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11-01-2010 Service Agreement Coach America2011 Parking Agreement Coach America - Avon COACH AMERICA — TOWN OF AVON SERVICE AGREEMENT THIS AGREEMENT is entered into the / day of 7W 9 2010, between Coach America, a for - profit transportation company licensed to do business in the State of Colorado ( "Coach America "), and the Town of Avon, a Colorado home rule municipality ( "Avon "). WHEREAS Coach America Denver desires to offer transit service from Avon to the outlet malls in Silverthorne; and WHEREAS Coach America Denver desires to park one transit vehicle in Avon overnight for the convenience of operations; and WHEREAS the Town of Avon has sufficient space available at this time at the Swift Gulch property located at 500 Swift Gulch Road, Avon, CO for parking of one additional vehicle; NOW, THEREFORE, IT IS AGREED as follows: 1. Services During the term of this Agreement, Avon will provide one outdoor paved parking stall at the Swift Gulch Public Works Complex (the "Premises ") to be used for one (1) transit "mini -bus" vehicle during the Term which is provided with 120v /10amp electrical power to support the engine block heater at a charge of $350.00 per month per vehicle. 2. 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 Agreement. The following additional limitations on use apply: (a) The Premises are not secure; Coach America is advised that use of the Premises shall be at Coach America's risk and that Avon shall not be liable for any damages resulting from the use of the Premises or parking of a transit mini -bus vehicle. (b) The parking stall shall be designated by Avon. (c) Avon staff reserves the right to physically drive and relocate Coach America's vehicle, provided that the vehicle remains within the physical site, at any time for any reason. Coach America agrees to provide Avon with functioning keys and /or key -codes capable of unlocking and starting all Coach America- serviced vehicles parked on the Premises. (d) All vehicles parked on the Premises included under this Agreement must be in full running order. Avon reserves the right to remove from the Premises at Coach America's cost any vehicle that will not start, is dilapidated, or has not been restored to full running order by Coach America or their assigns for a period of thirty (30) days or more. (e) Coach America agrees to keep the Premises clean, sanitary, and in good condition and, upon termination of the Agreement, vacate the Premises to Avon in a condition identical to that which existed when the Coach America initiated site use, except for ordinary wear and tear. (f) Coach America agrees to immediately notify Avon of any defects or dangerous conditions in and about the Premises of which Coach America becomes aware. (g) Coach America agrees to reimburse Avon, upon demand by Avon, for the cost of repairing any damage to the Premises caused by acts or omissions of Coach America. (h) Coach America herein acknowledges that the Coach America has examined the Premises, including electrical outlets, and has found them to be in good, safe, and clean condition at commencement of this Agreement. Page 1 of 3 2011 Parking Agreement Coach America - Avon (i) Access and use of other facilities located on the Premises is prohibited. (j) Use of Avon's public rights -of -way by Coach America is restricted. Coach America is permitted to use the existing turn around located adjacent and to the east of 75 Benchmark Road (also referred to as the "Old Transportation Center ") as a passenger load /unload bus stop for two stops per day provided that the dwell time per stop does not exceed five minutes each. Coach America agrees not to block the travel lanes of traffic or make use of other bus stops. 3. Facilities Avon represents that its facilities are adequately equipped to offer said services. 4. Billing for Services An invoice will be issued by the tenth day of each month for services performed during the previous month. Payment is due in full within thirty days of receipt of the invoice. The Town reserves the right to adjust the rates charged for services. 5. Term and Termination This is a month -to -month service agreement which commences on November 1, 2010 and terminates March 30, 2011 unless otherwise terminated earlier in accordance with this Agreement. Either party may terminate this Agreement without cause on fifteen (15) days written notice. In the event of breach of this Agreement by either party, the other party may terminate this Agreement upon seven (7) days written notice unless the breach is cured within the seven (7) day period. The parties desire to implement this Agreement as soon as possible. The signatory for Coach America has the authority to bind Coach America to the terms and conditions of this Agreement. 6. Indemnification. Coach America agrees to the extent permitted by law to indemnify, defend and hold harmless Avon, its respective agents, officers and employees of and from any loss, cost, damage, injury, liability, claims, liens, demands, action and causes of action whatsoever, including reasonable attorneys fees arising out of acts or omissions of Coach America, or those of Coach America's agents, officers, servants and employees. This provision shall survive any termination of the Agreement. 