HomeMy WebLinkAbout2024-03-05 Agenda and Supporting Documents Afternoon & Evening Combined Meeting1.Call to Order
2.Presentation/Discussion
2.1 Dobson Ice Arena Remodel Project and Contractor
Procurement Update
60 min.
Listen to presentation and provide feedback.
Presenter(s): Greg Hall, Public Works Director
Background: The purpose of this item is to provide Council
with an update of the RFP/General Contract procurement
process, provide an update on the results of the initial budgets
that contractors provided to staff, review the the program
options that the team is currently investigating, including the
primary path that fits within the current budget, and to update
the next steps of the project.
2.2 Art in Public Places Art in Residency Project Update 45 min.
Listen to presentation and provide direction on next steps.
Presenter(s): Molly Eppard, AIPP Coordinator
Background: The purpose of this item is to provide Council
with an update of the Artist in Residency Project progress,
update on the results of the construction cost estimates
received and impact to budget estimate and to update next
steps regarding the project.
2.3 Go Vail 2045: Mobility and Transportation Master Plan -
Draft MP & Schedule
10 min.
Listen to presentation and provide feedback.
Presenter(s): Tom Kassmel
Background: The Go Vail 2045 team has been reviewing
existing conditions, analyzing data, developing mobility
concepts, taking public feedback, and drafting the master plan
document. The draft Master Plan will be available on
www.engagevail.com for review and comment, along with an
VAIL TOWN COUNCIL MEETING
Afternoon Session Agenda
Town Council Chambers and virtually by Zoom; Zoom meeting link:
https://vail.zoom.us/webinar/register/WN_KBmTG2wWQ2GKJmy0eQwptg
11:30 AM, March 5, 2024
Notes:
Times of items are approximate, subject to change, and cannot be relied upon to determine what time
Council will consider an item.
Dobson Procurement Update 02262024.gh (003).doc
Dobson Arena Town Council Slide Deck 3.5.24.pdf
Dobson Program Options 3-1-24.pdf
Artist in Residency council Memo 030524.2.doc
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online storyboard, that focuses on the highlights of the plan.
The Master Plan is anticipated to be adopted by Council in
May.
Staff Recommendation: Review master plan adoption
schedule and provide any comments or feedback.
2.4 Updated Housing Policy Statement Recommendations 30 min.
Listen to presentation and provide feedback.
Presenter(s): George Ruther, Housing Director
Background: The purpose of this discussion is to inform Town
Council of the recommendation of the Vail Local Housing
Authority on proposed updates to the adopted housing policy
statements.
3.Citizen Participation (10 min.)
4.Consent Agenda
4.1 February 6, 2024 TC Meeting Minutes
4.2 February 20, 2024 TC Meeting Minutes
4.3 Resolution No. 09, Series of 2024, A Resolution Approving
a State of Colorado Subaward Agreement between the
Town of Vail and the Colorado Department of
Transportation to Receive Funding for the Purchase One
Charging Infrastructure & Workforce Training
Approve, approve with amendments, or deny Resolution No.
09, Series of 2024.
Background: This grant agreement is for funding towards
electric bus chargers as well as EV related workforce
development . This is Federal Transit Administration funding
administered through the Colorado Department of
Transportation.
5.Action Items
5.1 Snowmelt Repair Contract Award and Change Order
Approval
5 min.
Authorize the Town Manager to enter into an agreement, in a
form approved by the Town Attorney, with Ewing Trucking &
Construction for excavation services, in an amount not to
exceed $175,000.00
Direct the Town Manager to approve a Change Order, as
approved by the Town Attorney, with R&H Mechanical for
snowmelt repair services, in an amount not to exceed
Council Memo 3-5-24.docx
Go Vail 2045-DraftMP March 5 2025 Edits.pdf
Updated Housing Policy Statement Recommendations 03052024.docx
020624 TC meeting minutes.pdf
022024_TC_meeting_minutes.pdf
Resolution 09, 2024 CDOT Subaward_Agreement-charging infrastructer.docx
Envelope_Created_Town_of_Vail_24-HTR-ZL-0026.pdf
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$200,000.00
Presenter(s): Tom Kassmel
Background: The Vail Village and Lionshead Village snowmelt
systems are in need of repair. Phase I was completed in
Lionshead last year. This spring, staff recommend continuing
with repairs and being the Vail Village snowmelt repairs.
6.DRB/PEC Update (5 min.)
6.1 DRB/PEC Update
7.Information Update
7.1 February 15, 2024 VLMDAC Meeting Minutes
7.2 February 2024 Revenue Update
7.3 2023 EHU Compliance Status Update
8.Matters from Mayor, Council, Town Manager and Committee Reports (20 min.)
8.1 Town Manager Report
8.2 Council Matters and Status Report
9.Executive Session (30 min.)
Executive Session pursuant to:
C.R.S. §24-6-402(4)(a) to consider the purchase, acquisition, lease, transfer or sale of any
real, personal or other property interest, §24-6-402(4)(e) to determine positions relative to
matters that may be subject to negotiations, develop a strategy for negotiations and instruct
negotiators and on the topic of potential real property sale and acquisitions by the Town.
10.Break 3:05pm (estimate)
11.Meeting with State Senator Dylan Roberts and State Representative Meghan Lukens at
3:30pm
11.1 Legislative Update 45 min.
Listen to presentation and provide feedback.
Presenter(s): State Senator Dylan Roberts & State
Representative Meghan Lukens
12.Recess at 4:15pm (estimated)
Council Memo 3-5-24.docx
PEC Results 2-26-24.pdf
DRB Results 2-21-24.pdf
VLMDAC meeting minutes February 15, 2024.pdf
240305 Revenue Update.pdf
2023 EHU Compliance Status Update Memo 03052024.pdf
TM Update 010524
240305 Matters.docx
Legislative Update 030524.docx
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Meeting agendas and materials can be accessed prior to meeting day on the Town of Vail website
www.vailgov.com. All town council meetings will be streamed live by High Five Access Media and
available for public viewing as the meeting is happening. The meeting videos are also posted to High
Five Access Media website the week following meeting day, www.highfivemedia.org.
