06-28-2013 TOA parking license agreement between Traer Creek-RP,LLCJULY 37 2013 PARKING LICENSE AGREEMENT
THIS JULY 3, 2013 PARKING LICENSE AGREEMENT (this "License Agreement ")
is entered into as of the 28th day of June 2013 by and between TOWN OF AVON, a home rule
municipal corporation of the State of Colorado ( "Town ") and TRAER CREEK -RP LLC, a
Colorado limited liability company ( "Traer Creek "), as follows:
1. Traer Creek agrees to grant the Town a temporary, revocable license (the "License ") to
use the South Rodeo Lot (located on Lot 1, Filing 1, Village (at Avon)) (the "South Rodeo
Lot ") for general public parking from noon on July 3, 2013 to 11:30 p.m. on July 3, 2013 (the
"License Term "), at which time the License shall automatically terminate without any further
action required by Traer Creek. The total number of cars at any one time on the South Rodeo
Lot shall not exceed three hundred (300). Town shall collect and pay to Traer Creek seven
dollars ($7.00) per car parked in the South Rodeo Lot from time to time during the License
Term, which amounts shall be due and payable on or before August 1, 2013. This obligation
shall specifically survive the termination of the License Term.
2. Town shall be responsible to manage parking, provide traffic control and security as
necessary for parking, and clean-up trash and debris resulting from parking permitted in this
License Agreement. Town shall enforce its laws, including, without limitation, any alcoholic
consumption and littering laws, in connection with this License Agreement. Town shall also be
responsible for restoring the South Rodeo Lot and any premises negatively impacted as a result
of the parking or Town activities permitted herein to their condition as existed prior to the
commencement of the License Tenn and Town activities associated therewith.
3. Indemnity. Town shall indemnify, protect, defend and hold Traer Creek (and its direct or
indirect affiliates and subsidiaries, and its and their agents, members, managers, trustees,
officers, directors, servants, advisors, employees, consultants and representatives) harmless from
and against any and all claims (including, without limitation, claims for mechanic's liens or
material men's liens, for death of or injury to any person or damage to property of any kind),
causes of action, demands, obligations, losses, damages, liabilities, judgments, costs and
expenses (including, without limitation, reasonable attorneys' fees) (collectively, "Claims ") in
connection with or arising out of use of the South Rodeo Lot; provided, however, such indemnity
shall exclude any Claims directly caused by the gross negligence or willful misconduct of Traer
Creek or its officers, directors, employees and representatives.
4. Condition of South Rodeo Lot. Town hereby accepts the condition of the South Rodeo
Lot and the surrounding Traer Creek property to be in proper condition and suited for safely
conducting its parking and other activities described herein.
5. Insurance. Town shall obtain, keep in force and maintain commercial general liability
insurance protecting against personal and bodily injury, contractual liability and property damage
claims relating to use of the South Rodeo Lot for parking on July 3, 2013 which coverage shall
have a'minimum limit of $1,000,000 each occurrence; provided, however, that Traer Creek shall
have full benefit of any greater limits maintained by Town. Such insurance policy shall name
Traer Creek, Traer Creek LLC and Beaver Creek Resort Company of Colorado as additional
MLv3 1
insureds, shall apply on a primary and non - contributory basis and shall contain a clause
providing that the insurer waives all rights of subrogation which such insurer might have against
Traer Creek. Town shall obtain, keep in force and maintain comprehensive automobile liability
insurance on all vehicles used in connection with the License, in an amount of $1,000,000
combined single limits for bodily injury or property damage, per occurrence. Town shall cause
its subcontractors (if applicable) to obtain identical coverage. Traer Creek and BCRC shall be
named as certificate holders.
6. Waiver of Subro ation. Town hereby waives all rights of recovery against Traer Creek
(and its direct or indirect affiliates and subsidiaries, and its and their agents, members, managers,
trustees, officers, directors, servants, advisors, employees, consultants, and representatives) for
loss of or damage to the Town of its property or the property of the under its control arising from
any cause insured as required herein.
7. No Partnership /Emi2lo ment. Notwithstanding anything contained herein to the contrary,
Traer Creek shall not in any way or for any purpose become partners, joint venturers, or
members of a joint enterprise with Town in the conduct of its business, or otherwise, hereunder,
nor shall anything in this License Agreement be considered to create a relationship of employer -
employee, principal -agent or master- servant between or among Town and Traer Creek.
