HomeMy WebLinkAbout2011-03 IGA with Eagle County School District for the Red Sandstone Elementary School Playground Improvements RESOLUTION NO. 3
Series of 2011
A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE
TOWN OF VAIL AND EAGLE COUNTY SCHOOL DISTRICT REJ50 FOR THE RED
SANDSTONE ELEMENTARY SCHOOL PLAYGROUND IMPROVEMENTS; AND SETTING
FORTH DETAILS IN REGARD THERETO.
WHEREAS, the Town of Vail (the "Town" ) . in the Count of Ea and State of Colorado is a
home rule municipal corporation dul or and existin under the laws of the State of Colorado and
the Town Charter (the "Charter"'
WHEREAS, the members of the Town Council of the Town ( the "Council") have been dul
elected and q ualified;
WHEREAS. the Town owns the propert referred to as the Red Sandstone Elementar School
pla ( the "Pla
WHEREAS. On April 12, 2006, the Town and Ea Count School District RE-50J ( "District")
entered into the Red Sandstone Elementar School Lease. This lease is for a minimum of 30 y ears;
WHEREAS, the Town and District additionall have a joint use a at the same location
with Vail Recreation District ( the "VRD" for a soccer field
WHEREAS, the Town has received a $161,203.00 g rant on behalf of the District for the
Pla renovation from the Great Outdoors Colorado Trust Fund ( "GOCO" ) ;
WHEREAS, THE Town and the District wish to enter into an Inter A (the
"IGA") outlinin the terms and conditions which the Town and District will fulfill to obtain the g rant-,
• WHEREAS. the Council considers it in the interest of the public health, safet and welfare to enter
into this IGA; and
WHEREAS. the Council's approval of Resolution No. 3, Series 201 is re to enter into an
IGA.
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NOW THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF
VAIL, COLORADO THAT:
Section I The Council hereb approves and authorizes the Town Mana to enter into the
IGA with the District for the Red Sandstone Elementar School pla renovation, in substantiall the
same form as attached hereto as Exhibit A and in a form approved b the Town Attorne
Section 2. This Resolution shall take effect immediatel upon its passa
INTRODUCED, PASSED AND ADOPTED at a re meetin of the Town C unc* the
Town of Vail held this I' da of Februar 201
Richard Cleveland
Town Ma
ATT
Of VA/
(;e3leii onaldson, �'
ow
ow erk
Resolution No. 3. Series 201
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INTERGOVERNMENTAL AGREEMENT BETWEEN THE TOWN OF VAIL AND EAGLE
COUNTY SCHOOL DISTRICT RE50J
This A made this da of 2011, b and between the Town
of Vail, a municipal corporation (the Town" a Colorado municipal corporation, 75 South Fronta
Road, Vail, Colorado 81657, ( "the Town" and Ea Count School District RE50J ( the "District "
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Witnesseth:
WHEREAS, the Town has applied for and received a g rant from Great Outdoors Colorado,
(GOCO for the Red Sandstone Elementar School Pla Improvements-,
WHEREAS, the District is an ineli recipient of the g rant and the parties intend b this
a for the Town to be the conduit throu which the District will receive the benefit of the g rant;
WHEREAS, the Grant A ( the "'Grant" between the Town and GOCO is attached to this
a as Exhibit "A";
WHEREAS, the District intends to bind itself to the Town for all of the Town's obli stated
in the Grant; and
WHEREAS, this Inter A is authorized pursuant to Sections 29-1-201 and
30-11-101, Colorado Revised Statutes, as amended, and Article XIV, Section 18, of the Colorado
Constitution.
