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2020-02-04 Agenda and Supporting Documentation Town Council Evening Meeting Agenda
VAIL TO W N C O U N C IL R E G U L AR ME E T IN G E vening Agenda Town Council Chambers 6:00 P M, February 4, 2020 Notes: Times of items are approximate, subject to change, and cannot be relied upon to determine what time Counc il will consider an item. Public c omment will be taken on eac h agenda item. Citizen participation offers an opportunity for c itizens to express opinions or ask questions regarding town services, polic ies or other matters of community concern, and any items that are not on the agenda. Please attempt to keep c omments to three minutes; time limits established are to provide effic iency in the conduct of the meeting and to allow equal opportunity for everyone wishing to speak. 1.Citiz en Participation (10 min.) 2.Any action as a result of executive session 3.P roclamations 3.1.Proc lamation No. 1, Series of 2020, One Book One Valley 2020, A Valley - W ide C ommunity Read S ponsored by the Towns of Avon, E agle, Gy psum, Minturn, Red Cliff, Vail and the C ounty of Eagle 5 min. Presenter(s): Dave Chapin, Mayor 4.Consent Agenda (5 min.) 4.1.J anuary 7, 2020 Town C ounc il Meeting Minutes 4.2.J anuary 21, 2020 Town Council Meeting Minutes 4.3.Resolution No. 4 Series of 2020, Approving a Donation A greement between the Town of Vail and Chargepoint I nc, for the Donation of E lectric Vehicle Charging Stations Bac kground: ChargePoint I nc . wishes to donate and the Town of Vail wishes to ac cept the donation of one or more charging stations pursuant to the terms of the Donation Agreement. Staff Rec ommendation: Authorize the Town Manager to enter into the Donation Agreement in a form approved by the Town A ttorney. 4.4.I -70 Exit 173 W ater Quality I mprovements Contract Award Bac kground: The Town of Vail’s Gore C reek W ater Quality I mprovement Plan identified the I -70 W est Vail interchange (Exit 173) as a high priority area for water quality improvements. The goal of the project is to increase water quality treatment effec tiveness, potentially adding filtration to capture February 4, 2020 - Page 1 of 105 sediment, oil, metals and salts. Staff issued a Request for Proposals in J anuary 2020 for professional design servic es for water quality improvements at the West Vail interc hange. Staff received 2 proposals for the I -70 Exit 173 W ater Quality I mprovements Project from W right W ater Engineers, I nc. and RE S P E C. Construction is scheduled for the fall of 2020. Staff Rec ommendation: Authorize the Town Manager to enter into an agreement, in a form approved by the Town Attorney, with W right W ater Engineers, I nc to complete the I -70 Exit 173 W ater Quality I mprovements Projec t in the amount not to exceed $80,000.00. 4.5.Elevator Modernization C ontrac t Award Bac kground: Recently the elevator in the munic ipal building was out of service and temporary repairs have been made. The elevator will require modernization for regular operation and compliance with the A mericans with Disabilities Ac t. The lead time for fabric ation of the nec essary parts and equipment is eight to nine weeks and the work should be done as soon as possible to ensure a long-term outage does not impact operations. The repair will then take approximately 4 weeks during whic h the elevator will be out of service and a temporary AD A c ompliance plan will need to be put in plac e. Staff Rec ommendation: Authorize theTown Manager to enter into a contract with thyssenkrupp Elevator Corporation in a form approved by the town attorney not to exceed $122,469. 5.Town Manager Report (10 min.) 6.P resentations / Discussion 6.1.Census 2020 Update 30 min. Presenter(s): Sean Koenig, GI S Action Requested of Counc il: No action requested Bac kground: As mandated by the Constitution, and conducted by the U.S. Census Bureau, the census is a c omprehensive count, c onducted every 10 years, of every person living in all 50 states, the District of C olumbia, and five U.S. territories. The presentation will provide information relevant to the upcoming 2020 Census, the importance of the data gathered during the census, and details regarding loc al initiatives and partnerships underway in order to engage local stakeholders and motivate people to respond. 6.2.Vail Let’s Be Blunt Marijuana Public Education Campaign 10 min. Presenter(s): Craig Bettis, P olice C ommander Action Requested of Counc il: I nformation only Bac kground: The Vail P olice D epartment has partnered with the Eagle County Sheriff’s Office in launching “Vail Let’s Be Blunt,” an edgy media campaign to educate residents and visitors about Colorado marijuana laws to inspire responsible and lawful use. The c ampaign neither advoc ates nor disc ourages consumption, but rather educ ates and emphasizes safe and courteous use. Campaign content will be released every two weeks through a variety of Vail and Eagle C ounty social media platforms. Funding for the project came from a Marijuana I mpact Grant awarded to the Vail PD by the Colorado Department of Loc al Affairs. 6.3.Next steps for implementation of the 2018/2019 Vail Civic A rea Plan.30 min. Presenter(s): Matt Gennett, Community Development Director February 4, 2020 - Page 2 of 105 Action Requested of Counc il: Staff asks the Town Counc il to provide direction to initiate a comprehensive market and economic analy sis for potential improvements envisioned for the Charter Bus Lot/D obson I c e Arena; and, to work with the Urban Land I nstitute (UL I ) to explore highest and best uses on both sites. Bac kground: 2018/2019 Vail C ivic Area Plan was adopted on November 5, 2019 and defines the vision for a revitalized c ommunity focal point in the Town of Vail; a place where fac ilities, ac tivity, and programing will bring people together for cultural, social, and recreational experienc es. I t also lays out a framework for connec ting the community, fostering c ollaboration, and creating spaces for residents and guests to share ideas. The plan inc ludes preliminary financial feasibility and market studies to ac curately consider the economics of eac h option presented in the plan. 7.Adjournment 7.1.Adjournment 7:40 pm estimate Meeting agend as and materials c an b e ac cess ed prior to meeting d ay o n the Town o f Vail website www.vailgov.c o m. All town counc il meetings will b e s treamed live by High F ive Acc es s Med ia and available fo r pub lic viewing as the meeting is hap p ening. T he meeting vid eo s are als o p o s ted to High F ive Acc es s Media website the week fo llo wing meeting d ay, www.highfivemed ia.org. P leas e c all 970-479-2136 for ad d itional informatio n. S ign language interpretatio n is availab le up o n req uest with 48 ho ur notific ation dial 711. February 4, 2020 - Page 3 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : P roclamation No. 1, S eries of 2020, One B ook One Valley 2020, A Valley-W ide Community Read S ponsored by the Towns of Avon, Eagle, Gypsum, Minturn, R ed C lif f , Vail and the C ounty of E agle P RE S E NT E R(S ): D ave C hapin, Mayor AT TAC H ME N TS : Description Proclamation N o. 1, Series of 2020 February 4, 2020 - Page 4 of 105 PROCLAMATION NO. 1, SERIES OF 2020 ONE BOOK ONE VALLEY, 2020 A Valley-Wide Community Read Sponsored by the Towns of Avon, Eagle, Gypsum, Minturn, Red Cliff, Vail and the County of Eagle WHEREAS, Community Read programs have united and uplifted hundreds of cities and principalities throughout the United States of America; and, WHEREAS, the book “I Am Not Your Perfect Mexican Daughter” by Erika L. Sanchez (poet, novelist, and essayist) was published in 2017 and is now available in paperback, Spanish, eBook & eAudiobook formats. This book is a thought-provoking coming-of-age story about identity, family, poverty, and secrets, featuring a strong female protagonist, a plot packed with mystery, and a humorous voice that addresses stereotypes and defies expectations; and, WHEREAS, this Eagle Valley Community Read will feature book talks & classroom discussions, and special related events such as a Millennial Loteria Night & a Frida Kahlo Portrait event hosted by the partnering organizations and a special Guest Appearance by the author; and, WHEREAS, the Vail Public Library, in collaboration with the Bookworm of Edwards, Colorado Mountain College, Battle Mountain High School, Eagle Valley High School and Vail Mountain School have resolved to bring this valley-wide Community Read program to the citizens of Eagle County; and, WHEREAS, the One Book One Valley initiative will encourage literacy and shared enjoyment of reading throughout Eagle County, NOW, THEREFORE, we, the Vail Town Council, do hereby promote the One Book One Valley initiative and officially announce and promote the novel “I Am Not Your Perfect Mexican Daughter” to all Eagle County residents for their enjoyment and the enjoyment of all. Dated this 4th day of February, 2020. Vail Town Council Attest: ___________________________ Dave Chapin, Mayor Tammy Nagel, Town Clerk February 4, 2020 - Page 5 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : J anuary 7, 2020 Town Council Meeting Minutes AT TAC H ME N TS : Description Janaury 7, 2020 Town Council Meeting Minutes February 4, 2020 - Page 6 of 105 Town Council Meeting Minutes of January 7, 2020 Page 1 Vail Town Council Meeting Minutes Tuesday, January 7, 2020 6:00 P.M. Vail Town Council Chambers The regular meeting of the Vail Town Council was called to order at approximately 6:00 P.M. by Mayor Chapin. Members present: Dave Chapin, Mayor Kim Langmaid, Mayor Pro Tem Jenn Bruno Travis Coggin Kevin Foley Jen Mason Brian Stockmar Staff members present: Scott Robson, Town Manager Matt Mire, Town Attorney Tammy Nagel, Town Clerk 1. Citizen Participation Johnathan Levine, taxi business owner, expressed frustration concerning AT&T’s poor service within town limits. He also commented on Colorado State’s traction law not being enforced and the high pricing Uber and Lyft companies are charging for poor unreliable service. Levine shared a recent letter sent to him from a customer who had a bad experience with Uber in Aspen. Ann Mueller, East Vail resident, expressed her concerns about the stability of the hillside associated with the Booth Heights development. She requested the town to investigate with a geological hydrologist. 2. Any action as a result of executive session There was none. 3. Consent Agenda 3.1. December 3, 2019 Town Council Meeting Minutes Foley made a motion to approve the December 3, 2019 meeting minutes; Coggin seconded the motion passed (7-0). 3.2. December 17, 2019 Town Council Meeting Minutes Foley made a motion approve December 17, 2019 meeting minutes; Stockmar seconded the motion passed (7-0). February 4, 2020 - Page 7 of 105 Town Council Meeting Minutes of January 7, 2020 Page 2 3.3. Resolution No. 1, Series of 2020, A Resolution Adopting the Town's Website as the Town's Public Notice Posting Location Foley made a motion to approve Resolution No. 1, Series of 2019; Coggin seconded the motion passed (7-0). 3.4. Resolution No. 2, Series of 2020 IGA with Town of Vail and ECHDA Fourth Amendment Foley made a motion to approve Resolution No. 2, Series of 2020; Bruno seconded the motion passed (7-0). 3.5. Authorization of Final Installment Payment and Acceptance of the Monument Pete's Dream Background: On December 26, 2018 the Town of Vail entered into an Art Installation Agreement with Herb Mignery for the sculpture Pete's Dream in the amount of $300,000 to be paid in three installments of $100,000. The sculpture Pete's Dream was delivered and installed December 23rd. Foley made a motion to authorize the final payment of $100,000 and acceptance of the monument Pete’s Dream; Coggin seconded the motion passed (7-0). 4. Town Manager Report Robson provided an update on the first meeting of the Wildlife Habitat Task Force. Attendees included representatives from USFS, CPW and Town Council and staff. Robson says he was pleased with the dialogue. Council members Stockmar and Langmaid stated they were very optimistic after the meeting. 4.1. Confirm 2020 State of the Town Community Meeting Date (propose March 10). The date was set at Donovan Pavilion State of the Town. 5. Public Hearings 5.1. Ordinance No. 21, Series of 2019, second reading of an ordinance authorizing the sale of certain vacant land in the Chamonix Vail Community to Chamonix Parcel E, LLC for $875,000 Presenter(s): George Ruther, Housing Director Action Requested of Council: Approve, approve with modifications, or deny Ordinance No. 21, Series of 2019, on second reading. Background: The Vail Town Council unanimously approved Ordinance No. 21, Series of 2019, on first reading on December 17th as read. Staff Recommendation: The town staff recommends the Vail Town Council approves Ordinance No. 21, Series of 2019 on second reading. February 4, 2020 - Page 8 of 105 Town Council Meeting Minutes of January 7, 2020 Page 3 Ruther confirmed there were no changes to Ordinance No. 21, Series of 2029 since first reading. Public comment was called. Mike Caccioppo, Eagle County resident, asked if the sale of property needed to be a vote of the people. Town attorney, Mire stated the sale of the property did not need to be voted on by Vail residents per the Town Charter. Bruno made a motion to approve Ordinance No. 21, Series of 2020 upon second reading; Langmaid seconded the motion passed (7-0). 5.2. Ordinance No. 15, Series of 2019, Second Reading, An Ordinance Amending Section 12-2-2 of the Vail Town Code to Clarify Certain Definitions, and Amending Section 12-2-1 of the Vail Town Code to Delete Duplicative Definitions Presenter(s): Erik Gates, Planner Action Requested of Council: The Vail Town Council shall approve, approve with modifications, or deny Ordinance No. 15, Series of 2019, upon second reading. Background: The applicant, the Town of Vail, is proposing numerous changes to Sections 12-2- 2, Definitions of Words and Terms, and Section 14-2-1, Definitions of Words and Terms, Vail Town Code, in order to clarify existing term definitions and to maintain a consistency of definitions between Title 12 and Title 14 within the Town Code. Staff Recommendation: Approve Ordinance No. 15, Series of 2019 upon second reading. Gates stated Ordinance No. 15, Series of 2019 had not changed since the first reading. Stockmar thanked PEC and DRB for their hard work on this ordinance There was no public comment. Coggin made a motion to approve Ordinance No. 15, Series of 2019 upon second reading based upon a review of the criteria outlined in Section VI of the September 23, 2019 staff memorandum to the Planning and Environmental Commission and the testimony presented; Foley seconded the motion passed (7-0). 5.3. Ordinance No. 16, Series of 2019, Second Reading, An Ordinance Amending Section 14-6-7.a of the Vail Town Code to Clarify Design Standards for Retaining Walls Presenter(s): Erik Gates, Planner Action Requested of Council: The Vail Town Council shall approve, approve with modifications, or deny Ordinance No. 16, Series of 2019, upon second reading. Background: The applicant, the Town of Vail, is proposing an amendment to Section 14-6-7, Retaining Walls, to allow the Design Review Board to permit retaining walls in excess of three feet (3') within the front setback when related to the development of a structure on excessive slopes. Existing regulations only allow for Design Review Board approval of retaining walls in February 4, 2020 - Page 9 of 105 Town Council Meeting Minutes of January 7, 2020 Page 4 excess of three feet (3') within the front setback when related to a garage in the front setback or access to a structure. Staff Recommendation: Approve Ordinance No. 16, Series of 2019 upon second reading Gates confirmed there were no changes to Ordinance No. 16, Series of 2019 since the first reading; Stockmar again thanked the PEC and DRB for their hard work. There was no public comment Coggin made a motion to approve Ordinance No. 16, Series of 2019 upon second reading based upon a review of the criteria outlined in Section VI of the September 23, 2019 staff memorandum to the Planning and Environmental Commission and the testimony presented; Mason seconded the motion passed (7-0). There being no further business to come before the council, Foley moved to adjourn the meeting; Coggin seconded the motion which passed (7-0) and the meeting adjourned at 7:05 p.m. Respectfully Submitted, Attest: __________________________________ Dave Chapin, Mayor ___________________________________ Tammy Nagel, Town Clerk February 4, 2020 - Page 10 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : J anuary 21, 2020 Town C ouncil Meeting Minutes AT TAC H ME N TS : Description Janaury 21, 2020 Town C ouncil Meeting Minutes February 4, 2020 - Page 11 of 105 Town Council Meeting Minutes of January 21, 2020 Page 1 Vail Town Council Meeting Minutes Tuesday, January 21, 2020 6:00 P.M. Vail Town Council Chambers The regular meeting of the Vail Town Council was called to order at approximately 6:00 P.M. by Mayor Chapin. Members present: Dave Chapin, Mayor Kim Langmaid, Mayor Pro Tem Jenn Bruno Travis Coggin Kevin Foley Jen Mason Brian Stockmar Staff members present: Scott Robson, Town Manager Patty McKenny, Assistant Town Manager Tammy Nagel, Town Clerk 1. Citizen Participation Whitney Heingartner, Burton US Open Snowboarding Championships representative, stated the group was excited Vail was hosting the Burton Us Open Snowboarding Championships on February 24 - March 3, 2020. She shared there would be activities throughout the town and many celebrations of life for Jake Burton. The director of education at Children's Garden of Learning expressed her concerns about the town's announcement that it was exploring their site as a possible location for housing. Paul Wiser, a parent to children who attend Children's Garden of Learning, also expressed concerns and hopes Children’s Garden of Learning remains at the current site and location. Wiser stated there were certain requirements per state and federal laws when finding a new location for a childcare facility. 