Please call 970-479-2136 for additional information. Sign language interpretation is available upon
request with 48 hour notification dial 711.
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AGENDA ITEM NO. 2.1
Item Cover Page
DATE:March 5, 2024
TIME:60 min.
SUBMITTED BY:Greg Hall, Public Works
ITEM TYPE:Presentation/Discussion
AGENDA SECTION:Presentation/Discussion
SUBJECT:Dobson Ice Arena Remodel Project and Contractor Procurement
Update
SUGGESTED ACTION:Listen to presentation and provide feedback.
PRESENTER(S):Greg Hall, Public Works Director
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Dobson Procurement Update 02262024.gh (003).doc
Dobson Arena Town Council Slide Deck 3.5.24.pdf
Dobson Program Options 3-1-24.pdf
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TO:Vail Town Council
FROM:Greg Hall, Director of Public Works, and Transportation
Dobson Design Team and Owner’s Representative
DATE:March 5, 2024
SUBJECT:Dobson Ice Arena Remodel Project and Contractor Procurement Update
I.SUMMARY
The purpose of this item is to:
Provide Town Council with an update of the RFP/General Contractor procurement
process.
Provide Town Council with an update on the results of the initial budgets that
Contractors presented to the Town.
Review the program options that the team is currently investigating including the
primary path that fits within our current budget.
Update the Town Council on next steps regarding the project.
II.BACKGROUND
On July 18, 2023, a Joint meeting of the Vail Recreation District (VRD) and Vail Town
Council, project design elements, budget and funding were discussed. The project team
and staff returned to the Vail Town Council on August 4 to address concerns as well as
provide solutions to issue brought forward.
The August 4, 2023, the Vail Town Council directed staff regarding the program elements
components of the conceptual design of the Dobson Arena Project and set an overall
project budget of $55,391,124.
August 18, 2023, the Vail Town Council awarded a design contract to Populous Architects
for the Dobson Arena Remodel project. The first phase of the design scope was to develop
the conceptual design program into a schematic design package for the project. Schematic
design is the process of working through all the various design disciplines and developing
a set of plans based on dimensions and specifications and codes to ensure the program
elements and spaces agreed to be included during the conceptual design phase fit
together and can be built. The schematic design lays out rooms and spaces in much
greater detail to ensure the project is sound both in function and form regarding codes,
building assemblages and the expectation of overall building’s program performance.
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October 18, 2023, the Town of Vail issued a Request for Qualifications for
CM/GC(Construction Manager / General Contractor) services for the Dobson Arena
Remodel Project. The purpose of engaging a CM/GC during the design process is to
determine constructability of the project, and more accurate cost estimating.
November 17, 2023, the Town shortlisted the RFQ responders to a four General
Contractors.
Mortenson
Hyder- McHugh
Saunders
GE Johnson
The design team, owners’ representative team, and staff from the Vail Recreation District
and the Town have been working over the last 3 months in progressing the design as part
of the schematic design process and are at a point to report back to the Town Council
regarding this effort.
On November 21, the design team presented to the Recreation Sub committee in detail, to
review progress of the schematic design package. The Recreation subcommittee which
includes two Town Council members, and two Vail Recreation Board members agreed the
project as delivering on what was approved at the conceptual level.
On December 5, 2023, the team confirmed that the schematic design was in alignment
with the goals of the design objectives outlined at conceptual level and received approval
to issue a Request for Proposal to the four shortlisted General Contractors regarding
providing CM/GC services for the Dobson Arena Remodel Project as presented in the
Schematic Design update.
On December 11, 2023, the project team released the RFP which included an extensive
schematic design package vetted over three days by the town, VRD, the design team and
the owners’ representative to the three remaining General Contractors.
On January 30, 2024, the general contractors submitted the detailed responses to the RFP
including comprehensive schedules, staffing matrices, general and indirect costs
breakdowns, General Contractor Fees and an initial GMP budget based on the schematic
design package.
An evaluation team then rated each RFP based on criteria reviewed as agreed on by the
team. The evaluation team contained members of the design team, VRD staff, town staff,
and the owners’ representative Cumming Group.
On February 20, 2024, the three contractors then participated in 2-hour interviews with the
evaluation team and were rated on the interview portion of the process.
All three GMP pricing estimates from the contractors came in significantly higher than the
$55.4M budget previously discussed. Simultaneous with receiving the initial GMP pricing,
the design team and owners’ representative began a process of defining a path back to
bring the project within budget while maintaining as many of the key design program
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elements that were included in the Dobson Program approved by Town Council as listed
below.
Immediately following the interviews, the contractors were given a revised scope to
respond to regarding budget reductions and encouraged to provide additional scope or
project areas to focus on possibilities to reduce the overall cost of the project. The two
highest rated firms from the initial response and interviews as well as their revised scope
and budget submittals participated in a subsequent follow up session with the evaluation
team to further vet the viability of the approaches presented.
A final discussion of all the materials, path back analysis, and issues were then rated to
determine the top ranked General Contractor. Staff and the owner’s representative are in
the process of reconciling contract language, indirect and general condition costs prior to
moving into a formal preconstruction process. This ensures that, if approved by the Town
Council to proceed to preconstruction, there are no issues that would impede immediate
commencement of the preconstruction phase of the project. Through this competitive
process and as vetted further, the town will have determined the selection of the
Construction Manager/General Contractor for the town and the project. The top ranked
firm at this time is the Hyder/McHugh team and they will only be allowed to move to
preconstruction after we have finalized the contract, base schedule, general conditions,
and initial contract attachments.
III.DOBSON ICE ARENA REMODEL PROJECT APPROVED SCHEMATIC DESIGN
PROGRAM COMPONENTS
The approved program for Dobson included:
New roof structure
New Mechanical, Electrical and Plumbing Systems
Six New Locker Rooms and Two official Locker Rooms to address equity issues.