Now therefore, in consideration of the mutual promises stated below and other valuable
consideration, the parties a
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1. The Town shall use its best efforts to fulfill all the conditions precedent to obtain the g rant stated
in the Grant. The District will cooperate with the Town and provide all documents necessar for the
Town to fulfill the conditions precedent. The District further assumes all other Town liabilities, and binds
itself to the Town for all the Town's obli to GOCO, contained in the Grant. Town warrants and
represents that it has complied with all re stated in the Grant documents and has obtained all
necessar consents for the dele of responsibilities and limited assi of ri arisin under the
Grant to enter into this A
2. The Town does not assume an obli to the District to construct, operate, or maintain the
improvements contemplated b the g rant. I p
3. Unless a claim b GOCO arises out of the ne or other wron act of the Town, the
District shall be responsible to the Town for an claim under the Grant, in the same manner and extent as
the Town ma be responsible to GOCO.
4. The District shall operate and maintain the 'improvements contemplated b the Grant, in
accordance with established District polic for pla maintenance. Should an claim for personal
in propert dama or wron death be asserted as a result of the construction, operation,
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maintenance, or use of the improvements contemplated by the Grant, the parties shall be responsible for
such claim in the manner provided by the Colorado Governmental Immunity Act and the Colorado law
concerning pro -rata liability. The parties shall not be jointly and severally liable for such claims.
S. By executing this agreement the parties do not waive any immunity or limit liability contained in
the Colorado Governmental Immunity Act; do not create a multiyear fiscal obligation; and do not create
any other financial obligation not supported by a current appropriation.
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6. This agreement does not create any rights in any individual not a party to this agreement.
7. This document and exhibits, shall constitute the entire agreement of the parties.
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8. The District hereby grants to the Town a limited license in, and right of entry to, the property
described in Exhibit ` *B" for the purposes stated in the Grant, Exhibit "A ", and for no other purpose. Such
license and right of entry shall be exercised only in the event the District has failed to comply with the
requirements of the Grant and shall include all rights reasonably necessary, as determined by the Town,
for the Town to enter upon the property and perform its obligations to GOCO under the Grant. This right
includes the ability of the Town to use its employees, agents or outside contractors. This license and right
of entry further includes the right to enter upon the property with any equipment or vehicles.
9. The Town shall disburse the funds to the District according to the requirements stated in Exhibit
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10. This agreement, including the limited right of entry and license, shall terminate simultaneously
with the termination of all Town obligations under the Grant.
ATTEST: EAGLE COUNTY" SCHOOL DISTRICT RE 5+0J
BOARD OF EDUCATION
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[Title] [Title]
ATTEST: TOWN OF V AIL
[Title] [Title]
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EXHIBIT "Alt
GRANT AGREEMENT DATE:
PROJECT:
Pro Title: Red Sandstone SchooWei Pla Renovation
a. Contract Number: 11069
b. Project Location:
Completion Date: December 8, 2012
PARTIES TO AGREEMENT,
Board: The State Board of the Great Outdoors Colorado Trust Fund
Address: 1600 Broadwa Suite 1630
Denver, CO 80202
Teltpbone: ( 303 ) 226-4500
Facsimile: ( 303 ) 863-7517
Grantee: Town of Vail
Address. 75 South Fronta Road
Vail, CO 81657
Contact Name: Gre Barrie
Contact Title: Landsape Architect
Ttlepbone: ( 970 ) 479-2337
Facsimile: ( 970 ) 479-2166
E-mail GBarrle@vail
RECITALS
A. The State Board of the Great Outdoors Colorado Trust Fund (referred to herein as
"LOCO" or the "Board") is a political subdivision of the State of Colorado, created b Article
XXVII of the Colorado Constitution, adopted at the November 1992 General Election, which
article appropriates a portion or the net proceeds or the Colorado Lotter to the Board and directs
the Board to invest those proceeds in the State's parks, wildlife, open space and recreational
resources.
B. In 1994 the Board created a statewide g rant pro pursuant to which eli
entities could appl for g rants for local g overnment parks and outdoor recreation projects to
which Grantee responded with a detailed application ( the "Project Application"
C. Grantee submitted a Project Application to the Board which contemplates the
execution of the project entitled and described above (the "Pro j ect"J. The parties acknowled
that the have on rile a complete cop of the Project Application.