2. Consent Agenda 2.1. Resolution No. 3, Series of 2020, a resolution authorizing the release of a deed restriction at 375 Mill Creek Circle in exchange for a new deed restriction to be recorded at 4192 Spruce Way/Altair Vail Inn, Unit 205A. Presenter(s): George Ruther, Housing Director Background: Section 12-13-5 of the Vail Town Code authorizes the exchange of existing EHU deed restrictions, subject to verification of compliance with prescribed requirements. Town staff has verified that the proposed request complies with each of the prescribed requirements. Staff Recommendation: The Vail Local Housing Authority recommends the Vail Town Council approves Resolution No. 3, Series of 2020, as read February 4, 2020 - Page 12 of 105 Town Council Meeting Minutes of January 21, 2020 Page 2 Coggin made a motion to approve Resolution No. 3, Series of 2020; Mason seconded the motion passed (7-0). 3. Town Manager Report Robson thanked council and directors for a productive retreat everyone attended earlier that day. Robson also noted a positive gathering of about 40 representatives last week from the Vail and Beaver Creek economic advisory councils as well as government representatives to discuss ways to improve regional transit. 4. Executive Session 4.1. Executive Session, pursuant to: 1) C.R.S. §24-6-402(4)(b)(e) - to receive legal advice on specific legal questions; and to determine positions, develop a strategy and instruct negotiators, regarding: update on pending litigation Town of Vail, Vail Beauty Corp. v. Town of Vail, case number: 1:19-cv- 02790-CMA-GPG; 2) C.R.S. §24-6-402(4)(e) - to determine positions, develop a strategy and instruct negotiators, regarding: potential deed restricted housing sites Presenter(s): Matt Mire, Town Attorney Foley made a motion to adjourn into Executive session; Coggin seconded the motion was approved (7-0). 5. Any action as a result of executive session There was none. There being no further business to come before the council, Foley moved to adjourn the meeting; Coggin seconded the motion which passed (7-0) and the meeting adjourned at 7:25 p.m. Respectfully Submitted, Attest: __________________________________ Dave Chapin, Mayor ___________________________________ Tammy Nagel, Town Clerk February 4, 2020 - Page 13 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : Resolution No. 4 Series of 2020, A pproving a Donation A greement between the Town of Vail and Chargepoint I nc, for the Donation of Electric Vehicle C harging Stations B AC K G RO UND: C harge P oint I nc. wishes to donate and the Town of Vail wishes to accept the donation of one or more charging stations pursuant to the terms of the Donation A greement. S TAF F RE C O M M E ND AT I O N: Authorize the Town Manager to enter into the D onation A greement in a form approved by the Town A ttorney. AT TAC H ME N TS : Description Resolution No. 4 of 2020 February 4, 2020 - Page 14 of 105 RESOLUTION NO 4 Series of 2020 A RESOLUTION APPROVING A DONATION AGREEMENT BETWEEN THE TOWN OF VAIL AND CHARGEPOINT INC. FOR THE DONATION OF ELECTRIC VEHICLE CHARGING STATIONS WHEREAS, ChargePoint Inc. wishes to donate and the Town of Vail wishes to accept the donation on one or more electric vehicle charging stations pursuant to the terms of the Donation Agreement (the “Agreement”) attached hereto as Exhibit A, NOW THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF VAIL, COLORADO THAT: Section 1. The Town Council hereby Approves the Agreement and authorizes the Town Manager to enter into the Agreement on behalf of the Town in substantially the same form as attached hereto as Exhibit A and in a form approved by the Town Attorney. Section 2. This Resolution shall take effect immediately upon its passage. INTRODUCED, PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Vail held this 4th day of February 2020. _________________________ Dave Chapin, Town Mayor ATTEST: _____________________________ Tammy Nagel, Town Clerk February 4, 2020 - Page 15 of 105 Page 1 of 19 DONATION AGREEMENT This Donation Agreement (this “Agreement”) is entered into as of the day of February 2020, by and between ChargePoint, Inc., a Delaware corporation, with its principal office located at 254 E. Hacienda Ave., Campbell, CA 95008 (“ChargePoint”) and Town of Vail, a Municipal Government, with its principal office located at 75 South Frontage Road West, Vail, CO 81657 (“Site Host”). ChargePoint and Site Host are each sometimes referred to individually herein as, a “Party”, and collectively as, the “Parties”. RECITALS WHEREAS, ChargePoint desires to donate to Site Host one or more electric vehicle charging stations and related equipment (the “Donated Stations”), as more fully described in Exhibit “A,” to Site Host and Site Host desires to accept such donation. WHEREAS, the Donated Stations are being provided pursuant to the ALT Fuels Colorado Electric Vehicle Direct Current Fast-Charging Corridors Grant Program (“Colorado Grant”) through the Colorado Energy Office (“CEO”) in order to increase the number and access to electric vehicle charging stations along major Colorado transportation corridors. WHEREAS, this Agreement is subject to and contingent upon funding by the CEO and Colorado Grant. WHEREAS, this Agreement is subject to and contingent upon the CEO’s acceptance of the pending amendment to the Colorado Grant between the CEO and ChargePoint incorporating the Two-Phase Solution, referenced in Section 3(f) below, among other proposed amendments. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge, the Parties hereby agree as follows. 1. Award of Donated Stations; Access to General Public. (a) ChargePoint shall deliver the Donated Stations to the contact listed on Exhibit “B,” for installation at the locations described in Exhibit “B”. In addition, ChargePoint shall provide, during the Commitment Period (as defined in Section 1(b)), access to its cloud services to Site Host through the donation to Site Host of a subscription to the ChargePoint Commercial Plan for use solely with the Donated Stations, as well as a subscription to ChargePoint’s service and support plan known as ChargePoint Assure (the “Warranty”) described in Exhibit “D.” In the event Site Host has not already executed a Master Services and Subscription Agreement with ChargePoint, such an agreement will need to be executed in order for Site Host to obtain access to the ChargePoint Commercial Plan. (b) The Donated Stations will be installed by a ChargePoint approved installer (the “Approved Installer”) as defined in Exhibit B. The Approved Installer shall perform all February 4, 2020 - Page 16 of 105 Page 2 of 19 engineering, construction, electrical make-ready, and installation work on the Donated Stations (“Station Installation”). Unless specifically agreed to in writing, only the Approved Installer may perform Station Installation on the Donated Stations. ChargePoint shall execute agreements with Approved Installer related to the Station Installation and may also execute agreements with the local utility for any applicable utility connection fee. Pursuant to Section 3 of this Agreement, Site Host shall pay for costs and fees associated with Station Installation, including, but not limited to, Approved Installer costs and fees, utility connection fees, and other reasonable costs/fees necessary to perform the Station Installation (“Station Installation Costs”). The estimated Station Installation Costs are outlined in Exhibit C. (c) Site Host shall keep the Donated Stations operational, and make them accessible by the general public, for a period of six (6) years commencing on the date the Donated Stations are installed and made available to the general public for charging (the “Commitment Period”). Site Host may charge a reasonable fee for the use of the Donated Stations. Site Host shall permit ChargePoint to display the Donated Stations on its map of publicly available charging locations. (d) As a part of Site Host’s obligations under this Donation Agreement, Site Host agrees to keep the Donated Stations connected to the ChargePoint Network for a period of at least six years commencing on the date the Donated Stations are installed and activated on the ChargePoint Network. 2. Shipment and Delivery. ChargePoint will pay for the cost of standard delivery charges of the Donated Stations to the location set forth in Exhibit B. ChargePoint shall choose the method by which the Donated Stations are to be delivered. Title and risk of loss shall pass to Site Host upon delivery to the location set forth in Exhibit B. If Site Host desires expedited delivery, Site Host will be responsible for the payment of all delivery charges. 3. Installation. (a) ChargePoint will coordinate with Approved Installer and Site Host for Station Installation at the location or locations described in Exhibit B, provided that the Donated Stations must be installed in a manner that will make them readily available for use to the general public. (b) ChargePoint and Site Host are responsible for supervising the performance of the Approved Installer for Station Installation. ChargePoint shall schedule the date and time of construction and installation activities. Such schedule shall be binding unless a party provides at least twenty (20) business days’ prior written notice of any need to reschedule. Approved Installer shall submit detailed plans and specifications relating to Station Installation to Site Host, subject to Site Host’s reasonable approval. Site Host shall either approve or comment upon the submitted plans and construction schedule within five (5) business days. Failure by Site Host to comment upon the submitted plans and construction schedule shall be deemed approval of such plans and construction schedule. No work will begin until all applicable permits and certifications have been obtained. Approved Installer will perform Station Installation, including, to the extent applicable, February 4, 2020 - Page 17 of 105 Page 3 of 19 the hiring and coordination of all vendors and contractors; the installation of electrical equipment, utility lines, hardware; site preparation, trenching, repaving, and landscaping; and installation of signage. Site Host recognizes that Donated Stations will require the installation of dedicated electrical service, supporting concrete pads, protective bollards and other associated equipment necessary for the safe and effective provision of charging services to EV Drivers. Approved Installer will obtain from applicable governmental authorities all permits or other approvals required to install the Charging Stations, and Site Host will reasonably cooperate on request with Approved Installer’s efforts to do so. Once Station Installation is complete, that Donated Station is the personal property of Site Host. Station Installation Costs will be covered by Site Host pursuant to the terms of Section 3(c). (c) Site Host shall deposit $200,091 into an escrow account (“Escrow Funds”) at least sixty (60) days prior to the Commencement of Construction (as defined below). Escrow Funds— and Colorado Grant funds, if any—shall be used to cover all Station Installation Costs and Site Host shall be responsible for any costs in excess of the Station Installation Costs. Once Station Installation has reached Substantial Completion (as defined below), the Escrow Funds shall be released to ChargePoint; provided that, if the Escrow Funds are in excess of the Site Installation Costs, such excess Escrow Funds shall be returned to Site Host at the time of Substantial Completion. If required by ChargePoint, Site Host, at its sole cost and prior to the Commencement of Construction, shall also furnish a payment bond as security for the faithful payment of the Approved Installer costs. Site Host acknowledges that its failure to deposit Escrow Funds shall constitute a material breach of this Agreement. Should Site Host fail to deposit the Escrow Funds, ChargePoint shall cover the Station Installation Costs and Site Host shall be fully liable to ChargePoint for such Station Installation Costs. If ChargePoint required Site Host to furnish a payment bond pursuant to this Agreement, ChargePoint may submit a claim to Site Host’s surety to cover the Station Installation Costs. As used in this Agreement: (i) “Commencement of Construction” means the start of material on- site work at the installation locations described in Exhibit “B” and (ii) “Substantial Completion” means the completion of all permitted work pursuant to the local municipality’s inspection process. (d) In the event that the Donated Stations have not been installed and activated on the ChargePoint Network within one hundred eighty (180) days of the date of this Agreement, ChargePoint reserves the right to reclaim the Donated Stations. If Site Host is unable to comply with its agreed upon installation schedule with the Approved Installer, and requires a change in installation schedule, Site Host shall cover the costs and expenses, if any, of the Approved Installer for such changes. (e) The Donated Stations are not to be removed from their packaging by any person other than the Approved Installer. February 4, 2020 - Page 18 of 105 Page 4 of 19 (f) ChargePoint will require access to Site Host’s property to replace and upgrade stations during the Commitment Period. ChargePoint will contact Site Host to coordinate the timing for replacement and upgrade of the Donated Stations by an Approved Installer. The station upgrade costs will be ChargePoint’s sole responsibility. The station upgrade will cause minimal disruption to the Site Host’s operation as no additional construction, trenching, repaving, or landscaping will be required. 4. Warranty/Limitation of Liability. (a) Warranty. The Donated Stations will be covered by the Warranty during the Commitment Period. All applicable warranties with respect to the Donated Stations are set forth in the Warranty, and are hereby incorporated by reference into this Agreement. The Warranty shall be null and void in the event Site Host does not use the Approved Installer to install the Donated Stations. (b) Disclaimer of Warranties. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 4, AND IN THE WARRANTY, CHARGEPOINT MAKES NO WARRANTY WITH RESPECT TO THE PERFORMANCE OF THE DONATED STATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. CHARGEPOINT EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS BY THE DONATED STATIONS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CHARGEPOINT DOES NOT WARRANT UNINTERRUPTED OR ERROR FREE OPERATION OF THE DONATED STATION. (c) Limitation of Liability. (i) REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL CHARGEPOINT BE LIABLE FOR ANY LOST REVENUE OR PROFIT, LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE THE DONATED STATION OR OTHERWISE OR BASED ON ANY EXPRESSED, IMPLIED OR CLAIMED WARRANTIES BY SITE HOST NOT SPECIFICALLY SET FORTH IN THIS ADDENDUM. BECAUSE SOME STATES OR JURISDICITONS DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY. (ii) SITE HOST’S SOLE REMEDY FOR ANY BREACH BY CHARGEPOINT OF ITS OBLIGATIONS OR WARRANTIES UNDER THIS AGREEMENT SHALL BE LIMITED TO, AT CHARGEPOINT’S OPTION, REPAIR OR REPLACEMENT OF THE DONATED STATIONS. February 4, 2020 - Page 19 of 105 Page 5 of 19 (d) Warranty Exclusions; Exclusive Remedies. THE REMEDIES CONTAINED IN SECTION 4 ARE SITE HOST’S SOLE AND EXCLUSIVE REMEDIES AND ARE IN LIEU OF ANY OTHER RIGHTS OR REMEDIES IT MAY HAVE AGAINST CHARGEPOINT WITH RESPECT TO THE PERFORMANCE OF THE DONATED STATIONS. 5. Access to the Public. All of the Donated Stations will be installed in a manner and in locations that make them available for access and use by the general public twenty-four (24) hours per day, seven (7) days a week. The Donated Stations, and the facilities in which they are located, shall be kept clean and in good repair by Site Host. Site Host shall promptly call ChargePoint in order to arrange for the repair of any non-functioning Donated Stations. Without the prior written consent of ChargePoint, Site Host shall not install the Donated Stations in any location where it charges for parking. 6. Information Sharing. ChargePoint intends to share aggregated, anonymized data (“Data”) regarding the use of the Donated Stations with the CEO. Site Host acknowledges and agrees that the Data may be used by the above-described entities for any purpose, including analyzing the public’s use of the Donated Stations. Data shared with the CEO shall not include any personally identifiable information (as defined and set forth in §24-72-501(2), Colorado Revised Statutes (“C.R.S.”), and §6-1-713(2)(b), C.R.S.) of any driver. ChargePoint shall protect all such information in accordance with applicable law. The CEO is an intended third party beneficiary under this Agreement. 