Code required restroom fixture counts to meet the capacity of the arena.
New south entry
New west Main entry
New second floor lounge/concession flex space
New skate rental shop
New south side seating
Completion of the concourse around the whole ice service
New Mezzanine level to include fixed and standing room only view space.
New west Entry
Plaza and streetscape improvements
Loading Dock and Storage improvements
This program was selected as the improved arena and the proposed amenities will
enhance the user experiences from those who use the arena daily to the many spectators
who attend the many games, concerts and special events held at the arena.
IV.APPROVE DOBSON ICE ARNA REMODEL PROJECT BUDGET AND FUNDING
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The budget breakdown for the various components that created the overall $55.4 M project
is provided below.
Budget
Design Element Hard Cost
New Roof Over Existing Building $10,767,685
New MEP Systems $ 9,049,805
Locker Rooms and Official’s Rooms $ 4,110,255
Add Restroom Capacity event level interior buildout $ 639,385
New South Entrance, Includes Concourse Level
Restrooms
$ 4,994,934
Add New South Fixed Seating $ 1,476,888
Replace Ice Plant and Ice Floor $ 5,016,316
New Amenity Spaces for Flex Use $ 90,150
Remaining Renovation $ 1,861,439
Sitework $ 2,281,325
Total Estimated Construction Cost including
Escalation of 7.09%
$ 40,288,182
Soft Costs 29.11 %$ 11,722,436
Total Budget of recommended Program on
7/18/23:
$52,010,618
Previous Alternate Costs:(includes base cost,
escalation, and soft costs)
All in Cost
Replacement of remaining Boilers $ 584,350
New West Entry $ 1,181,156
New Scoreboard Allowance $ 320,000
New Alternate to address additional Capacity:
Additional Seating Platform on the South Side $ 1,295,000
Total Alternates:$ 3,380,506
Total Budget including all alternate costs:$55,391,124
Project Funding Sources:
Vail Reinvestment TIF funds $ 45.0 M
VRD funding the Ice System Hard and Soft Costs $ 3.0 M
Real Estate Tax Funds over the next 5 years allocated $ 1.0 M
General Reserve Funds allocated for Temp Ice Sheet $ 1.0 M
Remaining from reserves, fundraising, and loans $ 5.3 M
Initial $52 M budget funding $ 55.3 M
Current Budgeted and anticipated budgeted funds
2023 Capital Budget (Approved)$ 5.1 M
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2025 Proposed Capital Budget $ 50.3 M
Total Project Budget $ 55.4 M
V.DOBSON ICE ARENA REMODEL PROJECT PROGRAM ADJUSTMENTS TO MEET
PROJECT BUDGET AND FUNDING
As previously stated, the town received responses from three General Contractors, all
highly qualified and capable of managing the remodel. The initial budget presented by the
General Contractors came in higher than anticipated. The consensus provided by the
Contractors is that the base program noted above would cost approximately $75M all in
with a Contractor hard cost budget set at $62M as scoped in the Schematic Design
packaged priced. Due to the large gap between project budget and market costs, the
project team immediately started investigating amending the program to bring the project
back to the preliminary budget. This was a two-step process.
The first step was reviewing the current Schematic Design package and value engineering
the scope with input from the contractors to determine a more realistic cost for the
approved project budget. This resulted in (Option A)an overall cost of $68.8 M with a
revised contractor hard cost budget of $56 M.
Realizing there was still a significant gap between approved budget and a revised base
program, a revised base program option was developed. This effort resulted in (Option E)
that maintains a majority of the program with the following exceptions as noted:
Reduced Base Option E
The below base program option maintains a majority of the program, but with the following
exceptions as noted:
The existing roof structure remains in place.
New Mechanical, Electrical and Plumbing Systems with value engineered options.
Six New Locker Rooms and Two official Locker Rooms to address equity issues.
Code required restroom fixture counts to meet the capacity of the arena.
New south entry that is reduced in scope and simplified.
New west Main entry that is reduced in scope and simplified.
New second floor lounge/concession flex space that is reduced in scope and
simplified.
New skate rental shop
New south side seating
No Mezzanine level.
Completion of the concourse around the whole ice service
Plaza and streetscape improvements that is reduced in scope and simplified.
Loading Dock and Storage improvements that are simplified.
The items noted as ‘reduced in scope and simplified’ on the scoping options document
have been initially descoped by the Contractors and this team has established the target
budget for Dobson to be in alignment with the original budget with one major
exception; a sub option for the cost of reinforcing the structure is not determined at
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this time but will be investigated by the team including the General Contractor who is
awarded a Preconstruction Agreement and brought back to the Council for final review and
approval.
This scope does not provide the additional capacity of the new roof structure to allow
significantly enhanced rigging. Enhanced rigging was a key element to special events,
concerts, and group events.
The added volume to the arena is reduced and the mezzanine area is lost, including the
additional capacity provided by it.
Alternate Option C
An alternate approach was recommended for consideration and that is replacing the roof
structure while deferring other program elements (Option C) for future remodels (or
adding in critical elements desired, if additional funding is secured). The argument is that
addressing the roof now will create space for future program expansion and that this
approach may prove advantageous in sequencing of our program. This option is currently
sitting at $61 M with the following program included:
New roof structure.
New Mechanical, Electrical and Plumbing Systems with value engineered options
included.
Six New Locker Rooms and Two official Locker Rooms to address equity issues.
Code required restroom fixture counts to meet the capacity of the arena based on
expected seating reduction from the base program (the fixture count is based on the
concert attendance numbers)
New west Main entry that is reduced in scope and simplified.
Plaza and streetscape improvements that is reduced in scope and simplified.
Loading Dock and Storage improvements that are simplified.