D. The Board approved Grantee's Project Application on December 8. 20 10, sub
to the execution of a detailed g rant a and subject to the terms and conditions set forth
herein. The panics intend this a to be the detailed final g rant a re b the
Board ( the "A
AGREEMENT 1 �
NOW, THEREFORE, in consideration of the parties" mutual covenants contained herein
and other g ood and valuable consideration, the receipt and sufficienc of which air hereb
acknowled the panics hereto a as follows:
I . Incorwration of Recitals. The Recitals set forth above are hereb incorporated into the
terms of this A
2. Reo ions and Warranties of Grantee.
a. Grantee is a Municipalit dul or in accordance with the laws of Colorado and
has full and lawful authorit to enter into, and compl with the terms of, this A
b. Grantee's g overnin g bod has authorized enterin into this A as evidenced b
the resolution attached hereto as Appendix A.
C. Grantee warrants that it has g ood and sufficient title to the propert or properties on
which the Project is to be located (the "Propert GOCO ma re Grant" to provide
evidence of its ownership of the Propert and encumbrances a the Propert satisfactor to
GOCO in GOCO's discretion prior to fundin
3. Grant and Pro Subject to the terms and conditions set forth in this A the
Board hereb awards to Grantee a sum not to exceed $161,203.00 ( the "Grant"). The Grant shall
be used b Grant" solel to complete the Project. in substantial conformit with the final plans,
specifications, desi and uses approved b the Board.
4. E Scojw Grantee shall not materiall modif the Project or the Project bud
(attached hereto as Appendix B, the "Bud without the prior written approval of the
Executive Director of GOCO ("Executive Director ") or the Executive Director's desi such
approval to be in GOCO' sole discretion. An material modification to the Project undertaken
without GOCO's prior written consent ma be deemed a breach of this A b GOCO,
entitlin GOCO to all remedies available under this A If Grantee determines with
reasonable probabilit that the Pro will not or cannot be completed as reflected in the Project
Application. Grantee will promptl so advise the Board, and coopcmte in g ood faith to seek a
resolution before an further funds arc advanced.
S. Grantee Efforts. Grantee shall complete the Pro in a timel fashion, in a g ood and
workmanlike manncr, and consistent with this A and GOCO's approvals related to the
Project..
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6. Completion Date Grantee shall complete the Project and submit its Final Report no
later than December 8, 2012 (the "Completion Date ") which is two calendar years after the
Board's approval of the Project. Grantee may request an extension of the Completion Date in t
compliance with GOCO's Overdue Grants Policy, a summary of which is attached as Appendix i x
C ("Overdue Grants Policy "). If Grantee determines with reasonable probability that the Project
will not or cannot be completed by the Completion Date or any extended completion date,
Grantee will promptly so advise the Board, and cooperate in good faith to seek a resolution '
before any further funds are advanced.
7. Matching Funds Grantee shall obtain the snatching cash and in -kind contributions for
the Project as reflected in the Budget and as rewired by GOCO policy, and shall provide such
evidence of the same as LOCO may require in its discretion from time -to -time.
8. Dfsbu ement of Funds.
a. Advance Payment: If Grantee opts to receive a portion of the Grant funds prior to
beginning work on the Project (an "Advance Payment "), Grantee shall provide LOCO with a
copy of the fully - executed contract or contracts under which a substantial portion of the Project
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will be completed. Such contract or contracts shall show the work and the cost of the work to be
completed. LOCO may, in its discretion, request additional documentation to support making an
Advance Payment. An Advance Payment for Local Park and Outdoor Recreation Grants shall I
not exceed 70% of the funds contracted for the Project or 50% of the Grant, whichever is less. I
An Advance Payment for Mini Grants shall not exceed 75% of the funds contracted for the
Project or 50% of the Grant, whichever is less. An Advance Payment shall be considered a loan
until the Project is complete and Final Payment (as defined below) has been made. if Grantee
opts to receive an Advance Payment, it may not receive a Progress Payment (as defined below).