7. Sale or Removal of the Donated Stations. Subject to the provisions of Section 13, if Site Host removes, assigns, sells or otherwise transfers without ChargePoint’s prior written consent, the Donated Stations prior to the end of the Commitment Period, Site Host shall pay to ChargePoint an amount equal to the sum of (i) the fair market value of the Donated Station as of the date of this Agreement, (ii) the fair market value of a six year subscription to the ChargePoint Commercial Service Plan as of the date of this Agreement, (iii) the fair market value of a six year subscription to ChargePoint Assure as of the date of this Agreement, and (iv) the full value of the scope of work for the installation services set forth in Exhibit C. 8. Performance/Termination. During the Commitment Period, after construction is complete and Donated Stations are fully operational, if ChargePoint for any reason is unable to perform its obligations or carry out its duties and responsibilities set forth in this Donation Agreement (“Duties and Responsibilities”), ChargePoint shall immediately notify Site Host and the Colorado Energy Office, Attention: Zachary Owens, 1580 Logan Street, Suite 100, Denver, Colorado 80203 (the “CEO”) of its inability to perform such Duties and Responsibilities. (i) Upon notification by ChargePoint to Site Host and the CEO, this Donation Agreement shall be terminated. (ii) Upon termination of this Donation Agreement, Site Host and CEO will enter into a new agreement. February 4, 2020 - Page 20 of 105 Page 6 of 19 9. Insurance. Throughout the term of this Agreement, Site Host shall obtain and maintain insurance as outlined in Exhibit “E” attached hereto. 10. No Amendment or Modification. No modification, amendment or waiver of this Agreement shall be effective unless pursuant to a writing executed by each of the Parties. 11. Waiver. A Party’s failure at any time to require the other Party’s performance of any obligation under this Agreement will in no way affect the full right to require such performance at any time thereafter. A Party’s waiver of a breach of any provision of this Agreement will not constitute a waiver of the provision itself. A Party’s failure to exercise any of its rights provided in this Agreement will not constitute a waiver of such rights. No waiver will be effective unless in writing and signed by an authorized representative of the non-breaching Party. Any such waiver will be effective only with respect to the specific instance and for the specific purpose given. 12. Applicable law. This Agreement will be construed, and performance will be determined, according to the laws of the State of Colorado without reference to such state’s principles of conflicts of law and the state and federal courts located in Eagle County, Colorado, shall have exclusive jurisdiction over any claim arising under this Agreement. 13. Waiver of Jury Trial. Site Host and ChargePoint each hereby waive any right to jury trial in connection with any action or litigation arising out of this Agreement. 14. Severability. Except as otherwise specifically provided herein, if any term or condition of this Agreement or the application thereof to either Site Host or ChargePoint will to any extent be determined by any judicial, governmental or similar authority, to be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to this Agreement, Site Host and ChargePoint or circumstances other than those as to which it is determined to be invalid or unenforceable, will not be affected thereby. 15. Assignment. Site Host may not assign any of its rights or obligations under this Agreement, whether by operation of law or otherwise, without the prior written consent of ChargePoint; provided that Site Host may assign this Agreement in connection with the sale of substantially all of its assets or a merger; provided that the assignee agrees in writing to be bound by all of the provisions of this Agreement. 16. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute but one and the same document. 17. Term. This Agreement shall terminate upon the expiration of the Commitment Period or at such time as the Colorado Grant or the CEO no longer provides funding or terminates the program. February 4, 2020 - Page 21 of 105 Page 7 of 19 Town of Vail ChargePoint, Inc. By: By: Name: Name: Title: Title: Address for Notices: Address for Notices: Exhibit “A” List of Charging Stations and Equipment Product Name Product # Quantity Express 250* CPE250C-625-CCS1-CHD 4 Express Plus* EXPP-CCS1C-CHD 4 *ChargePoint and its Approved Installer will initially install the Express 250 DC fast charging station, which will later be replaced and upgraded with the Express Plus DC fast charger. While the Site Host agrees to keep both the Express 250 and Express Plus charging stations operational and accessible by the general public for the entire Commitment Period, only the Express Plus DC fast charging station will be Donated to the Site Host. ChargePoint will retain ownership of the Express 250 stations and remove them from the Site Host’s property upon upgrading the site to Express Plus. February 4, 2020 - Page 22 of 105 Page 8 of 19 Exhibit “B” Shipping Information and Installation Location 1. Shipping Information Street Address______________TBD_______________________________ City/ State/ Zip Code___________________________________________ Company Name_______________________________________________ Contact Name_________________________________________________ Contact Phone_________________________________________________ Contact Email_________________________________________________ Freight Terms_________________________________________________ Storage Conditions_____________________________________________ 2. Installation Location Street Address: 395 S Frontage Rd W City/ State/ Zip Code: Vail, CO, 81657 Company Name: Town of Vail – Lion’s Head Parking Structure P1 Contact Name: Kristen Bertuglia Contact Phone: (970) 477-3455 Contact Email: KBertuglia@vailgov.com 3. Approved Installer Company Name: Lane Valente Industries Contact Name: Michael Rodriguez – Director of Special Projects, Electrical Contact Phone: (832) 741-7974 Contact Email: mrodriguez@lviusa.com February 4, 2020 - Page 23 of 105 Page 9 of 19 Exhibit “C” Installation Scope of Work TO BE COMPLETED WITH SITE SPECIFIC INFORMATION Charging Station Location Location Details on P1 (Equipment to be placed in brick patio area, trenching to chargers) February 4, 2020 - Page 24 of 105 Page 10 of 19 Job Estimate from LVI February 4, 2020 - Page 25 of 105 Page 11 of 19 Exhibit “D” CHARGEPOINT ASSURE TERMS AND CONDITIONS OF SERVICE Welcome to ChargePoint Assure. ChargePoint Assure is a full service maintenance and support program designed specifically for ChargePoint customers. 1. WHAT IS COVERED: With ChargePoint Assure, ChargePoint agrees to do each of the following: a. Ensure that all parts are provided and labor is performed, on-site if necessary, to correct any defect in the materials or workmanship of electric vehicle charging stations purchased from ChargePoint, Inc., or its representatives (“Charging Stations”) in a prompt and professional manner. b. Provide remote, automated monitoring of your Charging Stations. c. Perform triage with respect to any Charging Station that may be defective. d. Coordinate all repairs necessary to have your Charging Station back up and running. e. Ensure that you are provided response no later than one business day from the date ChargePoint becomes aware of an issue. f. Begin onsite repairs within one business day from the delivery of any parts required to fix your Charging Station. g. ChargePoint will provide software moves, adds and changes at no additional cost h. ChargePoint guarantees a 98% annual station uptime with a prorated refund of up to the annual station Assure maintenance fee for outages caused by station hardware or software failures in excess of 2% annually i. ChargePoint will provide standard monthly summary and quarterly detailed station usage and performance metrics. j. ChargePoint will cover the labor portion of non-cosmetic station repairs caused by vandalism, auto accidents or excessive wear and tear. 2. WHAT IS NOT COVERED: ChargePoint undertakes no responsibility with respect to repairing, replacing, monitoring or servicing anything other than your Charging Stations. This means, for example, that ChargePoint is not responsible for the physical mounting and electrical wiring of your Charging Stations or for the performance of any cellular or Wi-Fi repeaters or other devices installed in connection with your Charging Stations. 3. CUSTOMER RESPONSIBILITIES: In order to perform its obligations under ChargePoint Assure, ChargePoint needs your cooperation. Specifically, you agree to: a. Provide reasonable access to ChargePoint or its designee as necessary for the performance of ChargePoint’s obligations. b. Permit ChargePoint to access the Charging Stations remotely by maintaining a separately purchased Cloud Services subscription necessary for remote access. February 4, 2020 - Page 26 of 105 Page 12 of 19 c. Maintain your premises in accordance with all applicable laws, rules and regulations. d. Keep the areas in which Charging Stations are located in a clean, safe and orderly condition, to at least the same standard as you customarily use to maintain the remainder of your premises. e. Promptly notify ChargePoint of any suspected defect with a Charging Station. 4. WHO IS ELIGIBLE FOR CHARGEPOINT ASSURE?: ChargePoint Assure is only available to purchasers of Charging Stations who either: 1) use a ChargePoint Operations and Maintenance Partner (“O&M Partner”) to install their Charging Stations or 2) successfully complete a site validation as described below. a. ChargePoint O&M Partner Installation. For information on how to contact a ChargePoint O&M Partner, please contact your ChargePoint sales representative or authorized ChargePoint reseller for more details. b. Site Validation: If you do not use an O&M Partner to install your Charging Station, you still will be eligible for ChargePoint Assure after your installation has been validated by ChargePoint or an authorized third party. The purpose of the site validation is to ensure that your Charging Stations were installed correctly, in accordance with ChargePoint’s recommended specifications and operational requirements. Site validations require the payment of ChargePoint’s then current fee, charged on a “per site” basis. For these purposes, a “site” is defined as any group of Charging Stations whose circuits are terminated at the same power panel. 5. EXCLUSIONS FROM COVERAGE: ChargePoint’s obligations under ChargePoint Assure shall not apply to defects or service repairs resulting from the following: a. Cosmetic damage such as scratches and dents. b. Normal aging. c. Except as provided in 1(j) above, abuse, vandalism, damage or other problems caused by accidents or negligence (including but not limited to physical damage from being struck by a vehicle), or use of the Charging Station in a way other than as specified in the applicable Charge Point documentation. d. Installation, alteration, modification or relocation of the Charging Station that was not approved in writing by ChargePoint, performed by an O&M Partner or validated in the manner described above. e. Use of the Charging Station with software, interfacing, parts or supplies not supplied by ChargePoint. f. Damage as a result of extreme power surge, extreme electromagnetic field or any other acts of nature. In addition ChargePoint’s obligations under ChargePoint Assure shall not apply to any Charging Station that was not installed by a ChargePoint O&M Partner or a ChargePoint certified installer pursuant to the provisions of Section 4 of these Terms and Conditions. 6. CONTACT INFORMATION: If at any time turning the term of your coverage of ChargePoint Assure you believe you have a defective Charging Station, contact Customer Service at 1-877-850-4562 or support@chargepoint.com. February 4, 2020 - Page 27 of 105 Page 13 of 19 7. SERVICE TERM: If you comply with the installation requirements described in Section 4, you will receive, at no-cost, ChargePoint Assure coverage that will replace your standard ChargePoint Warranty and will last for the remainder of the standard Warranty period, if any. You may purchase extensions to your ChargePoint Assure coverage. The extension period will begin on the date your standard Exchange Warranty expires or, if applicable, the date that any extensions to ChargePoint Assure coverage that you have previously purchased expire. Please contact your ChargePoint sales representative or authorized ChargePoint reseller for more details. 8. PAYMENTS: ChargePoint will send you an invoice for any extended ChargePoint Assure coverage that you order. Payment is due within thirty (30) days of the invoice date. If you have purchased extended ChargePoint Assure and have chosen the annual payment option, ChargePoint will invoice each annual payment on the anniversary date of your Assure coverage. All payments shall be made in U.S. Dollars and may be made by check, wire transfer, ACH payment system or other means approved by ChargePoint. Customer may not offset any amounts due to ChargePoint hereunder against amounts due to Customer under this Agreement or any other agreement. Fees payable to ChargePoint do not include any Taxes, and Subscriber is responsible for any and all such Taxes. All payment obligations under this Agreement are non-cancelable and non- refundable. Late payments shall be subject to a charge equal to the lesser of (i) one and one-half percent (1.5%) per month or (ii) the maximum rate permitted by law. Customer will reimburse ChargePoint for attorneys’ fees and other expenses reasonably incurred by ChargePoint in the collection of any late payments. If any amount owing by you under this Agreement is more than thirty (30) days overdue, ChargePoint may, without otherwise limiting ChargePoint’s rights or remedies, (a) terminate this Agreement and (b) refuse to provide ChargePoint Assure coverage until ChargePoint has received payment in full. 9. TRANSFERS: Your ChargePoint Assure coverage applies only to the Charging Stations and installation site for which it was purchased. If you sell or otherwise transfer your Charging Stations, your ChargePoint Assure coverage may not be transferred without ChargePoint’s prior written consent. 10. REPLACEMENT PARTS AND STATIONS: Replacement parts or charging stations provided by ChargePoint under ChargePoint Assure may be remanufactured or reconditioned parts or Charging Stations or, if the exact Charging Station is no longer manufactured by ChargePoint, a Charging Station with substantially similar functionality. All replaced parts and Charging Stations, whether under warranty or not, become the property of ChargePoint. Any replacement parts or Charging Stations so furnished will be covered by ChargePoint Assure for the remainder of your ChargePoint Assure coverage or ninety (90) days from the date of delivery of such replacement parts or Charging Stations, whichever is later. 11. LIMITS ON LIABILITY: This section limits ChargePoint’s liability under ChargePoint Assure. Please read it carefully. a. CHARGEPOINT IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING February 4, 2020 - Page 28 of 105 Page 14 of 19 WITHOUT LIMITATION LOST PROFITS, LOST BUSINESS, LOST DATA, LOSS OF USE, OR COST OF COVER INCURRED BY YOU ARISING OUT OF OR RELATED TO YOUR PURCHASE OR USE OF, OR INABILITY TO USE, THE CHARGING STATION, UNDER ANY THEORY OF LIABILITY, WHETHER IN AN ACTION IN CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE) OR OTHER LEGAL OR EQUITABLE THEORY, EVEN IF CHARGEPOINT KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, THE CUMULATIVE LIABILITY OF CHARGEPOINT FOR ALL CLAIMS WHATSOEVER RELATED TO PERFORMANCE BY CHARGEPOINT OF ITS OBLIGATIONS UNDER CHARGEPOINT ASSURE WILL NOT EXCEED THE PRICE YOU PAID FOR CHARGEPOINT ASSURE. THE LIMITATIONS SET FORTH HEREIN ARE INTENDED TO LIMIT THE LIABILITY OF CHARGEPOINT AND SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. b. Some states or jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. 12. ARBITRATION: These ChargePoint Assure Terms and Conditions of Service are to be construed according to the laws of the State of California, excluding the provisions of the United Nations Convention on Contracts for the International Sale of Goods and any conflict of law provisions that would require application of another choice of law. Any dispute arising from or relating to these ChargePoint Assure Terms and Conditions of Service shall be arbitrated in Santa Clara, California. The arbitration shall be administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures, and judgment on any award may be entered in any court of competent jurisdiction. If the parties agree, a mediator may be consulted prior to arbitration. All claims shall be brought in the parties’ individual capacities, and not as a plaintiff or class member in any purported class or representative proceeding. 13. AMENDMENT OR MOFICIATION: These ChargePoint Assure Terms and Conditions of Service may not be amended or modified except pursuant to a writing executed by each of the parties. 14. WAIVER: The failure of either Party at any time to enforce any provision of this Agreement shall not be construed to be a waiver of the right of such Party to thereafter enforce that provision or any other provision or right. 15. FORCE MAJEURE: ChargePoint will not be liable for failure to perform any of its obligations hereunder due to causes beyond its reasonable control and occurring without its fault or negligence, including but not limited to fire, flood, earthquake or other natural disaster (irrespective of ChargePoint’s condition of any preparedness therefore); war, embargo; riot; strike; labor action; any lawful order, decree, or other directive of any government authority that prohibits ChargePoint from performing its obligations under this Agreement; material shortages; shortage of transport; and failures of suppliers to deliver material or components in accordance with the terms of their contracts. February 4, 2020 - Page 29 of 105 Page 15 of 19 16. SEVERABILITY. Except as otherwise specifically provided herein, if any term or condition of this Agreement or the application thereof to either Party will to any extent be determined jointly by the Parties or by any judicial, governmental or similar authority, to be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to this Agreement, the Parties or circumstances other than those as to which it is determined to be invalid or unenforceable, will not be affected thereby. 