Repair Option F
A final option (Option F) is to only address the critical issues of the arena at this time, what
we would consider a repair and replacement. This is leaving Dobson functioning as it is
and move beyond this project. Based on the initial pricing this option is in the range of
$34M all in. If, in the future, there is a desire to revisit the program elements of Dobson, a
separate project, budget, and funding would need to be developed to add major elements.
We have attached a Program Options Analysis highlighting the major program options
including a pros and cons for each major option. This includes a recap of the seating
counts for the major options that we are studying.
VI.NEXT STEPS
The Dobson team is reconciling contract terms and conditions, schedule, target budget
and indirect costs with the top ranked Contractor. The target budget will be developed
around two primary options that this team will refine with the Contractor and Architect. The
options will be reviewed with the Building and Fire officials. In addition, the town has had
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an initial meeting with a concert promotion company and is committed further understand
the physical issues and programmatic concerns event promoters and planners have that
are most critical to their events. There will be initial discussions with fund raising specialists
to determine viability of additional funding opportunities. Once we have refined these
options, and obtained additional information we will come back and present final program
options for consideration and approval.
This process is expected to take approximately six weeks to complete and will occur
simultaneously with the onboarding of the Contractor after the Contractor has agreed to a
final contract and general contractor costs which is scheduled to be resolved in the next
week. If we fail to come to terms, the team has the right to negotiate with the second
ranked Contractor who has provided similar options for consideration.
Upon approval, this team will finalize our negotiations, enter into a phased preconstruction
agreement and the move to study the preferred programmatic options. These options will
be presented to the Joint Committee and Town Council for consideration. Once a program
is selected, this team will request the Town council to authorize the Architect to move into
the Design Development stage of the design.
VII.ACTION REQUESTED
We request permission to finalize negotiations with our top ranked Contractor
Hyder/McHugh Construction and then engage said Contractor under a formal
preconstruction agreement. The preconstruction agreement will be phased to
include the initial program study options and budget setting and if the program is
approved by the Council, a second phase of preconstruction services necessary to
move the agreed to program through the design phases. At each phase, the staff
will return to the council for approval prior to proceeding to the next step.
We request permission to study and bring the program options back to the Council
for consideration and approval on the final program in the 6-to-8-week period.
VIII.ATTACHMENTS
PowerPoint Presentation
Program Options Analysis dated 3/1/24
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Dobson Arena Renovation – Program Update
| Vail Town Council March 5
th, 2024
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Agenda:
•Recap major Milestones and Budget
•Present General Contractor CM/GC recommendation to Town Council
•Seek approval from Town Council to move Schematic Design to Design Development
Dobson Arena Update – March 5, 2024
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Issue RFP to General Contractors on December 11th, 2023
Further defining sustainability funding opportunities through available grants for the whole building
Reconciling our Approach and Budget after Initial C
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Results of our Recent Work:
•GC Proposals came in substantially over budget
•Management and MEP costs are at all time high
•Below grade expansion is costly
•Bells and whistles have to be reduced
•The time required to replace the roof lasts a full season
•We have adjusted the preliminary program that fits within budget
•Keeps the roof structure
•Ice replaced
•Updated MEP
•Added Locker Rooms
•West Entrance and South Entrance reduced
•New Metal Roof
•New South Seating
•Reinforcing is not included right now – need to work with GC/Designer to right
size
Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
Option A
Full Renovation Incl. Replacing Roof
Structure
Replace Roof Structure Y
Expanded Locker Rooms Y
Replace MEP Y
Replace Ice Y
Add South Seating Y
South Expansion Y
Lounge/Concessions Y
West Expansion Y
Reinforcing the Roof Y - roof replaced
Rigging Capacity Y
Seating Capacity (hockey)
Seats 1096
SRO 400
Total Hockey Seating 1496
Total Concert Seating 2896
Toilet Fixtures 57
Hard Cost 56,000,000$
Soft Cost 12,880,000$
Total 68,880,000$
Pros Full Program
40+ Years
Cons Increase Roof Height without
guarantee of new seating
Two Years of Construction
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Dobson Arena Update – March 5, 2024
Option E
Base Program/Leave Structure as Is /
Reduce to Original Budget
Replace Roof Structure N*
Expanded Locker Rooms Y
Replace MEP Y - reduced
Replace Ice Y
Add South Seating Y
South Expansion Y - reduced
Lounge/Concessions Y
West Expansion Y - reduced
Reinforcing the Roof not currently included
Rigging Capacity not currently included
Seating Capacity (hockey)
Seats 1037
SRO 324
Total Hockey Seating 1381
Total Concert Seating 2781
Toilet Fixtures 54
Hard Cost 42,909,000$
Soft Cost 12,482,228$
Total 55,391,228$
Pros Core Program is maintained
40+ years on main elements of
renovation
Cons Roof structure remains as is
Limited vertical expansion in the
future
*new metal roof but structure remains
as is
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Dobson Arena Update – March 5, 2024
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Results of our Recent Work:
•We were presented with an option to replace the roof but we lose program
•We have a top ranked Contractor that we are reconciling with now
•We need to answer the ??’s on the options and come back with our final
recommendations
•6-8 weeks to dial in the program
•We are asking to engage our top ranked Contractor in preconstruction upon
completion of contract and budget reconciliation; approximately 2 weeks to reconcile
and confirm that we have a contract and base budget
•We will come back with two major program options after the team has collaborated
on these options
Dobson Arena Update – March 5, 2024
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Aug. 25 – Sep.
27, 2023
Reconciliation with Top Ranked
Firm
Feb 7. – July 16,
2024
Design Development Phase
Start is on hold until program
is verified and approved by
TOV
Mar. 20, 2024
Tentative Contractor Start
April 2, 2024
Town Council Approve’s move
to DD’s
TBD
Town Council 50%
DD/Entitlement Authorization
to Seek PEC/DRB Approval
TBD
Town Council Approval of DD
Price and Design; Permission to
move to CD’s
July 17– Feb.