b. Progress Payment: If Grantee has opted to forego an Advance Payment and has opted to
receive a portion of the Grant funds after starting but prior to completing work on the Project (a
"Progress Payment "), Grantee shall provide LOCO with a progress report detailing expenditures
and ro ss made to date ("Progress Report"). The Progress Report must be submitted using
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GOCO's Progress Report form (available at www.,goco.o M or by contacting GOCO). GOCO
may, in its discretion, request additional documentation to support making a Progress Payment.
or
A Progress Payment for Local Park and Outdoor Recreation Grants shall not exceed 70 of the
funds expended to date for the Project or 50% of the Grant, whichever is less. A Progress
Payment for Mini Grants shall not exceed 75% of the funds exp to date for the Project or
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50% of the Grant, whichever is less. A Progress Payment shall be considered a loan until the
Project is complete and Final Payment (as defined below) has been made. If Grantee received an
Advance Payment, it may not receive a Progress Payment.
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C. Final Payment: Once the Project is complete, Grantee shall submit a final report to
GOCO detailing the accomplishments of and expenditures related to the Project (the "Final
Report "). The Project is "complete" when all facilities, trails or other improvements included in
the Project have been built and are ready for their intended use. The Final Report must be
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submitted using GOCO's Final Report form (available at www oco.4rg or by contacting
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GOCO). GOCO ma in its discretion, re additional documentation before its approval of
the contents of the Final Report. Upon GOCO's review and approval of the Final Report, GOCO
shall pa the outstandin balance on the Grant ( the "Final Pa subject to an reductions
contemplated b an provision of this A
9. Condition for is of Funds. Except as provided in Para 10 below, the
Grant is subject to the followin re and conditions.
a. The Grant and all matchin funds shall be used onl for the cost of fixed assets, includin
construction of new facilities, and enlar or renovation of existin facilities. The Grant
and all matchin funds ma not be used to pa y for maintenance costs, administrative costs ( such
as salaries associated with administerin the Grant, office supplies, telephone, or travel
expenses), non-fixed assets ( such as athletic or maintenance e or an other costs
deemed to be ineli b the Board,, at the Board's sole discretion. Notwithstandin the
fore matchin funds ma include up to 50% of the total desi en and/or
architectural costs.
b. Disbursement of Grant funds shall be made on the basis of costs actuall incurred b
Grantee and supported b written documentation ( receipts, bills Is, etc. GOCO ma in its
discretion, dependin on the nature of the Project, re q uire documentation of mechanics lien
waivers or waivers of claims to public pro performance bonds as a precondition to an
disbursement under this A
C. Except as otherwise a to in advance b GOCO in accordance with the terms of this
A no material modifications ma be made to the Project. Material modifications to the
Project to which GOCO has not a ma result in a reduction in the Grant. "'Material
modifications" ma include, but are not necessaril limited to, a reduction in the total cost of the
Project, a reduction in the size or number of recreational development components to be
constructed, chan to the nature of the recreational development components to be constructed,
or an other variance from the Project as presented in the Project Application. R is the sole
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responsibilit of Grantee to inform GOCO of an such modifications to the Project. GOCO
stron encoura Grantee to contact GOCO in writin when it becomes aware of or wishes to
make an such modifications, however seemin minor, to the Project.
10. wain r. The Executive Director or the Executive Director's desi ma in such
person's discretion, waive or a to modif one or more of the obli in sections 8. 9. and
16 of the A or ma permit performance of one or more of such obli subse
to disbursement.