17. ASSIGNMENT. You may not assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of ChargePoint. In the event of any purported assignment in breach of this Section 17, ChargePoint shall be entitled, at its sole discretion, to terminate these ChargePoint Assure Terms and Conditions of Service by providing written notice to you. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. ChargePoint may assign its rights and obligations under this Agreement. 18. ENTIRE AGREEMENT. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes and cancels all previous and contemporaneous agreements, negotiations, commitments, understandings, representations and writings. To the extent of any conflict or inconsistency between these ChargePoint Assure Terms and Conditions of Service and any purchase order, the Agreement shall prevail. 19. COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute but one and the same document. February 4, 2020 - Page 30 of 105 Page 16 of 19 EXHIBIT E to DONATION AGREEMENT CEO AND COLORADO GRANT TERMS AND CONDITIONS 1. INSURANCE Licensee shall obtain and maintain, and ensure that each Subcontractor shall obtain and maintain, insurance as specified in this section at all times during the term of this Agreement. All insurance policies required by this Agreement that are not provided through self- insurance shall be issued by insurance companies as approved by the State. A. Workers’ Compensation Workers’ compensation insurance as required by state statute, and employers’ liability insurance covering all Licensee employees acting within the course and scope of their employment. B. General Liability Commercial general liability insurance covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows: i. $1,000,000 each occurrence; ii. $1,000,000 general aggregate; iii. $1,000,000 products and completed operations aggregate; and iv. $50,000 any damage to premises rented to you limit (any one premises). C. Automobile Liability Automobile liability insurance covering any auto (including owned, hired and non- owned autos) with a minimum limit of $1,000,000 each accident combined single limit. D. Additional Insured The State shall be included as additional insured on commercial general liability policy (leases and construction contracts require additional insured coverage for completed operations) required of Licensee and Subcontractors. E. Primacy of Coverage General Liability and Automobile Liability shall be primary over any insurance or self- insurance program carried by Licensee or the State. F. Cancellation Licensee will endeavor to provide written notice to the State thirty (30) days prior to any cancellation with the exception of non-payment which can then be ten (10) days. G. Subrogation Waiver February 4, 2020 - Page 31 of 105 Page 17 of 19 Commercial General Liability, Automobile Liability and Workers’ Compensation insurance policies secured or maintained by Licensee or its Subcontractors in relation to this Agreement shall include clauses stating that each carrier shall waive rights of recovery under subrogation or otherwise against Licensee or the State, its agencies, institutions, organizations, officers, agents, employees, and volunteers. H. Public Entities If Licensee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S. (the “GIA”), Licensee shall maintain, in lieu of the liability insurance requirements stated above, at all times during the term of this Contract such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the GIA. If a Subcontractor is a public entity within the meaning of the GIA, Licensee shall ensure that the Subcontractor maintain at all times during the terms of this Licensee, in lieu of the liability insurance requirements stated above, such liability insurance, by commercial policy or self- insurance, as is necessary to meet the Subcontractor’s obligations under the GIA. I. Certificates For each commercial insurance plan provided by Licensee under this Agreement, Licensee shall provide to the State certificates evidencing Licensee’s insurance coverage required in this Agreement within 7 Business Days following the Effective Date. Licensee shall provide to the State certificates evidencing Subcontractor insurance coverage required under this Agreement within 7 Business Days following the Effective Date, except that, if Licensee’s subcontract is not in effect as of the Effective Date, Licensee shall provide to the State certificates showing Subcontractor insurance coverage required under this Agreement within 7 Business Days following Licensee’s execution of the subcontract. Within 15 following the expiration date of Licensee’s or any Subcontractor’s coverage, Licensee shall deliver to the State certificates of insurance evidencing renewals of coverage. At any other time during the term of this Agreement, upon request by the State, Licensee shall, within 7 Business Days following the request by the State, supply to the State evidence satisfactory to the State of compliance with the provisions of this §___. 2. GOVERNMENTAL IMMUNITY Liability for claims for injuries to persons or property arising from the negligence of the State, its departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the GIA; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State’s risk management statutes, §§24-30-1501, et seq., C.R.S. A. Colorado Open Records Act Disclosure To the extent not prohibited by federal law, this Agreement and the performance measures and standards required under §24-106-107, C.R.S., if any, are subject to public release through the Colorado Open Records Act. February 4, 2020 - Page 32 of 105 Page 18 of 19 B. Indemnification General Indemnification Licensee shall indemnify, save, and hold harmless the State, its employees, agents and assignees (the “Indemnified Parties”), against any and all costs, expenses, claims, damages, liabilities, court awards and other amounts (including attorneys’ fees and related costs) incurred by any of the Indemnified Parties in relation to any act or omission by Licensee, or its employees, agents, Subcontractors, or assignees in connection with this Agreement. 3. GOVERNMENTAL IMMUNITY. No term or condition of this Agreement shall be construed or interpreted as a w aiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S., or the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b). 4. INDEPENDENT CONTRACTOR Licensee shall perform its duties hereunder as an independent contractor and not as an employee. Neither Licensee nor any agent or employee of Licensee shall be deemed to be an agent or employee of the State. Licensee and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for Licensee or any of its agents or employees. Unemployment insurance benefits will be available to Licensee and its employees and agents only if such coverage is made available by Licensee or a third party. Licensee shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Agreement. Licensee shall not have authorization, express or implied, to bind the State to any agreement, liability or understanding, except as expressly set forth herein. Licensee shall (i) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law, (ii) provide proof thereof when requested by the State, and (iii) be solely responsible for its acts and those of its employees and agents. 5. COMPLIANCE WITH LAW. Licensee shall strictly comply with all applicable federal and State laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices. 6. CHOICE OF LAW. Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules, and regulations shall be null and void. Any provision incorporated herein by reference which purports to negate this or any other Special Provision in whole or in part shall February 4, 2020 - Page 33 of 105 Page 19 of 19 not be valid or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate the remainder of this Agreement, to the extent capable of execution. 7. BINDING ARBITRATION PROHIBITED. The State of Colorado does not agree to binding arbitration by any extra-judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. February 4, 2020 - Page 34 of 105 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 12/17/2019 Woodruff-Sawyer &Co. 50 California Street,Floor 12 San Francisco CA 94111 415-989-9923 njhoffe@woodruffsawyer.com Travelers Prop Casualty Co of America 25674 COULTEC-01 Travelers Property Casualty Insurance Company 36161ChargePoint,Inc. 240 E Hacienda Avenue Campbell CA 95008 77425032 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X Y 6305144X310 3/29/2019 3/29/2020 2,000,000 B 1,000,000 X BA9K943697 3/29/2019 3/29/2020 A X X 10,000,000CUP0J88357A3/29/2019 3/29/2020 10,000,000 A X N UB009J783574 2/1/2019 2/1/2020 1,000,000 1,000,000 1,000,000 Town of Vail is included as additional insured with respect to General Liability per attached form. Town of Vail 75 South Frontage Road West Vail CO 81657 February 4, 2020 - Page 35 of 105 February 4, 2020 - Page 36 of 105 February 4, 2020 - Page 37 of 105 February 4, 2020 - Page 38 of 105 February 4, 2020 - Page 39 of 105 February 4, 2020 - Page 40 of 105 February 4, 2020 - Page 41 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : I -70 E xit 173 Water Q uality I mprovements C ontract Award B AC K G RO UND: T he Town of Vail’s G ore C reek Water Quality I mprovement P lan identified the I -70 West Vail interchange (Exit 173) as a high priority area f or water quality improvements. The goal of the project is to increase water quality treatment effectiveness, potentially adding filtration to capture sediment, oil, metals and salts. S taff issued a Request for P roposals in J anuary 2020 for prof essional design services f or water quality improvements at the West Vail interchange. S taf f received 2 proposals f or the I -70 Exit 173 Water Quality I mprovements Project from Wright Water E ngineers, I nc. and R E S P E C. Construction is scheduled for the fall of 2020. S TAF F RE C O M M E ND AT I O N: Authorize the Town Manager to enter into an agreement, in a f orm approved by the Town Attorney, with Wright Water Engineers, I nc to complete the I -70 E xit 173 Water Quality I mprovements P roject in the amount not to exceed $80,000.00. AT TAC H ME N TS : Description memo February 4, 2020 - Page 42 of 105 To: Town Council From: Public Works Date: 02/04/2020 Subject: I-70 Exit 173 Water Quality Improvements Contract Award I. ITEM/TOPIC I-70 Exit 173 Water Quality Improvements Contract Award II. ACTION REQUESTED OF COUNCIL Authorize the Town Manager to enter into an agreement with Wright Water Engineers, Inc. to complete the design phase of the I-70 Exit 173 Water Quality Improvements Project. III. BACKGROUND The Town of Vail’s Gore Creek Water Quality Improvement Plan identified the I-70 West Vail interchange (Exit 173) as a high priority area for water quality improvements. The goal of the project is to increase water quality treatment effectiveness, potentially adding filtration to capture sediment, oil, metals and salts. Staff issued a Request for Proposals in January 2020 for professional design services for water quality improvements at the West Vail interchange. Staff received 2 proposals for the I-70 Exit 173 Water Quality Improvements Project from Wright Water Engineers, Inc. and RESPEC. Construction is scheduled for the fall of 2020. IV. STAFF RECOMMENDATION Authorize the Town Manager to enter into an agreement, in a form approved by the Town Attorney, with Wright Water Engineers, Inc to complete the I-70 Exit 173 Water Quality Improvements Project in the amount not to exceed $80,000.00. February 4, 2020 - Page 43 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : E levator Modernization C ontract Award B AC K G RO UND: R ecently the elevator in the municipal building was out of service and temporary repairs have been made. The elevator will require modernization f or regular operation and compliance with the A mericans with Disabilities A ct. The lead time f or f abrication of the necessary parts and equipment is eight to nine weeks and the work should be done as soon as possible to ensure a long-term outage does not impact operations. T he repair will then take approximately 4 weeks during which the elevator will be out of service and a temporary A D A compliance plan will need to be put in place. S TAF F RE C O M M E ND AT I O N: Authorize theTown Manager to enter into a contract with thyssenkrupp E levator C orporation in a form approved by the town attorney not to exceed $122,469. AT TAC H ME N TS : Description thyssenkrupp Elevator Corporation Contr act February 4, 2020 - Page 44 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 1 75 SOUTH FRONTAGE ROAD February 03, 2020 Purchaser: Vail Police Station Location: Vail Police Station Address: 75 South Frontage Road Address: 75 South Frontage Road Vail, CO 81657 Vail, CO 81657 thyssenkrupp Elevator Corporation (hereinafter “thyssenkrupp” or "thyssenkrupp Elevator") is dedicated to delivering Vail Police Station (hereinafter “Purchaser”) the safest, highest quality vertical transportation solutions. I am pleased to present this customized Proposal (the “Proposal”) in the amount of $122,469 inclusive of all applicable sales and use taxes and permitting to modernize the elevator equipment described in the pages that follow at the above-referenced location. Our modernization package is engineered specifically for your elevator system and will include the elevator mechanical and electrical components being replaced, refurbished or retained. Benefits of Modernization include: • Increased durability and reliability • Improved fire and life safety features • Decreased waiting times • Reduced energy consumption • Reduced operational cost • Reduced troubleshooting time This Proposal shall remain in effect for the next forty-five (45) days unless it is revoked earlier by thyssenkrupp in writing. The price above is subject to escalation - even after Purchaser’s acceptance of this Proposal – under certain circumstances including the possibility that thyssenkrupp may be subjected to increased charges by its suppliers for any of the applicable materials and/or components due to the imposition of new or increased taxes, tariffs, or other charges imposed by applicable governmental authorities or the possibility that the work described in this Proposal is not completed by December 31, 2020. In the event you have any questions regarding the content of this Proposal, please do not hesitate to contact me. We apprecia te your consideration. Sincerely, Devin Linden Modernization Sales devin.linden@thyssenkrupp.com +1 720 289-2256 February 4, 2020 - Page 45 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 2 SCOPE OF WORK Grouping Name: Car - 1 Equipment Type: Hydraulic Speed: 100 fpm 2 Stops (2 Front /0 Rear) Capacity: 2000 lbs. Controller - TAC 32 Controller (Includes Options listed below) • 24 VDC Signal Voltage • Auto Light and Fan Feature • Car Independent Service • Car Traveling Lantern Circuitry • Door Bypass Operation • Electronic Door Detector Interface • Hoistway Access and Enable - eMax Monitoring Device Provisions - Solid State Starters (6 or 12 leads) 208 VAC - Battery Lowering in Controller - Viscosity Control Power Unit - SRT Power Unit - Viscosity Control - 2" Shutoff Valve Kit - Biodegradable oil (Citgo NZ) Jack - Jack Packing Car - 21" Toe guard - Fan Grill Standard - Fan: Two Speed - Car Top Exit Switch Hoistway - TAC 32 Field Friendly Wiring Package: • Includes single traveling cable • hoistway wiring • interlock wiring • interlock connectors • serial wiring • FIBER OPTIC CABLE, HOISTWAY PIPING & DUCT ARE NOT INCLUDED. - HN Boxes (per each 2 cars, grouped) - Steel Tape with Mounting hardware, Selector and magnets (terminal limits included) - Alarm Bell - Additional Hoistway Wiring for TAC 32 with Remote Machine Room Pit - 2" Shutoff Valve Kit - Pit Stop Switch February 4, 2020 - Page 46 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 3 Door Equipment - LD-16 Plus Drive Only (FRONT) • includes Car Top Inspection station (w/ alarm signal) - Micro Light (Front) - Interlock / Pick up Assemblies for existing Dover Operators. Includes closers. - Hoistway Hanger / Hanger Rollers - Gibs Car Fixtures - Main Car Station Includes Options Below - • Swing Return (Mini-Swing (Column type) for New/Existing Dover/tkE Cabs) - Vandal Resistant Floor Buttons - Cast Braille Plates for Car Features - Standard Key Switch Package • Fan • Light • Independent • Stop • Inspection/Hoistway Enable) - Emergency Light mounted in COP - 2004 and later Fire Service Phase II Features (includes instructions signage) - Handicap Signal (Passing signal) - Position Indicator (2" CE Segmented) - ADA Phone System integral with COP (Rath) - Speaker Pattern for Intercom System/ADA Phone - No Smoking Symbol (Cast) - Locked Service Cabinet - Certificate Window - Default Engravings - GFI Outlet - #4 Stainless Steel Finish (441) - Door Hold Open Button - Emergency Light Test Button (constant pressure) - TAC Serial Boards (Main) Hall Fixtures - Serial Boards for Hall Lanterns/PI's - Serial Boards for Hoistway Access - Surface Mounted Hall Lanterns Fusion (#4 S/S (304)) - Terminal Hall Stations (Surface Mounted) with • Appendix O (Polycarbonate insert flame with engraved verbiage) • Fusion (#4 S/S (304)) - 2009 & 2010 Elevator Communications Failure add - Serial Boards for Front Risers - TAC Serial Boards, Base Charge - Fire Service Phase I Engraved Instructions • Fire Service Phase I Key Switch - Hoistway Access Switch in Hall Stations February 4, 2020 - Page 47 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 4 In addition to the Description of Work to modernize your elevator(s) as described above, thyssenkrupp will coordinate or perf orm the following activities at no additional cost: General Building – WBO (Work by Others): Scope of work included/attached 1. Key Tasks and Approximate Lead Times Key Tasks to be performed to be performed by Purchaser prior to equipment fabrication: a. Execution of this Proposal b. Payment for pre-production and engineering c. Approval of layout (if applicable) d. Execution of thyssenkrupp‘s Material Release Form Approximate Durations/Lead Times Contract execution (can run concurrently with layout drawing package preparation and approval) Varies Survey and Order of Materials (additional time required for cab, signal, entrance preparation and approval, if applicable) 4-6 Weeks Fabrication time (from receipt of all approvals, fully executed contract, Material Release Form and initial progress payment) 8-9 Weeks Modernization of elevator system (Per Unit): (Upon completion of all required preparatory work by others) 4-6 Weeks The durations or lead times listed above are strictly approximations that can vary due to factors both within and outside of thyssenkrupp’s control, are subject to change without notice to Purchaser and shall not be binding on thyssenkrupp. 