7. Insurance Coach America must carry valid insurance for any individuals and property that are involved in use of the Premises. Avon is not liable for damage to Coach America -owned property, or any property owned by others and included in a service agreement operated by Coach America, while located on the Premises, including acts of vandalism, theft, or comprehensive damage of same vehicles. Coach America must provide insurance in the amount of $1,000,000 per occurrence and $1,000,000 aggregate. 8. 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 venture, or ownership interest in the real property. Avon shall be solely responsible for payroll withholding and payment of taxes as well as payment of unemployment compensation and other employment related benefits. [Signature Page Follows] Page 2 of 3 2011 Parking Agreement Coach America - Avon TOWN OF AVON L Print Town Contact for Contract Administration: Jennifer Strehler, P.E. Director of Public Works & Transportation Town of Avon One Lake Street P.O. Box 975' Avon, CO 81620 Tel: (970) 748 -4100 Fax: (970) 748 -1958 IstrehleO(c avon.ora COACH AMERICA DENVER i Print Nam a, Sig a re Coach America Denver Contact for Contract Administration: Jim Von Dreele Sales Manager Coach America Denver 14000 West 44` Ave. Golden, CO 80403 Tel: (303) 421 -2780 x 106 Cell (720) 470 -0090 Fax (303) 271 -9509 Jim. vondreele cDcoachamerica.com --. ', �—A'j egf'6< T' le as D Ze S t o Title Date Page 3 of 3 * 7 ` CERTIFICATE OF LIABILITY INSURANCE DATE 11/ozolo v/2010 /YYy Y) 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 NAME: Marsh USA Inc. 1000 Main Street, Suite 3000 Houston, TX 77002 PHONE FAX /c o Ext : A/C No): E -MAIL ADDRESS: PRODUCER 016276 - Prime - GAXWX -10 -11 BCCAE UADDI CUSTOMER ID #: INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A : National Union Fire Ins Cc Pittsburgh PA 19445 CUSA BCCAE, LLC (Golden) dba Central City Ace Express, Blackhawk 14000 West 44th Avenue INSURER B New Hampshire Insurance Company 23841 INSURER C : Lexington Insurance Company 19437 Golden, CO 80403 INSURER D MED EXP (Any one person) INSURER E: PERSONAL & ADV INJURY $ 1,000,000 INSURER F : COVERAGES CERTIFICATE NUMBER: HOU- 001740690 -02 REVISION NUMBER: 4 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 SUBR POLICY NUMBER POLICY EFF MM /DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A GENERAL LIABILITY GL 1738141 09/16/2010 09/16/2011 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE M OCCUR DA M MISES S Ea occurrence AGE (RENTED $ 1,000,000 MED EXP (Any one person) $ EXCLUDED PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 1,000,000 X POLICY PRO- JECT LOC $ A AUTOMOBILE X LIABILITY ANY AUTO CA 9798679 09/16/2010 09/16/2011 COMBINED SINGLE LIMIT (Ea accident) $ 5,000,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS BODILY INJURY (Per accident) $ X SCHEDULED AUTOS HIREDAUTOS PROPERTY DAMAGE (Per accident) $ X NON- OWNEDAUTOS $ A X I UMBRELLA LIAR X OCCUR 15972526 09/1612010 09116/2011 EACH OCCURRENCE $ 25,000,000 AGGREGATE $ 25,000,000 EXCESS LIAB CLAIMS -MADE DEDUCTIBLE $ $ RETENTION $ B WORKERS COMPENSATION WC 3715758 09/16/2010 09/16/2011 X I WC STATU- OTH- PR B B AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER /EXECUTIVE YIN EXCLUDED? (Mandatory in (Mandatory in NH) N/A WC 3715756 (California) WC 2087664 ( Florida ) 09/16/2010 09/16/2010 09/16/2011 09/16/2011 E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYE $ 1,000,000 B If yes, describe under DESCRIPTION OF OPERATIONS below WC 1212934 Texas (Texas) 09/16/2010 09/16/2011 E.L. DISEASE - POLICY LIMIT $ 1,000,000 B Workers' WC 2087663 (Wisconsin) 09/16/2010 09/16/2011 See Above Limits Comp. /Employers' Liab. DESCRIPTION OF OPERATIONS/ LOCATIONS /VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) The Certificate Holder is included as Additional Insured as required by written contract, but only for liability arising out of the operations of the Named Insured. L;tLLA I IUIV Town of Avon Attn: Jennifer Strainer, P.E. One Lake Street P.O. Box 975 Avon, CO 81620 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. John T. Riedel — JA – _ T 12....x -- C ©1988 -2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD ADDITIONAL INFORMATION HOU- 001740690 -02 DATE(MM/DDNY) 11/02/2010 PRODUCER Marsh USA Inc. 1000 Main Street, Suite 3000 Houston, TX 77002 01 6276-Prime-GAXWX-1 0-11 BCCAE LIADDI INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER F: CUSA BCCAE, LLC (Golden) dba Central City Ace Express, Blackhawk INSURER G: INSURER H: 14000 West 44th Avenue Golden, CO 80403 INSURERI: TEXT Other Policy Covers Excess Auto Liab. Policy Details Insr Ltr: C Policy Number: 043732409 Eff. Dt. 09/1612010 Exp. Dt. 09/16/2011 Limits Auto Limit/Excess Auto: 5,000,000 Patty McKenny From: Jennifer Strehler Sent: Tuesday, October 19, 