Pa of the Grant
yment g f Gra t Sub
11. PS t to SuM Net ry Pmulds
is sub to GOCO"s determination In its sole discretion that it has received and has available
sufflicient net lotter proceeds to fund the Grant. In determinin the sufficienc of net lotter
proceeds, GOCO ma consider all facts and circumstances as it deems necessar or desirable in
its discretion, includin but not limited to, ade reserves, fundin re and/or
commitments for other past, current and future g rants, and past, current and future GOCO
operatin expenses and bud needs.
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I2. Pmiect Operation and M M Intensu ll .
a. Grantee shall operate, mana and maintain the Project in a reasonable state of repair for
the purposes specified in the Project Application for a period of 25 y ears from the date of
completion of the Project or the useful life of the Project, in accordance with product wwmtI.1%
and/or the g enerall y accepted standards in the parks/recreation communit and provide and
maintain access to the Project and to the Propert re of the Propert ownership.
b. Failure to compl with the provisions of Para 12.a. ma be deemed a breach b
Grantee under Para 21, below.
C. GOCO shall not be liable for an cost of maintenance, mana or operation of the
Project.
d. Within 60 da of a reasonable re b the Board, Grantee will provide the Board with
ade records reflectin the operatin and maintenance costs of the Project and provide the
Board with such other information concernin the use of the Project b the public and the impact
of the Project.
13. Eu c Ac Grantee a for itself and its successors in interest, to allow
reasonable public access to the Pro for the term specified in Section 12. Grantee ma
temporaril close such public access for construction, maintenanct, emer situations,, or
other reasonable purposes.
14. Compliance with Retulato R and Federal and State Mandates.
Grantee hereb assumes responsibilit for compliance with all re re in all
applicable areas, includin but not limited to nondiscrimination. worker safet local labor
preferences, preferred vendor pro e emplo opportunit use of competitive
biddin permits, approvals. and other similar re remcnts. To the extent permitted b low,
Grantee will indemnif and hold the Board harmless from an liabilit for an failure to compl
with an such applicable re
15. Nondi Durin the performance of this A Grantee and its
contractors, subcontractors and a shall not unlawfull discriminate a an emplo or
applicant for emplo because of race, reli color, national ori ancestr ph
handicap, medical condition, marital status, a or sex, or an other basis prohibited b local,
state or federal law. Grantee and its contractors shall ensure that the evaluation and treatment of
their emplo and applicants for emplo are free of such discrimination. Further, durin
the performance of this A Grantee and an actin on behalf of Grantee shall not
en in an unlawful discrimination in permittin access and use of the Project,
16. Publicity and Project Inbrmation.
a, Grantee shall erect and maintain a si at a prominent location on the Project site
acknowled the assistance of Great Outdoors Colorado and the Colorado Lotter GOCO
will provide such si at no cost to Grantee. Alternativel GOCO will provide reproducible
samples of its lo to Grantee for custom si
i. GOCO shall approve in advance the desi of an permanent si materiall
var from the sips provided b GOCO. To obtain such approval, Grantee shall submit to
GOCO plans describin the number, desi placement, and wordin of si and placards shall
be submitted to the Board for review and approval prior to completion of the Project.
ii. The Board ma withhold Final Pa pendin evidence of placement of
permanent si a
b. Grantee shall acknowled Board fundin in all publicit issued b it concernin the
Project.
C. Grantee shall cooperate with the Board or the Board's desi in advance in preparin
public information pieces related to the Pro
d. Grantee shall g ive the Board the ri and opportunit to use information pined from the
Project.
e. Grantee shall g ive the Board a minimum 30 da notice of Project g rand openin
dedications, or other events.
f Grantee shall g ive timel notice of the Project, its inau si and j.
completion to the local members of the Colorado General Assembl members of the board of
count commissioners of the count or counties in which the Pro is located, as well as to
other appropriate public officials.
9. Grantee shall provide q ualit y di photo ( or printed photo if unable to
provide di photo of the completed Project with the Final Report.
h. At no time shall Grantee represent in an manner to the public or to an part that it is
affiliated with GOCO or actin on behalf of GOCO.