2. Payment Terms 50% of the price set forth in this Proposal as modified by options selected from the section entitled “Value Engineerin g Opportunities & Alternates” (if applicable) will be due and payable as an initial progress payment within 30 days from thyssenkrupp's receipt of a fully executed copy of this Proposal. This initial progress payment will be applied to project management, permits, engineering and shop drawings, submittals, drilling mobilization (if required) and raw material procurement. Material will be ordered once this pa yment is received and the parties have both executed this Proposal and the Material Release Form. 25% of the price set forth in this Proposal as modified by options selected from the section entitled “Value Engineering Opportun ities & Alternates” (if applicable) shall be due and payable when the material described above has been furnished. Material is c onsidered furnished when it has been received at the jobsite or thyssenkrupp staging facility. Receipt of this payment is required prior to mobilization of labor. 25% of the price set forth in this Proposal shall be made as progress payments throughout the life of the project. In the event thyssenkrupp fails to receive payment within thirty (30) days of the date of a corresponding invoice, thyssenkrupp reserves t he right to demobilize until such a time that the payments have been brought up to date, and thyssenkrupp has the available manpower. Retainage of 5% shall be withheld from each progress payment by the Purchaser. Retainage shall be five percent (5%). Contractor agrees to increase progress payments to ninety-five percent (95%) of contract value on or before Contractor’s acceptance of Subcontractor’s work… ..Final payment shall be made within thirty (30) days of Contra ctor’s acceptance of Subcontractor’s work. Purchaser agrees that thyssenkrupp shall have no obligation to complete any steps necessary to provide Purchaser with full us e and operation of the installed equipment until such time as thyssenkrupp has been paid 100% both of the price reflected in this P roposal and for any other work performed by thyssenkrupp or its subcontractors in furtherance of this Proposal. Purchaser agrees to waive any and all claims to the turnover and/or use of that equipment until such time as those amounts are paid in full. February 4, 2020 - Page 48 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 5 Proposal price: $122,469 Initial progress payment: (50%) $61,234 Material furnished: (25%) $30,617 Total of remaining progress payments: (25%) $30,617 Retainage: (5%) $6,123 3. Warranty thyssenkupp warrants any equipment it installs as described in this Proposal against defects in material and workmanship for a period of one (1) year from the date of Purchaser’s execution of thyssenkrupp‘s “Final Acceptance Form” on the express conditions th at all payments made under this Proposal and any mutually agreed-to change orders have been made in full and that such equipment is currently being serviced by thyssenkrupp. In the event that thyssenkrupp’s work is delayed for a period greater than six (6) months, the warranty shall be reduced by the amount of the delay. This warranty is in lieu of any other warranty or liability for defects. thyssenkrupp makes no warranty of merchantability and no warranties which extend beyond the description in this Proposal, nor are there any other warranties, expressed or implied, by operation of law or otherwise. Like an y piece of fine machinery, the equipment described in this Proposal should be periodically inspected, lubricated, and adjusted by competent personnel. This warranty i s not intended to supplant normal maintenance service and shall not be construed to mean that thyssenkrupp will provide free service for periodic examination, lubrication, or adjustment, nor will thyssenkrupp correct, without a charge, breakage, maladjustments, or other trouble arising from normal wear and tear or abuse, misuse, improper or inadequate maintenance, or any other causes other than defective material or workmanship. In order to make a warranty claim, Purchaser must give thyssenkrupp prompt written notice at the address listed on the cover page of this Proposal and provided all payme nts due under the terms of this Proposal and any mutually agreed to written change orders have been made in full, thyssenkrupp shall, at its own expense, correct any proven defect by repair or replacement. thyssenkrupp will not, under any circumstances, reimburse Purchaser for cost of work done by others, nor shall thyssenkrupp be responsible for the performance of any equipment that has been the subject of service, repair, replacement, revisions or alterations by others. If there is more than one (1) unit which is the subject of work described in this Proposal, this section shall apply separately to each unit as accepted. 4. Preventative Maintenance Program This Proposal does not include any maintenance, service, repair or replacement of the modernized equipment or any other work not expressly described herein. thyssenkrupp will submit a separate proposal to Purchaser covering the maintenance and repair of this equipment to be supplied to Purchaser at an additional cost. 5. Work Not Included There are certain items that are not included in this Proposal, many of which must be completed by Purchaser prior to and as a condition precedent to thyssenkrupp Elevator's performance of its work as described in this Proposal. In order to ensure a successful completion of this project, it shall be solely Purchaser’s responsibility to coordinate its own completion of those items wit h thyssenkrupp Elevator. The following is a list of those items that are not included in this Proposal: A. Hoistways and Equipment Rooms B. Electrical and Life Safety C. Miscellaneous 6. Working Hours, Logistics and Mobilization a. All work described in this Proposal shall be performed during thyssenkrupp‘s regular working days – defined as Monday thru Friday and excluding IUEC recognized holidays – and regular working hours – defined as those hours regularly worked by thyssenkrupp modernization mechanics at the thyssenkrupp branch office that will provide labor associated with the performanc e of the work described in this Proposal - unless otherwise specified and agreed to in writing by both thyssenkrupp and Purchaser (hereinafter thyssenkrupp’s regular working days and regular working hours shall be collectively defined as “normal working February 4, 2020 - Page 49 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 6 hours”). thyssenkrupp shall be provided with uninterrupted access to the elevator hoistway and machine room areas to perform work during normal working hours. b. Purchaser shall provide on-site parking to all thyssenkrupp personnel at no additional cost to thyssenkrupp. c. Purchaser shall provide traffic control, lane closures, permits and flagmen to allow suitable access/unload of tractor trailer(s). d. Purchaser agrees to provide unobstructed tractor-trailer access and roll-able access from the unloading area to the elevator or escalator hoistways or wellways (as applicable). e. Purchaser will be required to sign off on the Material Release Form, which will indicate the requested delivery date of equipment to the site. If Purchaser is not ready to accept delivery of the equipment within ten (10) business days of the agreed upon date, Purchaser will immediately make payments due for equipment and designate an area adjacent to the elevator shaft where Purchaser will accept delivery. If Purchaser fails to provide this location or a mutually agreeable alternative, thyssenkrupp is authorized to warehouse the equipment at the thyssenkrupp warehouse or designated distribution facility at Purchaser's ris k and expense. Purchaser shall reimburse thyssenkrupp for all costs due to extra handling and warehousing. Storage beyond ten (10) business days will be assessed at a rate of $100.00 per calendar day for each unit listed in this Proposal, which covers storage and insurance of the elevator equipment and is payable prior to delivery. f. Purchaser agrees to provide a dry and secure area adjacent to the hoistway(s) at the ground level for storage of the elevator equipment and tools within ten (10) business days from receipt at the local thyssenkrupp warehouse. Any warranties provided by thyssenkrupp for vertical transportation equipment will become null and void if equipment is stored in any manner other than a dry, enclosed building structure. Any relocation of the equipment as directed by Purchaser after initial delivery will be a t Purchaser's expense. g. thyssenkrupp includes one mobilization to the jobsite. A mobilization fee of $2,500.00 per crew per occurrence will be charged for pulling off the job or for any delays caused by others once material has been delivered and thyssenkrupp’s work ha s commenced. h. Access for this project shall be free and clear of any obstructions. i. Purchaser shall provide an on-site dumpster. thyssenkrupp will be responsible for cleanup of elevator/ escalator packaging material; however, composite cleanup participation is not included in this Proposal. j. The hiring of a disposal company which MUST be discussed prior to any material being ordered or work being scheduled. thyssenkrupp will provide environmental services ONLY if this is specifically included under the "Scope of Work" section abov e. thyssenkrupp assumes no responsibility and/or liability in any way whatsoever for spoils or other contamination that m ay be present as a result of the cylinder breach and/or other conditions present on the work site. k. One or more of the units described in this Proposal will be out of service and unavailable to move passengers and/or property during entire duration of the performance of the work described in this Proposal until re -certified by the applicable authority(ies) having jurisdiction and in good standing with payment schedules. 7. Temporary Use, Inspection and Turnover a. Unless required by specification, thyssenkrupp will not provide for “temporary use” of the elevator(s) described in this Proposal prior to completion and acceptance of the complete installation. Temporary use shall be agreed to via a change order to this Proposal which shall require Purchaser’s execution of thyssenkrupp’s standard Temporary Use Agreement. Cost for temporary use of an elevator shall be $200.00 per calendar day per hydraulic elevator and $250.00 per calendar day for each traction elevator for rental use only, excluding personnel to operate. All labor and parts, including callbacks required during the temporary use period will be billed at thyssenkrupp’s standard local billing rates. In the event that an elevator must be pro vided for temporary use, thyssenkrupp will require 30 days to perform final adjustments and re-inspection after the elevator has been returned to thyssenkrupp with all protection, intercoms and temporary signage removed. This duration does not include any provisions for finish work or for repairs of same, which shall be addressed on a project-by-project basis. Cost for preparation of controls for temporary use, refurbishment due to normal wear and tear, readjustment and re -inspection is $3,500.00 per elevator up to 10 floors. For projects above 10 stops, an additional cost of $1,500.00 / 10 floors shall apply. These costs are based on work performed during normal working hours. Temporary use excludes vandalism or misuse. Any required signage, communication devices, elevator operators, and protection are not included while temporary use is being provided. All overtime premiums for repairs during the temporary use period will be billed at thyssenkrupp’s local service billing rates. b. The Proposal price set forth above includes one (1) inspection per unit by the appl icable authority having jurisdiction if required by the government of the locality where the equipment is located. In the event the equipment fails that inspection d ue to no fault of thyssenkrupp, thyssenkrupp will charge Purchaser for both the cost of eac h re-inspection which shall be $1,500.00 and a remobilization fee which shall be $2,500.00 via change order prior to scheduling a re-inspection. c. Upon notice from thyssenkrupp that the modernization of the equipment is complete, Purchaser will arrange to have present at the jobsite a person authorized to make the final inspection and to execute thyssenkrupp’s “Final Acceptance Form.“ The date and time that such person will be present at the site shall be mutually agreed upon but shall not be more than te n (10) business days after the date of thyssenkrupp’s notice of completion to Purchaser unless both thyssenkrupp and Purchaser agree to an February 4, 2020 - Page 50 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 7 extension of that ten (10) day period in writing. Such final inspection and execution of thyssenkrupp’s “Final Acceptance Form” shall not be unreasonably delayed or withheld. d. Should the Purchaser or the local authority having jurisdiction require thyssenkrupp Elevator's presence at the inspection of equipment installed by others in conjunction with the work described in this Proposal, Purchaser agrees to compensate thyssenkrupp Elevator for its time at thyssenkrupp Elevator's current billing rate as posted at its local office. e. At the conclusion of its work, thyssenkrupp Elevator will remove all equipment and unused or removed materials from the project site and leave its work area in a condition that, in thyssenkrupp Elevator's sole opinion, is neat and clean. f. Purchaser agrees to accept a live demonstration of equipment’s owner-controlled features in lieu of any maintenance training required in the bid specifications. g. Purchaser agrees to accept thyssenkrupp’s standard owner’s manual in lieu of any maintenance, or any other, manual(s) required in the bid specifications. 