27, 2024
Targeted Construction
Documents phase
Feb. 18, 2025
Town Council Approval of Final
GMP & Approval to Award
Feb. 20, 2025 –
Mar. 2, 2027
Target Construction Phase
Project Milestones
Dobson Arena Update – March 5, 2024
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Next Steps:
•Contract Reconciliation with Top Ranked GC.
•Finalization of reconciled project budget and scope for base program as the
basis of the initial budget
•Refinement of program options noted herein for presentation to the Town
Council which will
Dobson Arena Update – March 5, 2024
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Thank You
- Questions -
Dobson Arena Update – March 5, 2024
29
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30
AGENDA ITEM NO. 2.2
Item Cover Page
DATE:March 5, 2024
TIME:45 min.
SUBMITTED BY:Molly Eppard, Public Works
ITEM TYPE:Presentation/Discussion
AGENDA SECTION:Presentation/Discussion
SUBJECT:Art in Public Places Art in Residency Project Update
SUGGESTED ACTION:Listen to presentation and provide direction on next steps.
PRESENTER(S):Molly Eppard, AIPP Coordinator
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Artist in Residency council Memo 030524.2.doc
31
1
TO:Vail Town Council
FROM:Greg Hall, Director of Public Works, and Transportation
Molly Eppard, Art in Public Places Coordinator
DATE:March 5, 2024
SUBJECT:Art in Public Places Artist in Residency Project Update
I.SUMMARY
The purpose of this item is to:
Provide Town Council with an update of the Artist in Residency project progress.
Provide Town Council with an update on the results of the construction cost
estimates received and impact to budget estimate.
Update the Town Council on next steps regarding the project.
II.BACKGROUND
Timeline as related to the design development of the Ford Park Artist Studio:
June 2003 – Conditional Use Permit approved by PEC for the proposed use of an
Artist in Residency Studio at the site on lower bench in Ford Park.
December 2016 - $50,000 received from East West Partners for mitigation of Manor
Vail development to reexplore benefits of a dedicated visual arts space and to
pursue design development of the existing structure as defined by the 2013 Ford
Park Master Plan:
o The Creekside area is a narrow strip of land south of Betty Ford Way and
north of Gore Creek. A few small structures (i.e. the “art shack”, an open-air
picnic shelter) are located in this area. Art in Public Places (AIPP) may
pursue remodeling or enhancing the art shack at some point in the future.
AIPP had placed permanent art installations in this area and also runs
summer art programs in this part of the Park. Art programs may include
activities such as interactive events, educational and participatory activities,
and temporary art installations. The passive use and the limited number of
permanent improvements within this area make it an excellent transition to
the more natural, undisturbed Gore Creek Preservation Sub-area.
December 17, 2019 – Informational update to Town Council on the findings, report
and structural evaluation by Harry Teague Architects.
32
2
May 4, 2021 – Council directs AIPP to pursue design development as
recommended by staff after review of post structural evaluation with Harry Teague
Architects:
o Given the expense of working within and modifying an imperfect existing
structure, with pretty much no useful components, it makes by far the most
sense from an economic standpoint to build a new structure from scratch. In
addition, a new somewhat larger building could be designed within the site
parameters and accommodate the anticipated arts uses.
October 19, 2021 – Informational update to Town Council on further design
development.
February 15, 2022 – Informational update to Town Council on further design and
program development
August of 2022, the Art In Public Places Board revised the program and design
intent to reflect an Artist in Residency space and have the building reflect the artistic
nature of the building. Building size was reduced from an approximately 1000 SF
space to a 700 SF space.
January 3, 2023 – Presentation of the proposed studio space design as approved
by AIPP Board for the purposes of a year-round multi-disciplinary Artist in
Residency Studio by principal architect Harry Teague of Harry Teague Architects,
Basalt, CO. Ask permission to proceed through the entitlement process for the
building.
February 21, 2023-Planning and Environmental Commission approval of
Conditional Use permit.
October 4, 2023 – Design Review Board Approval for the building
December 2024 – Conceptual Pricing package released to contractor for pricing
January 10, 2024, Conceptual pricing received from contractors.
February 20,2024 revised pricing based on Value Engineering process.
Immediately following the initial estimate, the contractor was given a revised scope to
respond to regarding budget reductions and encouraged to provide additional scope or
project areas to focus to reduce the overall cost of the project.
A further discussion with the architectural team and the contractor were initiated to simplify
the project with the most basic of interior and exterior finishes while keeping with the
design intent and DRB approval. The building is a small structure which drives cost on a
cost per SF basis. The team has reduced the limited scope to basic finishes. It has come
to a point to present the project to the Council and seek additional funding to complete the
33
3
project. The initial project budget was estimated at $1000/SF. The Dobson pricing recently
received for a building nearly 100 times larger came in at $1000/SF or 50% over budget.
The initial estimate for the residency building came in closer to $2,000/SF but has been
reduced down significantly.
III.ARTIST IN PROGRAMING OBJECTIVES
The Town of Vail’s Art in Public Places launched a pilot Artist in Residence (AIR) Program
in June 2023 in anticipation of the Artist in Residence (AIR) Studio which will anchor the
program. Situated in Ford Park, Vail’s cultural nucleus, the AIR Studio will be the first
dedicated visual arts space within the town. The studio will stand as a beacon for
advancing the visual arts offering a year-round haven for artists of varied mediums to
create.
With a commitment to fostering artistic growth and enriching community life, the AIR
Program embodies the spirit of the Art in Public Places Program, aligning with its recently
adopted strategic goals and objectives of cultivating an exceptional and diverse public art
experience.
AIR PROGRAM INTENTION:
To set Vail’s AIR Program apart and offer a unique experience within a natural
environment to artists, and to bring diverse perspectives of art to the Town of Vail.
AIR PROGRAMS:
Programs may include participatory community projects, artist talks, demonstrations,
youth-learning experiences, workshops, open studio or other special programming
mutually agreed upon with the artist.