17. Liability.
a. Grantee shall be responsible for, and to the extent permitted b law ( includin g an
constitutional or statutor limitations on the abilit of a g overnmental entit to provide
indemnification indemnif defend and hold harmless the Board, its officers, a and
emplo from an and all liabilities, claims, demands, dama or costs (includin reasonable
le fees resultin from, g rowin g out of, or in an wa connected with or incident to Grantee's
performance of this A Grantee hereb waives an and all ri to an t of express
or implied indemnit or ri of contribution from the State of Colorado, the Board, its members,
officers, a or emplo for an liabilit resultin from, g rowin g out of, or in an wa
connected with or incident to this A Grantee acknowled that Grantee is the owner
of the Project and the Propert upon which it is located, or has control of the Project and the
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Propert and that GOCO neither possesses nor controls the Project, the Propert not the
to)
operations of the Project.
b. An else in this A to the contrar notwithstandin no term or condition of
this A shall be construed or interpreted as a waiver, either express or implied, of an of
the immunities, ri benefits or protection provided to the Board under the Colorado
Governmental Immunit Act ("CGIA") as amended or as ma be amended in the future
(includin without limitation, an amendments to such statute, or under an similar statute
which is subse enacted). This provision ma appl to Grantee if Grantee q ualifies for
protection under the Colorado Governmental Immunit Act, C.R.S. §24- 10.101 el se The
Board and Grantee understand and a that liabilit for claims for injuries to persons or
propetty arisin out of the ne of the Board, its members, officials, a and emplo
ma be controlled and/or limited b the provisions of the CGIA. The parties a that no
provision of this A shall be construed in such a manner as to reduce the extent to which
the CGIA limits the liabilit of the Board, its members, officers, a and emplo
18. Audits and A ccountine. Grantee shall maintain standard financial accounts, documents,
and records relatin to the use, mana and operation of the Project. The accounts,
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documents, and records related to the Project shall be retained b Grantee for not less than five
(5) y ears followin the date of disbursement of funds under this A The Board, or its
desi a shall have the ri upon reasonable notice to Grantee, to audit the books and
records of Grantee which pertain to the Project and to the use and disposition of the Grant.
While Grantee is not re to use GAAP (Generall Accepted Accountin Principles),
Grantee shall use reasonable and appropriate accountin s in maintainin the re
records hereunder.
19. ins Throu the term of this A GOCO shall have the ri to •
inspect the Project to ascertain compliance with this A
20. Wit hd of Board Fundi Termi of Armem, An else in this ; '
A or otherwise to the contrar notwithstandin the Board ma withdraw, in whole or in
part, the Grant and/or terminate this A and/or seek a refund of pa alread made
if the Board determines in its discretion that:
a. facts have arisen or situations have occurred that fundamentall alter the expectations of
the patties or make the purposes for the Grant as contemplated 'infeasible or impractical;
b. an y material modifications in the scope or nature of the Project have occurred from that
which was presented 'in the Project Application and such material modifications have not
received the prior written approval of GOCO;
C. an statement or representation made b Grantee in the Project Application, this
A the Advance Pa documentation, the Pro Report, the Final Report, or
otherwise is untrue, inaccurate or incomplete in an material respect-,
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d. the results ofGOCO's review of the Advance Payment documentation, the Progress
Report, or the Final Report are not acceptable to GOCO;
C. the Project will not or cannot be completed by the Completion Date or any extensions
granted thereto or delays in the implementation of the Project have occurred which, in the
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Board's judgment, make the Project impracticable;
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f. the Project will not or cannot be completed within the Budget or an approved
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modifications, or the total Project cost and/or Grantee's matching funding are reduced;
g. title to or encumbrances against the Property are or become such that Grantee is unable to
complete the Project, or the Project and/or the Property are or become unavailable for public use;
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h. sufficient net lottery proceeds are not available to fund the Grant.