8. MAX MAX is a cloud based Internet of Things (IoT) platform that we, at our election, may connect to your elevators and escalators by means of installation of a remote-monitoring device or modem (each a “device”). MAX will analyze the unique signal output of your equipment 24/7 and when existing or potential outages are identified, MAX will automatically communicate with our dispatch centers. When appropriate, the dispatch center will alert our technicians during normal working hours. These MAX alerts provide the technician with precise diagnostics detail, which greatly enhances our ability to fix your equipment right the first time, MAXimizing the equipment uptime. a. Purchaser authorizes thyssenkrupp elevator and its employees to access purchaser’s premises to install, maintain and/or repair the devices and, upon termination of the service agreement, to remove the same from the premises if we elect to remove. b. thyssenkrupp Elevator is and shall remain the sole owner of the devices and the data communicated to us by the devices. The devices shall not become fixtures and are intended to reside where they are installed. thyssenkrupp Elevator may remove the devices and cease all data collection and analysis at any time. c. If the service agreement between thyssenkrupp Elevator and Purchaser is terminated for any reason, thyssenkrupp Elevator will automatically deactivate the data collection, terminate the device software and all raw data previously received from the device will be removed and/or expunged or destroyed. d. Purchaser consents to the installation of the devices in your elevators and to the collection, maintenance, use, expungement and destruction of the daily elevator data as set forth in this agreement. e. The devices installed by thyssenkrupp Elevator contain trade secrets belonging to us and are installed for the use and benefit of our personnel only. f. Purchaser agrees not to permit purchaser personnel or any third parties to use, access, tamper with, relocate, copy, discl ose, alter, destroy, disassemble or reverse engineer the device while it is located on purchaser’s premises. g. The installation of this equipment shall not confer any rights or operate as an assignment or license to you of any patent s, copyrights or trade secrets with respect to the equipment and/or any software contained or imbedded therein or utilized in connection with the collection, monitoring and/or analysis of data. 9. Additional Terms and Conditions a. In no event shall thyssenkrupp be responsible for liquidated, consequential, indirect, incidental, exemplary, and special damages associated with the work described in this Proposal. b. This Proposal is made without regard to compliance with any special purchasing, manufacturing or construction/installation requirements including, but not limited to, any socio-economic programs, such as small business programs, minority or woman owned business enterprise programs, or local preferences, any restrictive sourcing programs, such as Buy American Act, or any other similar local, state or federal procurement regulations or laws that would affect the cost of performance. Should any such requirements be applicable to the work described in this Proposal, thyssenkrupp reserves the right to modify this Proposal or rescind it altogether. c. thyssenkrupp is an equal opportunity employer. d. thyssenkrupp‘s performance of the work described in this Proposal is contingent upon Purchaser furnishing thyssenkrupp wit h any and all necessary permission or priority required under the terms and conditions of government regulations affecting the acceptance of this Proposal or the manufacture, delivery or installation of the equipment. All applicable sales and use taxes, permit fees and licenses imposed upon thyssenkrupp as of the date of the Proposal are incl uded in the price of the Proposal. Purchaser is responsible for any additional applicable sales and use taxes, permit fees and licenses imposed upon thyssenkrupp after the date of the Proposal or as a result of any law enacted after the date of the Proposal. February 4, 2020 - Page 51 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 8 e. All taxes, tariffs, duties, permit and/or license fees imposed upon thyssenkrupp as of the date of the execution of this Prop osal are included in the price of the Proposal. Purchaser is responsible, in addition to the Proposal price, to pay thyssenkrupp for any additional (or any increase in) applicable taxes, tariffs, duties, permit and/or license fees imposed upon thyssenkrupp after the date of acceptance of this Proposal by any governmental authority or by any of thyssenkrupp’s suppliers of the m aterials and/or components required in connection with this Proposal. f. Purchaser agrees to provide thyssenkrupp’s personnel with a safe place in which to work and thyssenkrupp reserves the righ t to discontinue work at the jobsite whenever, in thyssenkrupp‘s sole opinion, this provision is being violated. g. The pricing set forth in this Proposal assumes that the elevator pits will not be classified as a confined space. thyssenk rupp Elevator will follow its standard safety policy and procedures. Any job specific safety requirements over and above thyssenkrupp's standard practices and policies may require additional costs. h. thyssenkrupp Elevator will furnish and install all equipment in accordance with the terms, conditions, scope and equipment nomenclature as noted herein. Requested changes or modifications to such provisions will require a written change order issued on the Purchaser’s letterhead and accepted by thyssenkrupp in writing prior to the execution of such work. This change order shall detail the current contract price, the amount of the change, and new contract value. i. This Proposal does not include a schedule for the work described and any such schedule shall be mutually agreed upon by an authorized representative of both thyssenkrupp and Purchaser in writing before becoming effective. j. In the event asbestos material is knowingly or unknowingly removed or disturbed in any manner at the jobsite, Purchaser sh all monitor thyssenkrupp‘s work place and prior to and during thyssenkrupp’s manning of the job, Purchaser shall certify that asbestos in the environment does not exceed .01 fibers per cc as tested by NIOSH 7400. In the event thyssenkrupp‘s employees or those of thyssenkrupp‘s subcontractors are exposed to an asbestos hazard, PCP’s, lead o r other hazardous substances, Purchaser agrees, to the fullest extent permitted by law, to indemnify, defend, and hold thyssenkrupp harmless from all damages, claims, suits, expenses, and payments resulting from such exposure. Identification, notification, removal and disposal of asbestos containing material, PCP’s lead or other hazardous substances are the responsibility of the Purchaser. k. thyssenkrupp retains title to and a security interest in all equipment it supplies – which thyssenkrupp and Purchaser agree can be removed without material injury to the real property – until all payments including deferred payments and any extensions thereof, are made. In the event of any default by Purchaser on any payment, or any other provision of this Proposal, thyssenkrupp may take immediate possession of the equipment and enter upon the premises where it is located – without legal process – and remove such equipment or portions thereof, irrespective of the matter of its attachment to the real estate or the sale, mortgage or lease of the real estate. Pursuant to the Uniform Commercial Code, and at thyssenkrupp’s request, Purchaser agrees to execute any financial or continuation statements which may be necessary for thyssenkrupp to file in public offices in order to perfect thyssenkrupp’s security interest in such equipment. l. thyssenkrupp shall not be liable for any loss, damage or delay caused by acts of government, labor troubles, strikes, lock outs, fire, explosion, theft, floods, riot, civil commotion, war, malicious mischief, acts of God or any cause beyond its control. m. The rights of thyssenkrupp under this Proposal shall be cumulative and the failure on the part of the thyssenkrupp to exer cise any rights hereunder shall not operate to forfeit or waive any of said rights. Any extension, indulgence or change by thyssenkrupp in the method, mode or manner or payment or any of its other rights shall not be construed as a waiver of any of its rights under this Proposal. n. In the event thyssenkrupp engages a third party to enforce the terms of this Proposal, and/or to collect payment due hereunder, either with or without suit, Purchaser agrees to pay all costs thereof together with reasonable attorney’s fees. Purchaser does hereby waive trial by jury and does hereby consent to the venue of any proceeding or lawsuit under this Proposal to be in the county where the work covered by this Proposal is located. o. thyssenkrupp can furnish Certificate of Workers’ Compensation, Bodily Injury and Property Damage Liability Ins urance coverage to Purchaser upon written request. p. Should loss of or damage to thyssenkrupp‘s material, tools or work occur at the project site, Purchaser shall compensate thyssenkrupp for such loss, unless such loss or damage results from thyssenkrupp's own acts or omissions. q. Purchaser, in consideration of thyssenkrupp performing the services set forth in this Proposal, to the fullest extent perm itted by law expressly agrees to indemnify, defend, save harmless, discharge, release and forever acquit t hyssenkrupp Elevator Corporation, thyssenkrupp Elevator Manufacturing, Inc., their respective employees, officers, agents, insurers, affiliates, a nd subsidiaries (hereinafter singularly a “thyssenkrupp party“ and collectively the “thyssenkrupp parties“) from and against any and all claims, demands, suits, and proceedings for loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or death that are alleged to either have arisen out of or be conn ected with the sale, marketing, presence, use, misuse, maintenance, installation, removal, modernization, manufacture, design, operation or condition of the equipment that is the subject matter of this Proposal or the labor and materials furnished in conne ction with this Proposal. Purchaser’s duty to indemnify a thyssenkrupp party does not apply to the extent that the loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or death is determin ed to be caused by or resulting from the negligence of that thyssenkrupp party. Purchaser recognizes that its obligation to defend the thyssenkrupp parties under this clause, which is separate and apart from its duty to indemnify the thyssenkrupp parties, includes February 4, 2020 - Page 52 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 9 payment of all attorneys’ fees, court costs, judgments, settlements, interest and any other expenses of litigation arising ou t of such claims, demands, suits or proceedings. r. Purchaser further expressly agrees to name thyssenkrupp Elevator Corporation and thyssenkrupp Elevator Manufacturing, Inc. along with their respective officers, agents, affiliates and subsidiaries as additional insureds in Purchaser’s liability and any excess (umbrella) liability insurance policy(ies). Such insurance must i nsure thyssenkrupp Elevator Corporation and thyssenkrupp Elevator Manufacturing, Inc. for those claims and/or losses referenced in the above paragraph and those claims and/or or losses arising from the negligence of thyssenkrupp Elevator Corporation and thyssenkrupp Elevator Manufacturing, Inc. Such insurance must specify that its coverage is primary and non-contributory. Purchaser hereby waives its right of subrogation. s. thyssenkrupp‘s participation in any controlled insurance program is expressly conditioned upon review and approval of all controlled insurance program information and documentation prior to enrollment. Any insurance credits if applicable, will be provided at that time. February 4, 2020 - Page 53 of 105 Modernization Proposal 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 10 Acceptance Purchaser's acceptance of this Proposal and its approval by an authorized manager of thyssenkrupp will constitute exclusively and entirely the agreement between the parties for the goods and services herein described and full payment of the sum of One Hundred Twenty-Two Thousand Four Hundred Sixty Nine Dollars ($122,469). All other prior representations or regarding this work, whether written or verbal, will be deemed to be merged herein and no other changes in or additions to this Proposal will be recognized unless made in writing and properly executed by both parties as a change order. Should Purchaser's acceptance be in the form of a purchase order or other similar document, the provisions of this Proposal will exclusively govern the relationship of the parties with respect to this transaction. No agent or employee shall have the authority to waive or modify any of the terms of this Proposal without the prior written approval of an authorized thyssenkrupp manager. Vail Police Station (Purchaser): thyssenkrupp Elevator Corporation Management Approval By: \s1 By: (Signature of Authorized Individual) John King ____________________________________________ (Print or Type Name) ____________________________________________ (Print or Type Title) (Signature of Branch Representative) Brien Montera Branch Manager (Date of Acceptance) (Date of Execution) February 4, 2020 - Page 54 of 105 2020-2-812229 | ACIA-1O5YN8S | February 03, 2020 SCHEDULING AND PRODUCTION REQUEST FOR PAYMENT Please Remit To: thyssenkrupp Elevator Corporation Attn: Accounts Receivable Dept. 3100 Interstate North Cir SE Ste 500 Atlanta, GA 30339-2227 Attn: John King Vail Police Station 75 South Frontage Road Vail CO, 81657 Date Terms Reference ID Customer Reference # / PO February 03, 2020 Immediate ACIA-1O5YN8S Total Contract Price: $122,469.00 Initial progress payment: (50%) $61,234.50 Less Retainage: (5%) $3,061.73 Amount Due upon Acceptance: $58,172.78 For inquiries regarding your contract or services provided by thyssenkrupp Elevator, please contact your local account manager at +1 720 289-2256. To make a payment by phone, please call 678-424-3418 with the reference information provided below. Current and former service customers can now pay online at: https://secure.billtrust.com/thyssenkruppelevator/ig/one-time-payment Thank you for choosing thyssenkrupp Elevator. We appreciate your business. Please detach the below section and provide along with payment. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Customer Name: Vail Police Station Remit To: Location Name: 75 SOUTH FRONTAGE ROAD thyssenkrupp Elevator Corporation 3100 Interstate North Cir SE Ste 500 Atlanta, GA 30339-2227 Customer Number: Quote Number: 2020-2-812229 Reference ID: ACIA-1O5YN8S Remittance Amount: $58,173 February 4, 2020 - Page 55 of 105 1Lift Industrial Solutions PO Box 1131 Erie, CO 80516 (720) 504-7748 info@1liftis.com PROPOSAL AND ACCEPTANCE 1of3 WBO BID VAIL PD 012720.xlsxELEVATOR MOD DATE: 1/27/20 CONTACT PERSON: Devin Linden > General Items > Drawings and Engineering for permitting (owner to provide original electronic CAD files to work from) > 100% pre testing and final testing of project equipment with elevator inspector and fire marshal >General patching and fire blocking for machine room and hoist way walls >Clean-up and disposal of trash produced by 1Lift scope of work Fire System > Install new conduit and wiring from existing and new Vigilant Fire System recall devices to elevator controller > Install new Fire System devices (HAT, Shunt-trip, and Shunt-trip pwr monitor in the machine room and Heat in the pit) > Programing of new required Fire System Components > Provide all necessary machine room hand held fire extinguishers, does NOT include cabinets or signage > Fire alarm permit Fire Sprinkler > N/A Mechanical > N/A Electrical >Miscellaneous demolition / temporary power for elevator >New LED light fixture(s) in machine room to bring space up to code for 19 candela rating >New LED light fixture(s) in elevator pit to bring the space up to code for the 10 candela rating >Replace existing main elevator disconnect with a new disconnect with auxiliary switch for battery lowering and shunt trip >Install new conduit in machine room between disconnects and elevator controller >Install new 110V switch and GFIs for machine room and pit >Install new 110V lockable disconnect for cab lights >Install new conduit for phone line to elevator controller This proposal assumes the following: > Any non elevator related equipment items in machine room to be modified and/or relocated by owner > 1Lift is able to use their vendors to complete the scope of work as described, preferred vendors may result in a change order > All work and inspections will be completed during normal business hours > No service or equipment expediting, all freight shipped ground. Project expediting may be added for a fee > Existing FACP is located per AHJ and system is in working condition > Existing machine room ventilation and/or HVAC meets required code parameters and elevator equipment specifications > Original fire system and building's drawings are available from owner in CAD format to support the permitting process This proposal excludes the following: > Monitoring service, equipment, phone lines & jacks. > Any specialty site safety or access training > Cut and patch for new lobby wall fixtures and/or Pis > CI/Fire rated cable > HVAC or split units > Fire sprinkler components > Main electrical power feeds to machine room for elevators > Isolation transformers or related materials or labor > ATS or backup/standby generator wiring > Elevator main lobby phones or related wiring > Lost or replacement permits > Re-inspections: that are not the fault of 1Lift or its vendors > Demolition and/or temporary contruction materials > Associated costs if systems are off line i.e. fire watch > Digitizing drawings (owner or general contractor to provide CAD's to SG) > After hours > Any testing and/or abatement of asbestos, lead paint, any and all hazardous material > Sump and/or oil separator and/or oil minder 7367 S. Revere Pkwy., Unit 2-A Vail Police Department - 2 Stop Hydro CITY, STATE AND ZIP CODE:PROJECT ADDRESS: Centennial, CO 80112 75 S Frontage Rd W, Vail, CO 81657 COMPANY:PHONE: ThyssenKrupp Elevator Corporation 720-289-2256 ADDRESS:PROJECT NAME: 1Lift will provide the required work by others scope for the elevator modernization project described above. All materials and equipment ("Goods"), and associated project management, supervision, and labor ("Services") for the project will be limited to the Scope of Work, Assumptions, and Exclusions detailed below. Some of the excluded items may be added with a change order and some may have alternate pricing already listed in this proposal. I - SCOPE OF WORK: III - EXCLUSIONS: II - ASSUMPTIONS: February 4, 2020 - Page 56 of 105 1Lift Industrial Solutions PO Box 1131 Erie, CO 80516 (720) 504-7748 info@1liftis.com PROPOSAL AND ACCEPTANCE 2of3 WBO BID VAIL PD 012720.xlsxELEVATOR MOD > Any cranes or mobilization of equipment and/or materials > Any changes to machine room or hoist-way not detailed in the above scope of work Company: ThyssenKrupp Elevator Corporation SIGNATURE: Matt Dee PRINT NAME: President TITLE: DATE OF ACCEPTANCE: THE PARTIES HEREBY AGREE TO THE FOLLOWING TERMS AND CONDITIONS: 3. CHANGE ORDERS: Any changes to the Scope of Work shall be represented in a written change order signed by both parties to this Agreement. 4. TERMS OF PAYMENT: 40% non-refundable down payment required upon acceptance of proposal, progress billing will occur monthly thereafter based on percentage of completion of the Scope of Work line items. Terms are net 30 days from date of 1Lift's invoice in US currency, except for applicable milestone payments for which 1Lift may require other arrangements. If any payment owed to 1Lift hereunder is not paid when due, it shall bear interest, at a rate to be determined by 1Lift which shall not exceed the maximum rate permitted by law, from the date on which it is due until it is received. 