AIR STUDIO RESIDENCIES:
Residencies provide emerging, mid-career, and established artists, as well as art students
the opportunity to work in a focused manner in the AIR Studio and to engage with the
public. A variety of diverse disciplines and media will be considered. Residencies will
range from two to six weeks utilizing the studio year-round.
AIR STUDIO FACILITY:
The intimate space set in Ford Park offers the artist a reprieve from a typical urban working
studio. The ADA accessible space includes a bathroom, small office/storage area, lofted
storage area and approximately 450 sq ft of open working studio and display space. There
is additional outdoor space adjacent to the studio for further programming and workspace.
Assets within the Town of Vail may be suitable for programming needs.
COLLABORATION OPPORTUNITIES Success through Partnerships
Betty Ford Alpine Gardens
Vail Valley Foundation
Bravo! Vail
Vail Public Library
Vail Symposium
34
4
Eagle County Schools
Colorado Mountain College & Other Educational Institutions
Partnerships with Vail’s Sister Cities
IV.ARTIST IN RESIDENCY PROJECT BUDGET AND FUNDING
The table below provides the budget breakdown for the project into three categories the
original 2021 budget, initial contractor pricing estimate and revised pricing estimate
following value engineering with the design team and contractor.
Item Original Cost Initial Pricing Current Pricing
Hard Construction Cost $ 700,000 $1,560,000 $1,100,000
Design Cost $ 100,000 $ 132,000 $ 132,000
Additional design services (Civil, Survey
etc.)
$ 25,000 $ 15,000 $15,000
Tap Fee $ 30,000 $ 40,000 $ 40,000
Const Admin, testing $ 50,000 $ 20,000 $20,000
FFE $ 25,000 $15,000 $15,000
Design contingency $ 100,000 $ 50,000 $30,000
Escalation $ 80,000 $ 40,000 $ 40,000
Construction contingency $ 125,000 $185,000 $155,000
Total Budget Program $ 1,210,000 $ 2,040,500 $ 1,510,000
Project Funding Sources:
Current Funding
Vail RETT Funds $ 600,000
Vail AIPP Destination Art Fund $ 250,000
Vail AIPP Destination Art Fund Contingency/Shortfall $ 360,000
Original budgeted funds $ 1,210,000
2023 RETT Artist Residency Capital Budget (Approved)$ 850,000
2024 AIPP Destination Art Fund Capital Budget (Approved) $ 360,000
Funds currently available and committed.$1,210,000
Request to use a portion of the $800,000 2023 RETT
project savings $ 300,000
Revised Project funding $ 1,510,000
The budget was set in 2021 and the budget has not been adjusted over the last 3 budget
cycles. This was not negligence but was intentional in consideration of the AIPP strategic
planning process and the time for the board to understand and commit strategically to the
Artist in Residency program and then have the project budget catch up once the strategic
plan was complete and adopted. It was critically important for the board’s dedication and
understanding, if significant capital funds are expended for a space there needed to be the
35
5
on-going commitment which is necessary to have a well thought out vibrant program with
scheduled uses. The further on-going cost sharing of the programs with the community is
necessary in ensuring the program is sustainable over the long haul.
The board has committed to securing 50 % of the funding for the on-going programming.
This effort has started, but without an understanding of the project timing and whether an
initial commitment of the physical space coming online, the final push and formulation of
the fund-raising effort has been in a holding pattern.
The AIPP board was aware the project would be higher than originally budgeted. The
board was committed to using the remaining Destination Art Funding to make up the
difference. The project came in significantly more than was anticipated. The original split
was 70 % TOV/30% AIPP and that with the additional AIPP investment, a request that the
Town match at the same ratio would be $457,000. The AIPP is requesting only $300,000
to be funded from current $800,000 savings from 2023 RETT projects. This would reduce
the funding ratio 60%TOV/40% AIPP.
This commitment from the town now allows the project design to proceed through
construction documents, submit for building permit review and solicit bids from contractors
to begin construction late summer. Town Council’s final authorization of the project would
not occur until the award of the construction contract was presented to the Town Council
for approval this summer.
The AIPP Board is committed to explore other opportunities for additional funding if
necessary. The Board however understands it is more important to fully seek the annual
program funding to ensure a sustainable program. With commitment for the building, the
campaign to raise the necessary funds for programming is real and more urgent as the
building would be scheduled to be ready for use starting in spring of 2025.
Staff is requesting Town Council approve the use of RETT project savings of $300K to
offset the funding shortfall for the Artist in Residency Building. If Council would rather the
AIPP Board seek out alternate funding, this may delay construction. The same funding
sources used for construction may be less inclined to then fund the ongoing programs
which are vital to the success of the Artist in Residency program.
VI.ACTION REQUESTED
Provide direction on the funding shortfall of the Artist in Residency building. If
savings from 2023 projects are acceptable to be used, these funds would be
reappropriated in the first budget supplemental.
36
AGENDA ITEM NO. 2.3
Item Cover Page
DATE:March 5, 2024
TIME:10 min.
SUBMITTED BY:Tom Kassmel, Public Works
ITEM TYPE:Presentation/Discussion
AGENDA SECTION:Presentation/Discussion
SUBJECT:Go Vail 2045: Mobility and Transportation Master Plan - Draft MP
& Schedule
SUGGESTED ACTION:Listen to presentation and provide feedback.
PRESENTER(S):Tom Kassmel
STAFF RECOMMENDATION:Review master plan adoption schedule and provide any comments or
feedback.
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Council Memo 3-5-24.docx
Go Vail 2045-DraftMP March 5 2025 Edits.pdf
37
To:Town Council
From:Public Works Department
Date:March 5, 2024
Subject:Go Vail 2045 - Vail Mobility & Transportation Master Plan Update
I.SUMMARY
Go Vail 2045 is a planning process to update to the Vail Mobility & Transportation
Master Plan. The plan will update suggested traffic, transit, mobility, and parking
improvements to better accommodate current future transportation needs within and
around Vail. The plan will also provide updates on other past transportation related
topics such as traffic speeds and traffic calming, noise, loading & delivery, special event
logistics, AGS/rail, and tunneling/capping I-70.