S. Damages. Town hereby knowingly and irrevocably waives all claims for damages
against Traer Creek arising out of or related to the use of the South Rodeo Lot, excepting only
the gross negligence or willful misconduct of Traer Creek.
9. No Waiver of Governmental Immunity. Nothing in this License Agreement shall be
construed to waive, limit, or otherwise modify any governmental immunity that may be available
by law to the Town, its officials, employees, contractors, or agents, or any other person acting on
behalf of the Town 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.
TRAER CREED. -RP LLC, a Colorado limited liability
company
By: Traer Creek LLC, a Colorado limited liability
company
By:
Marcus LAdholm, Manager
TOWN OF A N, a home rule municipal corporation
of the State oftolorado
By:
Virginia Egger, To ager
Date:
Date: - ZS - /3
ACORD CERTIFICATE OF LIABILITY INSURANCE
DATE /YY)
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
06/28/2013
8 /20
PRODUCER LIC #N /A 1- 303- 757 -5475
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
CIRSA
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
3665 Cherry Creek North Drive
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
Denver, CO 80209
INSURED
Town of Avon
INSURER A: CIRSA
INSURER B:
$5,000,000
400 Benchmark Road, Box 975
INSURER C:
INSURER D:
Avon, CO 81620
INSURER E:
U1)VFHA1; ;F.S
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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
POLICY EXPIRATION
LIMITS
A
GENERAL LIABILITY
LIAB 01 -2013
01/01/13
01/01/14
EACH OCCURRENCE
$5,000,000
FIRE DAMAGE (Anyone fire)
$ 5,000,000
X COMMERCIAL GENERAL LIABILITY
X CLAIMS MADE FI OCCUR
MED EXP (Any one person)
$ 0
PERSONAL BADVINJURY
$5,000,000
X $10m POL E &O Aggregate
GENERAL AGGREGATE
$
GEN'LAGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$5,000,000
POLICY PRO LOC
A
AUTOMOBILE
LIABILITY
ANY AUTO
LIAB 01 -2013
01/01/13
01/01/14
COMBINED SINGLE LIMIT
(Ea accident)
$ 1,500,000
X
BODILY INJURY
(Per person)
$
ALL OWNED AUTOS
SCHEDULED AUTOS
BODILY INJURY
(Per accident)
$
HIRED AUTOS
NON -OWNED AUTOS
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
$
ANY AUTO
$
AUTO ONLY: AGG
EXCESS LIABILITY
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR CLAIMS MADE
$
DEDUCTIBLE
$
RETENTION $
WORKERS COMPENSATION AND
WC STATU- OTH-
EMPLOYERS' LIABILITY
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE
$
E.L. DISEASE - POLICY LIMIT
$
OTHER
3
S
L.
$
DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS
Certificate Holder is Additional Insured on Liability Policies if required by contract.
As respects to parking space for July 4rd Celebration.
vcn I lvly^ 1 G nw"uCm I - I AUUII IUNAL INJUKLU; IN,UKLK LLI ILK: %,N14l,CLL1A I IU14
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
Traer Creek RP, LLC DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
Michael Lindholm NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
PO Box 9429 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
Avon, CO 81620 USA AUTHORIZED REPRESENTATIVE
ACORD 25S (7/97) j illp O ACORD CORPORATION 1988
-!45.73.! 14
I
ACORDM CERTIFICATE OF LIABILITY INSURANCE
DATE (MM /DDIW)
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
06/28/2013
PRODUCER LIC #N /A 1- 303- 757 -5475
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
CIRSA
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
3665 Cherry Creek North Drive
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
Denver, CO 80209
INSURED
Town of Avon
INSURER A: CIRSA
INSURER B:
$ 5,000,000
400 Benchmark Road, Box 975
INSURER C:
INSURER D:
Avon, CO 81620
INSURER E:
CUIVFRO(:FR
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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
DATE
POLICY EXPIRATION
DATE (MM/DDIYYI
LIMITS
A
GENERAL LIABILITY
LIAB 01 -2013
01/01/13
01/01/14
EACH OCCURRENCE
$ 5,000,000
FIRE DAMAGE (Any one fire)
$ 5,000,000
X COMMERCIAL GENERAL LIABILITY
X CLAIMS MADE F7 OCCUR
MED EXP (Any one person)
$ 0
PERSONAL & ADV INJURY
$5,000,000
X $10m POL E &O Aggregate
GENERAL AGGREGATE
$
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$ 5,000,000
POLICY PRO-
jECT F7 LOC
A
AUTOMOBILE
X
LIABILITY
ANY AUTO
LIAB 01 -2013
01/01/13
01/01/14
COMBINED SINGLE LIMIT
(Ea accident)
$ 1,500,000
BODILY INJURY
(Per person)
$
ALL OWNED AUTOS
SCHEDULED AUTOS
BODILY INJURY
(Per accident)
$
HIRED AUTOS
NON -OWNED AUTOS
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
$
ANY AUTO
$
AUTO ONLY: AGG
EXCESS LIABILITY
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR F1 CLAIMS MADE
$
$
DEDUCTIBLE
$
RETENTION $
WORKERS COMPENSATION AND
WC STATU- JOTH -
I ER
EMPLOYERS' LIABILITY
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE,$
E.L. DISEASE - POLICY LIMIT 1
$
OTHER
5
S
$
DESCRIPTION OF OPERATIONS /LOCATIONSNEHICLES /EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS
Certificate Holder is Additional Insured on Liability Policies if required by contract.