1Lift shall have the right, among other remedies, either to terminate the Agreement or to suspend further deliveries under this and/or other Agreements with Company in the event Company fails to make any payment hereunder when due. Company shall be liable for all expenses attendant to collection of past due amounts, including attorney's fees. (b) 1Lift shall indemnify and hold the Company harmless from all costs, liabilities and damages (including reasonable attorney’s fees) resulting from 1Lift’s negligence or misconduct, subject to the limitations as defined in this agreement. Neither the Company nor 1Lift shall be obligated to indemnify the other party in any manner whatsoever for such other party’s own negligence or misconduct. 14. NOTICES: All notices and other communications provided for in this Agreement shall be in writing and mailed, sent or delivered to the receiving party at the address, email address or facsimile number for such party as set forth in this Agreement, or to such other address, email address or facsimile number as may be designated from time to time by a party in writing to the other party. All such notices and communications shall be effective (a) if delivered by hand, when delivered; (b) if sent by mail, upon the earlier of the date of receipt or three (3) days after deposit in the mail, first class, postage prepaid; and (c) if sent by facsimile transmission or electronic mail, upon transmission thereof, provided such transmission is promptly confirmed by either of the methods set forth in subsections (a) or (b) above. 7. LIMITATION OF REMEDY AND LIABILITY FOR SERVICES: 1LIFT SHALL NOT BE LIABLE FOR DAMAGES CAUSED BY DELAY IN PERFORMANCE. THE REMEDIES OF COMPANY SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE. IN NO EVENT, REGARDLESS OF THE FORM OF THE CLAIM OR CAUSE OF ACTION (WHETHER BASED IN CONTRACT, INFRINGEMENT, NEGLIGENCE, STRICT LIABILITY, OTHER TORT OR OTHERWISE), SHALL 1LIFT’S LIABILITY TO COMPANY AND/OR ITS CUSTOMERS EXCEED THE PRICE TO COMPANY OF THE SPECIFIC SERVICES PROVIDED BY 1LIFT GIVING RISE TO THE CLAIM OR CAUSE OF ACTION. COMPANY AGREES THAT IN NO EVENT SHALL 1LIFT'S LIABILITY TO BUYER AND/OR ITS CUSTOMERS EXTEND TO INCLUDE INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES. THE TERM “CONSEQUENTIAL DAMAGES” SHALL INCLUDE, BUT NOT BE LIMITED TO, LOSS OF ANTICIPATED PROFITS, REVENUE OR USE AND COSTS INCURRED INCLUDING WITHOUT LIMITATION FOR CAPITAL, FUEL AND POWER, AND CLAIMS OF COMPANY’S CUSTOMERS. 8. LIMITATION OF REMEDY AND LIABILITY FOR GOODS: 1LIFT SHALL NOT BE LIABLE FOR DAMAGES CAUSED BY DELAY IN PERFORMANCE. THE REMEDIES OF COMPANY SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE. IN NO EVENT, REGARDLESS OF THE FORM OF THE CLAIM OR CAUSE OF ACTION (WHETHER BASED IN CONTRACT, INFRINGEMENT, NEGLIGENCE, STRICT LIABILITY, OTHER TORT OR OTHERWISE), SHALL 1LIFT’S LIABILITY TO COMPANY AND/OR ITS CUSTOMERS EXCEED THE PRICE TO COMPANY OF THE SPECIFIC GOODS PROVIDED BY SELLER GIVING RISE TO THE CLAIM OR CAUSE OF ACTION. COMPANY AGREES THAT IN NO EVENT SHALL 1LIFT’S LIABILITY TO COMPANY AND/OR ITS CUSTOMERS EXTEND TO INCLUDE INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES. THE TERM “CONSEQUENTIAL DAMAGES” SHALL INCLUDE, BUT NOT BE LIMITED TO, LOSS OF ANTICIPATED PROFITS, REVENUE OR USE AND COSTS INCURRED INCLUDING WITHOUT LIMITATION FOR CAPITAL, FUEL AND POWER, AND CLAIMS OF COMPANY’S CUSTOMERS. THE COMPANY SHALL NOT REUSE OR MAKE OR PERMIT TO BE MADE ANY MODIFICATION TO THE GOODS WITHOUT THE PRIOR WRITTEN AUTHORIZATION OF 1LIFT. IN THE EVENT THE COMPANY REUSES OR MODIFIES ANY GOODS, WITH OR WITHOUT CONSENT, 1LIFT SHALL HAVE NO LIABILITY FOR SUCH USE AND THE COMPANY AGREES TO INDEMNIFY 1LIFT FOR ANY CLAIMS ARISING FROM OR RELATED TO SUCH REUSE OR MODIFICATION. 9. INDEMNIFICATION: (a) The Company shall indemnify and hold 1Lift harmless from all costs, liabilities and damages (including reasonable attorney fees) resulting from (i) circumstances or conditions at the Project site not reasonably known to 1Lift; (ii) hazardous materials or conditions existing at the Project site; (iii) the inaccuracy of data, plans, or information supplied by the Company, the Company’s representatives, or third parties outside of 1Lift’s control; (iv) work performed by the Company, the Company’s other contractors or any other party other than 1Lift; or (v) the Company’s negligence or misconduct. (b) 1Lift shall indemnify and hold the Company harmless from all costs, liabilities and damages (including reasonable attorney’s fees) resulting from 1Lift’s negligence or misconduct, subject to the limitations as defined in this agreement. Neither the Company nor 1Lift shall be obligated to indemnify the other party in any manner whatsoever for such other party’s own negligence or misconduct. 12. ACCEPTANCE OF GOODS: In the event any Goods delivered by 1Lift to the Company fail to satisfy the written specifications of such Goods as set forth in the Scope of Work, the Company shall notify 1Lift of the same in writing within thirty (30) days of receipt and 1Lift shall have reasonable opportunity to correct such deficiencies. If written notice of rejection is not received by 1Lift during such thirty-day period, the Goods shall be deemed accepted and 1Lift shall have no obligation to correct or provide warranty for any deficiencies in the same. 13. DISPUTE RESOLUTION: The parties agree that all disputes between them arising out of or relating to this Agreement or the Project shall be submitted to nonbinding mediation and the parties will participate in good faith in such mediation for at least thirty (30) days from the commencement of such mediation prior to initiation of any further legal action, including without limitation filing of a claim with any court or in any arbitration. ACCEPTANCE OF PROPOSAL - THE TERMS AND CONDITIONS LISTED BELOW AND THE ABOVE PRICES, SPECIFICATIONS AND CONDITIONS ARE SATISFACTORY AND ARE HEREBY ACCEPTED BY SIGNATURE BELOW OR RECEIPT OF PURCHAE ORDER AND REFERENCE OF THIS PROPOSAL BY COMPANY. 1Lift, LLC IS AUTHORIZED TO DO THE WORK SPECIFIED AND TO INVOICE FOR DOWN PAYMENT. THIS PROPOSAL MAY BE WITHDRAWN BY 1LIFT IF NOT ACCEPTED WITHIN 60 DAYS FROM THE DATE ON THIS PROPOSAL. 1Lift, LLC: PRINT NAME: TITLE: 1. CREDIT CARDS: 1Lift, LLC. does not accept credit cards. 2. BONDING: 1Lift, LLC. does not provide any bonding. If bonding is required it will be at the cost of Company or the owner. 11. HAZARDOUS MATERIALS: 1Lift’s Services shall not include any services with respect to, and does not assume the existence of, any hazardous materials or conditions, including without limitation asbestos, mold, lead-based paint or any material defined as hazardous by the Environmental Protection Agency or relevant State agency, unless expressly set forth in the Scope of Work. The discovery of hazardous materials or conditions at the Project site not previously known to 1Lift shall be deemed a changed condition and 1Lift shall be entitled to suspend work on the Project until such conditions are remediated and/or until a Change Order has been agreed upon between 1Lift and the Company. 10. COMMENCEMENT AND COMPLETION OF SCOPE OF WORK: !Lift shall commence the Scope of Work as soon as a signed Agreement is received and a project timeframe has been agreed to by both parties and will continue until completion of the Scope of Work. 1Lift shall not be liable for delays in performance or for non-performance due to failure or interruption of computer or telecommunication systems, acts of God, war, riot, fire, terrorism, labor trouble, unavailability of materials or components, explosion, accident, compliance with governmental requests, laws, regulations, orders or actions, or other unforeseen circumstances or causes beyond 1Lift's reasonable control. In the event of such delay, the time for performance or delivery shall be extended by a period of time reasonably necessary to overcome the effect of the delay. 5. INSURANCE: 1Lift and its Vendors shall carry worker's compensation insurance as may be required by law and carry general liability insurance for covering claims arising on or from the premises during the work 6. LIMITED WARRANTY: Subject to the limitations contained in Section 7 and 8 herein, 1Lift warrants that the Goods provided will be free from defects under normal use and care and labor will be performed by trained personnel and in a good workmanlike manner using proper tools for the particular Service provided. The foregoing warranties will apply until the expiration of the applicable warranty period. Goods are warranted for twelve (12) months from the date of initial installation. Services are warranted for a period of 90 days from the date of shipment or completion of the Services. Goods purchased by 1Lift from a third party for resale to Company (“Resale Products”) shall carry only the warranty extended by the original manufacturer. Company agrees that 1Lift has no liability for Resale Products beyond making a reasonable commercial effort to arrange for procurement and shipping of the Resale Products. If Company discovers any warranty defects and notifies 1Lift thereof in writing during the applicable warranty period, 1Lift shall, at it's option, correct any errors that are found by 1Lift in the Services or repair or replace F.O.B. point of manufacture that portion of the Goods found by 1Lift to be defective, or refund the purchase price of the defective portion of the Goods. All replacements or repairs necessitated by inadequate maintenance, normal wear and usage, or environmental conditions, accident, misuse, improper installation, modification, repair, use of unauthorized replacement parts, storage or handling, or any other cause not the fault of 1Lift are not covered by this limited warranty, and shall be at Company’s expense. All costs of dismantling, reinstallation and freight and the time and expenses of 1Lift's personnel and representatives for site travel and diagnosis under this warranty clause shall be borne Company unless accepted in writing by 1Lift. Goods repaired and parts replaced by 1Lift during the warranty period shall be in warranty for the remainder of the original warranty period or ninety (90) days, whichever is longer. This limited warranty is the only warranty made by 1Lift and can be amended only in a writing signed by 1Lift. THE WARRANTIES AND REMEDIES SET FORTH ABOVE ARE EXCLUSIVE. THERE ARE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR ANY OTHER MATTER WITH RESPECT TO ANY OF THE GOODS OR SERVICES. February 4, 2020 - Page 57 of 105 1Lift Industrial Solutions PO Box 1131 Erie, CO 80516 (720) 504-7748 info@1liftis.com PROPOSAL AND ACCEPTANCE 3of3 WBO BID VAIL PD 012720.xlsxELEVATOR MOD 15. GENERAL PROVISIONS: (a) Company shall not assign its rights or obligations under the Agreement without 1Lift's prior written consent. (b) There are no understandings, agreements or representations, express or implied, not specified in the Agreement. (c) No action, regardless of form, arising out of transactions under the Agreement, may be brought by either party more than two [2] years after the cause of action has accrued. (d) Any modification of these terms and conditions must be set forth in a written instrument signed by a duly authorized representative of 1Lift. (e) The Agreement is formed and shall be construed, performed and enforced under the laws of the State of Colorado. However, Company and 1Lift agree that the proper venue for all actions arising under the Agreement shall be only in the USA and in the State where the Services and Goods involved in such actions were delivered. (f) If any provision of the Agreement is invalid under any statute or rule of law, such provision, to that extent only, shall be deemed to be omitted without affecting the validity of the remainder of the Agreement (g) 1Lift and Company are independent businesses and nothing herein shall be deemed to create a relationship of employment, partnership, joint venture or otherwise between the parties. February 4, 2020 - Page 58 of 105 thyssenkrupp Elevator Vail Police Station: Elevator Modernization –Hydraulic Equipment February 2020 February 4, 2020 - Page 59 of 105 2 | time/date | presentation title | name of speaker (fill in as usual via first master slide) Optional: thyssenkrupp + BA + additional management structure (not legal entity). If not needed, delete this line via first master slide NEW –Hydraulic Power Unit •Reduces noise and vibration during operation—allowing for a quiet and smooth ride •The compact design uses less materials to construct and takes up less space •Precise operation of the unit increases leveling accuracy and improves passenger safety •Submersible design •Exclusive TKE i-2 control valve •Motor from 5 to 60 hp I-2 Valve I-3 Valve February 4, 2020 - Page 60 of 105 3 | time/date | presentation title | name of speaker (fill in as usual via first master slide) Optional: thyssenkrupp + BA + additional management structure (not legal entity). If not needed, delete this line via first master slide NEW –TAC 32 Hydraulic Controller 32-bit microprocessor •Non-proprietary user-interface tools –Unrestricted access for on-board adjusting and troubleshooting keeps trouble calls short •Battery lowering unit –Prevents entrapments and provides supplemental power to the controller in case of an outage –Eliminates the need for a costly power generator •Solid state starter –Energy-efficient motor starter minimizes power surges and provides smooth, quiet and reliable operation •Elevator positioning encoder –Teflon-coated, perforated tape runs the length of the hoistway, digitally communicating the elevator’s location –This provides a safe and level landing for passengers when boarding and exiting User Interface Tool February 4, 2020 - Page 61 of 105 4 | time/date | presentation title | name of speaker (fill in as usual via first master slide) Optional: thyssenkrupp + BA + additional management structure (not legal entity). If not needed, delete this line via first master slide NEW –Heavy Duty Closed Loop Linear Door Operator •Linear action minimizes the number of moving parts and linkages in the system •This design significantly improves safety, reliability and durability over older harmonic-style door operators •On-board diagnostic service tool resulting in consistent operation and fewer shutdowns and service callbacks •Includes: Tracks, Hangers, Hanger Rollers, Restrictive Clutch, and Infrared Door Detector February 4, 2020 - Page 62 of 105 5 | time/date | presentation title | name of speaker (fill in as usual via first master slide) Optional: thyssenkrupp + BA + additional management structure (not legal entity). If not needed, delete this line via first master slide NEW –Sample Fixtures Used •Satin #4 Stainless Steel •Surface Mount •Car Position Indicators & Lanterns •Hall Stations •Hall Lanterns •Jamb Braille Plates February 4, 2020 - Page 63 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : Census 2020 Update P RE S E NT E R(S ): Sean Koenig, G I S AC T IO N RE Q UE S T E D O F C O UNC IL : No action requested B AC K G RO UND: A s mandated by the C onstitution, and conducted by the U.S. C ensus B ureau, the census is a comprehensive count, conducted every 10 years, of every person living in all 50 states, the D istrict of C olumbia, and five U.S . territories. The presentation will provide information relevant to the upcoming 2020 C ensus, the importance of the data gathered during the census, and details regarding local initiatives and partnerships underway in order to engage local stakeholders and motivate people to respond. AT TAC H ME N TS : Description Census Update February 4, 2020 - Page 64 of 105 CENSUS 2020: Introduction and Update February 4, 2020 - Page 65 of 105 February 4, 2020 - Page 66 of 105 Outline •What is the CENSUS and why does it matter? •Importance •Ease •Confidentiality and Security •Local Initiatives and Partnerships •Additional Resources Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 67 of 105 What is the CENSUS and why does it matter? •The purpose is to count every person living in the US, once (only), and in the right place •It occurs once every ten years •It’s a core tenet of Democracy: one person = one voice Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 68 of 105 It’s Important •Census information is used to… •Ensure fair representation: reapportion the House of Representatives (435 seats) •Draw/redraw the boundaries of congressional and state legislative districts and voting precincts •Determine how more than $675B of federal dollars are distributed each year (state, county and community programs) •Inform planning decisions of at all levels of government (schools, roads, health care, etc.) Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 69 of 105 It’s Easy –What to Expect… •In most cases*, initial correspondence will NOT include the paper Census form. Rather, it will include an “Invitation to Respond”. •~95% of U.S. households will receive their invitation in the mail. Households where mail is not received at the home’s physical location will receive an invitation when a census taker drops it off. (Type of Enumeration Area (TEA) Viewer) Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 70 of 105 Ways to Respond 2020 Census Offers More Choices Internet (more efficient, cost-effective and "green“) Phone Paper (mail-in) In-Person Self Response Available Until July 24, 2020 February 4, 2020 - Page 71 of 105 It’s Easy –What to Expect…Home Mail Delivery •Timeline (Mail Delivery): •Invitation to Respond: 3/12 –3/20 •Reminder letter: 3/16 –3/24 •Reminder postcard: 3/26 –4/3 •CENSUS DAY –April 1, 2020 •Reminder letter and paper Questionnaire: 4/8 –4/16 •Final reminder (“It’s not too late”) postcard: 4/20 –4/27 Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 72 of 105 It’s Easy –What to Expect…Hand Delivery (For PO Box Holders) •Timeline (Hand Delivery): •Invitation to Respond: 3/16 –4/10 •Follow up (reminders) are likely to occur less, and dates of follow up are unclear. •CENSUS DAY –April 1, 2020 •Paper Questionnaire: After 4/8 February 4, 2020 - Page 73 of 105 It’s Easy –What to Expect…Other CENSUS Dates •Timeline: •Group Quarters Enumeration •Advanced Contact: 2/3 –3/6 •Group Quarters: 4/2 –6/12 •CENSUS DAY –April 1, 2020 •In-Person Non-Response Follow-Up: Begins 5/9 (for ALL residences that have not responded) •Deadline for Self-Response –July 24, 2020 Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 74 of 105 It’s Easy –Who should participate? •EVERYONE! •One CENSUS complete per household –count everyone living there as of April 1, 2020 •This includes everyone who is living and sleeping there most of the time (i.e., 6 months plus 1 day). •If someone has no usual home elsewhere, they should be counted where ever they are on April 1st. •Other Situations: •2nd Homeowners •Apartment residents •Lock-offs (in-law suites), and some EHUs •College Students •Foreign nationals (e.g. seasonal workers) Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 75 of 105 Confidentiality Census Bureau reputation depends on keeping data confidential. We take it very seriously! Federal Law –Title 13 of the US Code protects the confidentiality of all information Employee Oath –Protect confidentiality for life. Penalties if violated can be 5 years in prison and/or $250,000 fine. Statistical Safeguards –Ensure that statistics released do not identify individuals. February 4, 2020 - Page 76 of 105 Data Security •Only Authorized Personnel Have Access to Data •Pre-Release Reviews are Conducted to Ensure No Responses are Personally Identifiable o The Census Bureau strives for precision data (see for instance American Fact Finder), but ensures that confidentiality is strictly protected. •All Data are Encrypted •All IT systems are certified and accredited in accordance with federal IT security requirements. •All Survey Responses are Stored on a Private, Internal Network with Extensive Security Protocols •Security is Regularly Monitored, and Follows National Institute for Standards and Technology (NIST) Standards February 4, 2020 - Page 77 of 105 The 2020 Census –What Will I Be Asked? •The 2020 Census is easy –just a handful of questions and a few minutes of your time. You will be asked: •How many people are living or staying at the residence on April 1, 2020? •Is the home owned or rented? •About the sex of each person in the home. •About the age of each person in the home. •About the race of each person in the home. •Whether any person in the home is of Hispanic, Latino, or Spanish origin. •About the relationship of each person in the home. February 4, 2020 - Page 78 of 105 The 2020 Census –What Will I Be Asked? •The Census Bureau will NEVER ask for the following: •Your Social Security Number •Money or Donations •Your Bank Account Number •Anything on Behalf of a Political Party February 4, 2020 - Page 79 of 105 It’s Constitutional •Article 1, Section 2, of the U.S. Constitution mandates that everyone in the country be counted every 10 years (“…The actual Enumeration shall be made…within every subsequent Term of ten Years, in such Manner as they shall by Law direct.”) •The first census was in 1790 •And it’s your civic responsibility! (not optional) •Refusal or deliberate inaccuracies can result in legal action Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 80 of 105 Local Initiatives to date and in the works •TOV participated in the CENUS LUCA (Local Update of Census Addresses) program in 2018 •The Census Bureau completed their address validation program in 2019 •The TOV has been involved as an active participant in Eagle River Valley’s Complete Count Committee (ERVCCC) since mid 2019 •(ERVCCC recently applied for and received $34k in grant funding which will go toward outreach, and general Census education, likely to include message boards, printed materials, translation services, newspaper, radio and local TV advertisements) •Partnering with Vail Public Library •Setting up a CENSUS information station with materials and FAQs for library guests (March & April) •Providing internet access, computer stations, assistance, etc. •Extending hours of operation on April 1st (7am-10pm) •Hosting VVP, guesting State Demographer on 3/5, including some content about the CENSUS Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 81 of 105 Local Initiatives in the works •Efforts to target the area’s largest employers (e.g. Vail Health, VR, ERWSD, TOV, etc.), and small businesses through outreach with VCBA and VEAC •Deliver the message to their staff via employee newsletters, brochures, paycheck inserts, billing notices, etc. •Work with local schools (take-home informational brochures) •Distribute an informational mailer to all owners with a registered EHU on their property encouraging them to pass along the information to their tenants •Reach out to HOAs and Property Management companies •Setting up a CENSUS information station with materials and FAQs at the March Community meeting •Push notifications through the various channels available to the Town’s Communications Division Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 82 of 105 Educating the public on Social Media - Hyperlinks here for you Facebook LinkedIn Twitter @uscensusbureau Instagram #2020Census February 4, 2020 - Page 83 of 105 Final Thoughts •Our priority is to engage local stakeholders and motivate people to respond. •I would plead that people don’t boycott the entire form over one question –the survey is important. •The sooner you complete your census, the sooner you will stop hearing from the Census Bureau. •Anyone with specific questions about the form or how to answer is encouraged to call the toll-free number and respond by phone. •They are looking to hire local Enumerators – https://2020census.gov/jobs or text “Colorado jobs" to 313131 Town of Vail | CENSUS 2020: Introduction and Update | vailgov.com February 4, 2020 - Page 84 of 105 •Additional Resources: •Websites: •CENSUS Mail Contact Strategies Viewer / Hard to Count Maps •CENSUS Type of Enumeration Area (TEA) Viewer •CENSUS Response Outreach Area Mapper (ROAM) •FederalRegister.com (final residency criteria) •American Community Survey •U.S. Census Website •Eagle River Valley Complete Count Committee •Colorado Department of Local Affairs (DOLA) Census site •2020 CENSUS Questionanaire explanation •2020 CENSUS Questionnaire sample copy •2020 CENSUS Invitation Letter sample •Local Resources: •Sean Koenig, GIS Coordinator •Vail Public Library Staff •CENSUS Bureau phone or field enumerators February 4, 2020 - Page 85 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : Vail L et’s B e B lunt Marijuana P ublic E ducation Campaign P RE S E NT E R(S ): C raig B ettis, Police C ommander AC T IO N RE Q UE S T E D O F C O UNC IL : I nf ormation only B AC K G RO UND: T he Vail Police Department has partnered with the E agle C ounty S heriff’s Of f ice in launching “Vail L et’s Be Blunt,” an edgy media campaign to educate residents and visitors about C olorado marijuana laws to inspire responsible and lawful use. T he campaign neither advocates nor discourages consumption, but rather educates and emphasizes saf e and courteous use. C ampaign content will be released every two weeks through a variety of Vail and E agle County social media platforms. Funding for the project came from a Marijuana I mpact Grant awarded to the Vail P D by the C olorado Department of L ocal A ffairs. AT TAC H ME N TS : Description Let's Be Blunt Marijuana Campaign Memorandum Flyer February 4, 2020 - Page 86 of 105 To: Vail Town Council Scott Robson, Town Manager Patty McKenny, Assistant Town Manager From: Dwight Henninger, Chief of Police Craig Bettis, Administrative Commander Date: February 4, 2020 Re: Let’s Be Blunt – Colorado Marijuana Law Campaign Executive Summary The Vail Police Department and Eagle County Sheriff’s Office are rolling out a creative media campaign to inform residents and tourists about Colorado Marijuana Laws and clarify common misconceptions. The Let’s Be Blunt marketing campaign will increase overall awareness of what is legal and what is not. The campaign’s goal is to re-establish the Town of Vail as a municipality that neither advocates nor discourages the consumption of marijuana, but strictly enforces the laws of Amendment 64 and responsible use Background: Certain trends, involving marijuana products, have continued to surface and rise in prominence in the Town of Vail and Eagle County since Colorado Amendment 64 was passed in 2012. Trends such as the fast growth of retail marijuana businesses in neighboring communities, the persistent use of marijuana in public areas, marijuana products haphazardly left in hotel rooms, consumption of marijuana on National Forest Lands, transporting and mailing marijuana out-of-state, and a rise in negative health incidences related to marijuana use. To bolster Vail PD efforts to get the word out to the community about legal and responsible marijuana use, Vail Police officials focused on a targeted outreach plan using light-hearted taglines, key messaging and creative visuals to drive attention and awareness. Funding for the project came from a Marijuana Impact Grant awarded to the Vail Police Department by the Colorado Department of Local Affairs. Vail PD, in partnership with the Eagle County Sheriff’s Office, will continue to build a compelling messaging platform. Compaign content is scheduled to be released every two weeks on the town’s and county’s social media platforms. February 4, 2020 - Page 87 of 105 February 4, 2020 - Page 88 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : Next steps f or implementation of the 2018/2019 Vail C ivic Area Plan. P RE S E NT E R(S ): Matt Gennett, Community Development Director AC T IO N RE Q UE S T E D O F C O UNC IL : S taf f asks the Town Council to provide direction to initiate a comprehensive market and economic analysis f or potential improvements envisioned for the C harter B us L ot/Dobson I ce Arena; and, to work with the Urban L and I nstitute (UL I ) to explore highest and best uses on both sites. B AC K G RO UND: 2018/2019 Vail Civic A rea Plan was adopted on November 5, 2019 and def ines the vision for a revitalized community f ocal point in the Town of Vail; a place where f acilities, activity, and programing will bring people together f or cultural, social, and recreational experiences. I t also lays out a f ramework f or connecting the community, fostering collaboration, and creating spaces f or residents and guests to share ideas. T he plan includes preliminary f inancial feasibility and market studies to accurately consider the economics of each option presented in the plan. AT TAC H ME N TS : Description Staff Memor andum Civic Area Pr esentation February 4, 2020 - Page 89 of 105 To: Town Council From: Matt Gennett, Community Development Director Date: February 4, 2020 Subject: Civic Area Plan – Next steps toward implementation I. INTRODUCTION The purpose of this memo and the accompanying presentation is to review the proposed next steps for the implementation of the 2018/2019 Vail Civic Area Plan (“the Plan”). The Plan was adopted on November 5, 2019 and defines the vision for a revitalized community focal point in the Town of Vail; a place where facilities, activity, and programing will bring people together for cultural, social, and recreational experiences. It also lays out a framework for connecting the community, fostering collaboration, and creating spaces for residents and guests to share ideas. The plan includes preliminary financial feasibility and market studies to accurately consider the economics of each option presented in the plan. II. SUMMARY The following next steps were identified, on a site by site basis, to provide a path forward to reach the implementation of the vision defined in the Plan. Given the degree of variability inherent in the options detailed in the Plan for the Charter Bus Lot/Dobson Ice Arena and Municipal sites, the next steps listed for each of these sites should be executed in the first phase of implementation. Charter Bus Lot/Dobson Ice Arena • Complete a comprehensive market and economic analysis for potential improvements envisioned for the Charter Bus Lot and Dobson Ice Arena. The focus of the market analysis will be to understand market potential, the anticipated level of utilization, and to determine optimal sizing and program elements of these facilities. The focus of the economic analysis will be to understand the potential direct and indirect economic benefits of these facilities and to estimate ongoing operation costs. • In conjunction with the market and economic analyses, complete schematic design alternatives for ice and multipurpose event facilities. The goal of this effort is to February 4, 2020 - Page 90 of 105 Town of Vail Page 2 understand how alternatives for the desired building programs can be achieved and to better understand the multi-use potential of various facilities. • Based on the findings of the steps above, determine the preferred design and programmatic approach for ice and multi-purpose event facilities. Prepare schematic design plans for this preferred approach. • Study design alternatives for how other potential uses and improvements at the Charter Bus Lot can be accommodated (i.e. test the fit and relationship of other ideas such as the community theater, town hall and community space). The purpose of this effort is to determine the most appropriate mix of uses and level of development for the site. • Based on schematic designs, prepare updated cost estimates and alternative funding strategies for these potential improvements. • Based on the results of the five steps above, finalize the development program and design plans for the site. Municipal Building Site • As a part of evaluating the Charter Bus Lot, determine the feasibility and desirability of re-locating municipal functions to the Charter Bus Lot. • Complete schematic design studies to understand the development potential of this site and review and confirm previous programmatic square footages for a new Town Hall. • Determine the preferred use of any development parcel that may be created at this site. • Explore P3 opportunities for the redevelopment of the Municipal Building Site. Lionshead Parking Structure • Define the potential need for community uses and determine the preferred use(s) of the building wrap. • Complete schematic design to better understand the development potential of this site. • Explore opportunities for public/private collaborations for the development of the building wrap. February 4, 2020 - Page 91 of 105 Town of Vail Page 3 • Prepare schematic designs for streetscape improvements to East Lionshead Circle. Lot 10 • Initiate a community design process for improvements to Lot 10 to determine how this space can be used, design features, etc. • Initiate dialogue with neighboring property owners on improvements to Lot 10. • Coordinate with the Environmental Sustainability Department on improvements to Middle Creek. Vail Public Library • Work with Library staff to identify the Library’s long-term space needs that could be accommodated by a second level addition. • Work with Library staff to identify the potential for outdoor programing that could be accommodated by improvements to the south lawn. • Evaluate the potential need for community space that could be accommodated by a second level addition. • Coordinate with the Town’s Environmental Sustainability Department on enhancements and design improvements to Gore Creek and Middle Creek. • Identify programs to improve library user’s experience such as additional remote book drop-off locations and management changes at the Lionshead Parking Structure to ensure parking availability for Library users during periods of peak parking use. III. ACTION REQUESTED BY THE TOWN COUNCIL Staff asks the Town Council to provide direction to initiate a comprehensive market and economic analysis for potential improvements envisioned for the Charter Bus Lot/Dobson Ice Arena; and, to work with the Urban Land Institute (ULI) to explore highest and best uses on both sites. February 4, 2020 - Page 92 of 105 Town of Vail Page 4 February 4, 2020 - Page 93 of 105 Matt Gennett Community Development Director Town Council –February 4, 2020 Civic Area Plan Implementation February 4, 2020 - Page 94 of 105 CIVIC AREA PLAN –STUDY AREA Town of Vail | Civic Area Plan| vailgov.com February 4, 2020 - Page 95 of 105 Town of Vail | West Vail Master Plan| vailgov.com CIVIC AREA PLAN –STUDY AREA Town of Vail | Civic Area Plan| vailgov.com February 4, 2020 - Page 96 of 105 CIVIC AREA PLAN Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 97 of 105 CIVIC AREA PLAN –MUNICIPAL SITE Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 98 of 105 CIVIC AREA PLAN –MUNICIPAL SITE Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 99 of 105 CIVIC AREA PLAN –CHARTER BUS LOT/DOBSON Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 100 of 105 CIVIC AREA PLAN –CHARTER BUS LOT/DOBSON Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 101 of 105 CIVIC AREA PLAN –CHARTER BUS LOT/DOBSON Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 102 of 105 CIVIC AREA PLAN –CHARTER BUS LOT/DOBSON Town of Vail | West Vail Master Plan| vailgov.com Town of Vail | Civic Area Plan | vailgov.com February 4, 2020 - Page 103 of 105 Thank you February 4, 2020 - Page 104 of 105 VA I L TO W N C O UNC I L A G E ND A ME MO I T E M /T O P I C : Adjournment 7:40 pm estimate February 4, 2020 - Page 105 of 105