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21. Breach.
a. In the event that Grantee breaches any of the terms, covenants. representations, or
conditions of this Agreement, the Board may elect to enforce any and all remedies available at
law or in equity, including without limitation, any of the following:
i. Prior to payment of Grant:
A. Withdraw the Grant and terminate this Agreement; and,
B. Deny Grantee eligibility for participation in future Board grants, loans or
projects.
ii. After payment (partial or full) of Grant:
A. Deny Grantee eligibility for participation in future Board grants, loans or
Projects;
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B. Seek specific performance of Grantee "s obligations under this Agreement;
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C. Receive reimbursement in full of disbursement made under the Grant.
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b. The foregoing remedies are cumulative and may be exercised independently or in
combination and are not exclusive to one another or to any other remedies available at law or in
equity. In the event LOCO must pursue any remedy hereunder and is the substantially
prevailing party, LOCO shall be awarded its costs and reasonable legal fees, including P g Pa Y g g costs of
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22. Good Faitb. There is an obligation of good faith on the part of both parties, including
the obligation to crake timely communication of information which may reasonably be believed
to be material to the other party. ;
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23. A ignment Grantee may not assign its rights under this Agreement without the consent
of the Board, which consent shall be in the discretion of the Board. Any assignment shall
a require, at a minimum, that the assignee is eligible to receive grants from the Board and assumes
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Grantee's ongoing obligations under this Agreement.
24. Anolicable Law This Agreement shall be governed by the laws of the State of Colorado
and venue for any dispute hereunder shall lie exclusively in the State Courts of the City and
County of Denver.
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25. No Joint Venture Nothing in this Agreement shall be construed to create a joint M
venture, partnership, employer /employee or other relationship between the parties hereto other
r than independent contracting parties. Except as permitted under the remedies provisions
hereunder, neither party shall have the express or implied right to act for, on behalf of, or in the l l
name of the other party.
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a 26• Severability If any provision of this Agreement, or the application thereof, is found to
be invalid, the remainder of the provisions of this Agreement, or the application of such
provision, other than those as to which it is found to be invalid, shall remain in full force and
effect.
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27. Time is of the Esatnce. Time is of the essence in this Agreement.
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28. Survive . The terms and provisions of this Agreement and the parties' covenants
hereunder shall survive the funding of the Grant and the completion of the Project,
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29. Fax and Counterparts_. This Agreement may be executed in one or more counterparts,
each of which shalt be an original, but all of which when taken together shall constitute one
Agreement. to addition, the parties agree to recognize signatures of this Agreement transmitted
by telecopy or email as if they were original signatures. t
30. Third Party Seneficia . The Board and Grantee hereby acknowledge and agree that
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this Agreement is intended only to cover the relative rights and obligations between the Board
and Grantee and that no third party beneficiaries are intended.
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31. CoRSIEHdion. Each party hereto has reviewed and revised for requested revisions o r
this Agreement, and therefore, any usual rules of construction requiring that ambiguities are to be
resolved against a particular party shall not be applicable in the construction and interpretation of
this Agreement. I
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32♦ Waiv ,. � „ The failure of either party to enforce a term hereof shall not be deemed a waiver
of such term or right of enforcement as to that breach or any subsequent breach of the same,
similar or different nature. No waiver shall be enforceable hereunder unless signed by the party
against whom the waiver is sought to be enforced.
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33. :Entire Agreem Except as expressly provided herein, this Agreement constitutes the f
r entire agreement of the parties. No oral understanding or agreement not incorporated in this ;
a Agreement shall be binding upon the panics. No changes to this Agreement shall be valid unless
made as an amendment to this contract, approved by the Board, and signed by the parties. ;
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N WITNESS WHEREOF, the parties by signature below of their authorized representatives
execute this A cement effective as of the _ day of 2011. .
