoot and assist producers during the
EVENT. The primary contact for all on-call staff will be the Special Events administrator on call.
2o18 TOWN OF AVON SPECIAL EVENT AGREEMENT
Page 20 of 20