As respects to parking space for July 3rd Celebration.
a+ F%IIFI%,MIGnVLIJCR AUUIIIUNALINSURED ; INSURER LETTER: tAIVL.CLLAIIUIV
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
Traer Creek RP, LLC DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
Michael Lindholm NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
PO Box 9429 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
Avon, CO 81620 AUTHORIZED REPRESEN TATIVE
USA�C t hlaCC2
ACORD 25 -S (7197) j illp O ACORD CORPORATION 1988
34533818
Patty McKenny
From: Virginia Egger
Sent: Monday, July 01, 2013 11:12 AM
To: Patty McKenny; Karyne Spadi
Subject: Immediate attention: insurance certificates
Attachments: Small typo clean -up July 3rd parking; Traer Creek Parking Agreement June 13 2013
_MLH_v3 docx (Avon).pdf, Traer Creek Parking Agreement June 13 2013_MLII_v3 docx
(Traer).pdf, Delivery by CertificatesNow; Delivery by CertificatesNow
Importance: High
Please see below:
From: Michael Lindholm [ma iIto: Michael Lind hol m O)traercreek.com]
Sent: Monday, July 01, 2013 10:59 AM
To: Virginia Egger
Cc: Marcus Lindholm
Subject: FW: July 3rd parking agreement
Importance: High
Hi Virginia,
I forwarded the insurance certificates on to our insurance agent and received the below responses. Can we
address these as soon as possible, please?
Thanks,
Michael
From: Gian Baldrica [ mailto :GBaldrica@neil- garing.com]
Sent: Monday, July 01, 2013 10:39 AM
To: Michael Lindholm; Ben McCarthy
Cc: Iryna Trauger
Subject: RE: July 3rd parking agreement
I would agree with you Michael. The cert should reflect additional insured status for Traer and BCRC and it should reflect
that it applies on a primary and non - contributory basis and grants waiver of subrogation in our favor. T eir policies
proba ly include those things w en required by contract but I'd like the certificates to reflect the wording as well.
Let me know if you need anything else.
Thanks,
Gian
Gian M. Baldrica, CIC, CRIS
Commercial Lines Producer
Neil - Garing Agency, Inc
970 - 945 -9111 X -148
970 - 945 -2350 Fax
201 Centennial St., 4th Floor
Glenwood Springs, CO 81602
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transmission in error, please call collect at 970 - 945 -9111 and delete this transmission. Thank you.
From: Michael Lindholm [ mailto: MichaelLindholm (atraercreek.com]
Sent: Monday, July 01, 2013 10:10 AM
To: Gian Baldrica; Ben McCarthy
Cc: Iryna Trauger
Subject: RE: July 3rd parking agreement
Importance: High
Hi Gian,
Do these insurance certificates properly reflect the insurance clauses, etc. in the agreement?
The License Agreement stipulates to:
1) Indemnification
2) Waiver of Subrogation
3) Insurance for general liability (I think)
4) Insurance for automobile liability.
I don't think the additional insureds section is correct. It only contains Traer Creek -RP LLC and not Traer
Creek LLC and Beaver Creek Resort Company.
Michael