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STATE BOARD OF THE GREAT GRANTEE:
OUTDOORS COLORADO TRUST FUND Town of Vail t
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Lisc Aangccnbrug Name:
Executive Director Title:
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APPENDIX A
RESOLUTION
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4 APPENDIX C
SUMMARY UP
OVERDUE GRANTS POLICY
(For information only -
GOCO's full Overdue Grants Policy
can be found at www.goco.org)
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GREAT
OUTDOORS �.
COLORADO
Summary of Great Outdoors Colorado Overdue Grants Policy
See www.eoco.ore or call 303.226 -4500
for a complete copy of the Overdue Grants Policy
Grant is current and the original due date is applicable,
GOCO Staff ( "Staff") will send a letter to the Grantee within ba days of the project's
anticipated due date to remind Grantee that the final report will soon be due, This letter
wil I d the Grantee of GOCO's lit for p roject modifications and project
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extensions.
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complete the project b the o due date or an
Failure to camp y y y extended due dates OF
authorized b LOCO as discussed below, may result in the de- authorization of the rant by
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the GOCO Board ( "Board "). Also, failure to complete the project by the applicable due
date may result in the applicant being suspended from applying in pending or future grant i
cycles. '
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Grant is current and the original due date is applicable, but the grantee needs to
request an extension. i
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If the Grantee needs to extend the original due date of the current project, the Grantee must
notify GCVO immediately by submitting a written request to the Executive Director of
GOCO "Executive Director" that outlines the specific need for the extension, known as a
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Request for a Staff Extension. Staff extensions do not exceed 90 days. GOCO Staff have s
the discretion to grant one 94Mday extension if the request is deemed reasonable and
decision warranted. Staff will notify the Grantee in w o f the ecrs ion to grant or deny the
r for a staff extension.
Failure to submit the Request for a Staff f�Extension to the Executive Director 30 days prior
to the original due date may result in the de-authorization of the grant by the Board. i
If the Grantee needs an extension of more than 90 days, the Grantee shall forgo the staff
extension and apply for a Board extension as discussed below.
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Grant is current and the Grantee bas already received a staff' extension and desires �
further extension by the Board, OR the Grantee elects to forgo the staff extension in
favor of seeking a Board extension.
If the Grantee needs an extension in addition to the staff extension, or has elected to forgo
the staff extension, the Grantee must notify LOCO immediately by submitting a written
request to the Executive Director that outlines the specific need for the extension, known
as a Re west or a Board Eartensron. The Grantee's Request for a Board Extension will be
considered by the Board at its next scheduled meeting. The Board has the sale discretion to
grant or deny the requested extension. The grant wil I not be considered overdue while the
request for extension is pending.
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} Failure to submit the Request jar a Board Extension to the Executive Director 30 days
prior to the original due date or staff extended due date may result in the de- authorization
of the grant by the Board.
Grant Is overdue; the original due date or extended due date has passed.
If the Grantee has not fulfilled the requirements of the GOCO grant award, and has not
completed the project by the original due date set forth in the Grant Agreement or by any
extended date(s) as approved by GOCO, stag` will send a De- authorization Warning letter
to the Grantee no later than 60 days after the applicable due date has passed.
The De-authorization Warning letter will state that the grant shall be presented to the
Board for de- authorization or other appropriate action at the next scheduled Board
meeting. The Grantee must respond to the De- authorization Warning letter at least 14 days
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prior to that Board meeting. The Board has the sole discretion to de- authorize the grant,
extend the due date or tape any other action it deems appropriate, including but not limited
to modifying the terns and conditions of the grant award. Staff will notify the Grantee in
writing of the Board's decision. if an extension is not grunted, a written Notice of De-
authorization will be sent to the Grantee.
Failure to respond to the De- authorisation Warning letter will result in an automatic de-
authorization of the grant and will result in the applicant being suspended from applying in
pending or future grant cycles.
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APPENDIX D
INTERGOVERNMENTAL (or otber) AGREEMENT �
(If applicable.
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