Over the past 18 months the Go Vail 2045 team has been reviewing existing conditions,
analyzing data, developing mobility concepts, taking public feedback, and drafting the
master plan document.
The draft Master Plan will be available on www.engagevail.com for review and
comment, along with an online storyboard, that focuses on the highlights of the plan.
II.NEXT STEPS
The draft Master Plan will be available on-line for review and comment over the next six
weeks at which point a final draft will be created, presented to PEC, and ultimately
come before the Council for Adoption by Ordinance. The following is a timeline of next
steps for Go Vail 2045;
March 5 Community Meeting – Kickoff Review & Comment
March 19 Council work session – Initial Feedback from Council
April 2 Council work session – Council & Public Feedback
April 8 PEC work session
April 22 PEC Recommendation
May 7 First Reading of Ordinance Adopting Master Plan
May 21 Second Reading of Ordinance Adopting Master Plan
38
Town of Vail Page 2
III.RECOMMENDATION
Staff recommends Council and the public go to www.engagevail.com to review the draft
Master Plan and On-line Storyboard and provide comments. Staff will be looking to
receive Council feedback at the next two Council meetings prior to presenting the
Master Plan to PEC for a recommendation of approval.
39
Go Vail 2045
Town of Vail Mobility and Transportation Master Plan
The Town of Vail DRAFT Mobility and Transportation Master Plan is ready for public review,
and w e want your feedback by March 31st.
• DRAFT Mobility and Transportation Master Plan Highlights
• DRAFT Mobility and Transportation Master Plan-Document
Please review the DRAFT Master Plan Highlights and the DRAFT Master Plan Document and provide comments for each section by
clicking the links below and using the comment box provided:
• Master Plan Vision
• Pedestrian and Bicycle Opportunities
• Transit
• Parking Demand Management
• Parking Improvements
• Speed Limits & Traffic Calming
• I-70
• Traffic
• Emerging Technologies
For Project background and updates please read below.
40
AGENDA ITEM NO. 2.4
Item Cover Page
DATE:March 5, 2024
TIME:30 min.
SUBMITTED BY:George Ruther, Housing
ITEM TYPE:Presentation/Discussion
AGENDA SECTION:Presentation/Discussion
SUBJECT:Updated Housing Policy Statement Recommendations
SUGGESTED ACTION:Listen to presentation and provide feedback.
PRESENTER(S):George Ruther, Housing Director
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Updated Housing Policy Statement Recommendations 03052024.docx
41
1
Memorandum
To:Vail Town Council
From: Vail Local Housing Authority
George Ruther, Housing Director
Date:March 5, 2024
Subject:Town of Vail Housing Policies Update Discussion
____________________________________________________________________________
I.Executive Summary
The Vail Town Council and the Vail Local Housing Authority have committed to work
collaboratively, as Vail Home Partners, to ensure the Vail community realizes its vision to be the
Premier International Mountain Resort Community. While many factors contribute to achieving
this vision, maintaining and sustaining community through the creation of resident-occupied,
deed-restricted homes, and ensuring a continuum of housing options for local Vail residents, are
two of the top priorities and critical actions Vail Home Partners can take to achieve the vision.
To do, appropriate levels of resources, including, staffing, funds, and time, shall be invested in
programs and initiatives which yield a demonstrated increase in the supply of resident-occupied,
deed-restricted homes and contribute to a continuum of housing options. That said, the town
staff must take proactive steps to increase the supply, affordability, and availability of resident-
occupied, deed-restricted homes for a greater diversity of local residents in Vail and the Eagle
River Valley.
II.Purpose
The purpose of this memorandum is to forward the recommendation of the Vail Local Housing
Authority on proposed updates to the adopted housing policy statements. The purpose of the
updated policy statements is to:
update and reaffirm support of the Town’s housing goals and expectations,
express which methods the Town and its partners will pursue to achieve the adopted
housing goal of acquiring 1,000 new deed restrictions by the year 2027,
inform decision making that results in the implementation of housing solutions,
articulate the important role of housing in addressing the economic and environmental
sustainability of the Vail community, and
ensure that there is an adequate supply of housing all the entire continuum of housing
near employment, transportation, and community facilities, such as schools.
The Vail Home Partners, acting upon input from the Vail community, has acknowledged that
maintaining and sustaining community through the creation of resident-occupied, deed-
restricted homes and supporting a continuum of housing are top priority actions. It is also
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widely acknowledged that the long-term continued success and viability of Vail relies heavily
upon maintaining and sustaining community.
The desired outcome of this initiative is to update, and subsequently reaffirm, by
resolution of the Vail Town Council, housing policies statements that continue to support
the increase in the supply of resident-occupied, deed-restricted homes which results in
the Town realizing its vision to be the premier international mountain resort community
and achieve its goal of acquiring 1,000 net new deed restrictions by the year 2027.
On February 27, 2024, the Vail Local Housing Authority met to review and discuss the proposed
updated housing policy statements. Following discussion, the Authority members
recommended adding language to Policy Statement #6 further acknowledging the ability of the
Vail Local Housing Authority to issue debt and secure funding for housing developments,
thereby lessening the debt burden on the Town of Vail. With that condition in place, the Vail
Local Housing Authority voted 4-0 to forward a recommendation of approval of the updated
housing policy statements to the Vail Town Council.
III.Housing Program Successes and Opportunities
The Town of Vail has realized many resident-occupied, deed-restricted home development and
program successes. These successes have been a direct result of clear policies objectives,
community engagement, political support, and innovative and entrepreneurial approaches to
addressing the need for deed-restricted homes. Like many other mountain resort communities,
Vail has implemented commercial linkage and inclusionary zoning requirements, imposed
mitigation of development impact fees, and applied similar reactive responses to the housing
challenge. And, like many other mountain resort communities, Vail continues to experience
significant housing needs. To be successful, Vail must continue to be committed, proactive,
innovative, willing to think differently, and boldly approach the housing challenge. The results of
the past six years have demonstrated the benefits of clearly articulated and relevant housing
policy direction.