2010 1:23 PM To: Eric Heil; Larry Brooks Cc: Scott Wright; Justin Hildreth; Patty McKenny Subject: parking agreement for Coach America Denver? Attachments: 11 Outlet Shuttle Parking agreement.doc Eric and Larry, Coach America Denver has requested to lease one parking space at Swift Gulch for Dec - March. Attached is a draft of our current simple parking agreement template which I have then modified to insert Coach America in lieu of ECO. At the current rate of $350 /month (includes power for engine block heater), this equates to a total of $1400 in revenue for the town. Note that I inserted clause (j) which identifies the Old Transportation Center as an allowable bus stop for them to use during this period. Note too that Coach America is already providing transit service form Avon /Vail to the Silverthorne Outlet Malls (cost is $20 /person). Until yesterday, they had been stopping in various places near the "hut" at Avon Station. I asked told them to please move over to use the old turn around. Their printed brochures work just fine with this location. This could be the start of a new relationship with Coach America. They also provide over - the -road coaches from the mountain communities to Denver. As I have set this agreement up, they would be out of here by 3/31/2011— well before we break ground on the project. Please advise if everyone is ok with this idea and if the agreement looks ok. If it does, I will get their signature and put it on for the 11/9 or 11/23 meeting for approval. Jenny Patty McKenny From: Jennifer Strehler Sent: Tuesday, October 19, 2010 1:23 PM To: Eric Heil; Larry Brooks Cc: Scott Wright; Justin Hildreth; Patty McKenny Subject: parking agreement for Coach America Denver? Attachments: 11 Outlet Shuttle Parking agreement.doc Eric and Larry, Coach America Denver has requested to lease one parking space at Swift Gulch for Dec - March. Attached is a draft of our current simple parking agreement template which I have then modified to insert Coach America in lieu of ECO. At the current rate of $350 /month (includes power for engine block heater), this equates to a total of $1400 in revenue for the town. Note that I inserted clause (j) which identifies the Old Transportation Center as an allowable bus stop for them to use during this period. Note too that Coach America is already providing transit service form Avon /Vail to the Silverthorne Outlet Malls (cost is $20 /person). Until yesterday, they had been stopping in various places near the "hut" at Avon Station. I asked told them to please move over to use the old turn around. Their printed brochures work just fine with this location. This could be the start of a new relationship with Coach America. They also provide over - the -road coaches from the mountain communities to Denver. As I have set this agreement up, they would be out of here by 3/31/2011— well before we break ground on the project. Please advise if everyone is ok with this idea and if the agreement looks ok. If it does, I will get their signature and put it on for the 11/9 or 11/23 meeting for approval. Jenny Patty McKenny From: Jennifer Strehler Sent: Tuesday, November 09, 2010 11:31 AM To: Patty McKenny Subject: RE: parking agreement for Coach America Denver? No, Eric said we could do it administratively. So we did. From: Patty McKenny Sent: Tuesday, November 09, 2010 11:30 AM To: Jennifer Strehler Subject: RE: parking agreement for Coach America Denver? It looks like Larry executed your agreement. Does this need to go on a council agenda? Thanks. 1 .1Ylchem#.q Town of Avon From: Jennifer Strehler Sent: Tuesday, October 19, 2010 1:23 PM To: Eric Heil; Larry Brooks Cc: Scott Wright; Justin Hildreth; Patty McKenny Subject: parking agreement for Coach America Denver? Eric and Larry, Coach America Denver has requested to lease one parking space at Swift Gulch for Dec - March. Attached is a draft of our current simple parking agreement template which I have then modified to insert Coach America in lieu of ECO. At the current rate of $350 /month (includes power for engine block heater), this equates to a total of $1400 in revenue for the town. Note that I inserted clause (j) which identifies the Old Transportation Center as an allowable bus stop for them to use during this period. Note too that Coach America is already providing transit service form Avon /Vail to the Silverthorne Outlet Malls (cost is $20 /person). Until yesterday, they had been stopping in various places near the "hut" at Avon Station. I asked told them to please move over to use the old turn around. Their printed brochures work just fine with this location. This could be the start of a new relationship with Coach America. They also provide over - the -road coaches from the mountain communities to Denver. As I have set this agreement up, they would be out of here by 3/31/2011— well before we break ground on the project. Please advise if everyone is ok with this idea and if the agreement looks ok. If it does, I will get their signature and put it on for the 11/9 or 11/23 meeting for approval. Jenny