Examples of Vail housing program successes include:
Vail Housing 2027 Strategic Plan implementation and progress towards the goal
Vail InDEED (175 homes)
Chamonix Vail Neighborhood (32 homes)
Residences at Main Vail (72 homes)
Timber Ridge Village redevelopment (294 homes)
West Middle Creek Village Apartments (270 homes*)
Not every housing effort or initiative has been successful. In fact, unfortunately, some have
failed. Over the past 30 years, several of the Town’s housing policies and initiatives have
resulted in underperforming outcomes. For example, the Pitkin Creek Village deed restriction
terms resulted in resident-occupied homes for a temporary period of time, after the initial seven-
year sunset, the homes converted to the free market. The Town is now purchasing those
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homes at free market rates to re-record deed restrictions on the homes. Similarly, the Town’s
inclusionary zoning and commercial linkage requirements address only 30% of net new jobs
created as a result of new development, thereby leaving the community to address the
remaining 70%. This has proven to require a sizeable investment of the Town’s limited financial
resources. Likewise, the Town’s policy on fee-in-lieu payments simply shifted the onus of
providing deed-restricted homes from the developer onto the Town. And, in most instances, the
amount of the fee-in-lieu payment does not fully cover the Town’s cost of providing new homes.
Further, evolving deed restriction terms created instances whereby deed-restricted homes are
allowed to remain unoccupied and vacant, at the property owner’s discretion, resulting in little to
no benefit to the Vail community.
These examples, and many others like them, merely illustrate the ever-changing environment
that is housing policy and reinforces the importance that the Vail Town Council and the Vail
Local Housing Authority revisit the Town’s housing policies on a regular basis with the objective
of ensuring the policies are achieving desired results and accurately reflect current policy
direction of the policy makers. In fact, it has been successfully demonstrated that new housing
solutions and opportunities arise as circumstances, conditions, and housing policy adapt over
time. What worked previously may not work again, and vice versa.
IV.Roles and Responsibilities
The roles and responsibilities of the Vail Town Council, the Vail Local Housing Authority, and
the Vail’s Housing Department staff are uniquely different when it comes to achieving the
Town’s vision and adopted housing goal. In sum, the roles are responsibilities are:
Vail Town Council – policy and final decision maker.
Vail Local Housing Authority – technical adviser and consultant
Housing Department – administration and implementation
The Vail Town Council shall be the final decision maker on these important policy matters.
The Housing Authority’s role, as a commission appointed by the Vail Town Council, and further
authorized by the State of Colorado (C.R.S. 29-4-209), among other matters, is to consult and
advise the Vail Town Council on housing-related matters including forwarding recommendations
on each of, or all the following topics:
housing policy
implementation strategy
land use regulation
negotiation strategy
program administration
funding options
project management
financing alternatives
The Housing Department works at the direction of the Vail Town Council and Town
Administration to administration and implement the policies and objectives of the Vail Town
Council.
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The table below highlights the varying roles and responsibilities:
Vail Town Council Vail Local Housing Authority Vail Housing Department
Set policy Forward
recommendations
Administer programs
Direct staff Lead special projects Manage projects
Establish priorities Oversee programs Verify code compliance
Authorize funding Conduct research Implement day-to-day
operations
Incur debt Commission reports and
studies
Oversee budgets
Acquire property Advise decision makers Staff boards
Identify critical
actions
Issue debt free of
TABOR
Adopt budgets Propose Initiatives
V.Background
On July 17, 2018, the Vail Town Council approved Resolution #30, Series of 2018, a resolution
adopting the 2018 Town of Vail Housing Policy Statements and setting forth details in regard
thereto (attached). Six years have passed since the adoption of the ten housing policy
statements. Prior to 2018, the Town’s adopted housing policies had remained unchanged for
nearly three decades. In that time, policy makers have changed, economic conditions have
shifted, housing markets have evolved, the gap in the housing demand has widened, and nearly
825 new deed restricted homes have been created or are in the pipeline for completion by early
2027. These results can be directly attributed to the articulation of clear and concise housing
policy direction.
Additional policy direction is outlined within the Vail Housing 2027 Strategic Plan. In this case, a
single policy statement was articulated and adopted by the Vail Town Council. According to the
Strategic Plan,
“the Town of Vail acknowledges that the acquisition of deed restrictions on homes for
Vail residents is critical to maintaining community. Therefore, we ensure an adequate
supply and availability of homes for residents and recognize housing as infrastructure in
the Town of Vail; a community support system not unlike roads, bridges, water and
sewer systems, fire, police, and other services of the municipal government.”
This policy statement, while subtle in some instances, and more direct in others, is reflective of
an ever evolving and dynamic history of the housing policies of the Town of Vail. This most
recent statement highlights key acknowledgements by the Vail Town Council.
They include:
Acquiring deed restrictions (the goal) is equally, if not more important, than acquiring
entire homes (the method). The financial investment and implications of acquiring entire
homes is very different than acquiring deed restrictions.
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For years, providing places for employees to live (workforce housing) was the single
focus of the Town’s housing policy. It was all about providing places for “workers to
sleep at night”. Over time, this policy has evolved its focus towards maintaining and
sustaining community, meaning workers are people and people add as much to the
vibrancy of our mountain resort community as they do to fill the jobs in our shops and
businesses.
The Town’s more recent policy statement also places emphasis on the supply and
availability of homes for residents. This too is an important consideration. For years, the
term “affordable housing”, with income limitations and price appreciation caps carried the
conversation. The unfortunate fact remains, the availability and affordability of homes in
a resort community is relative and all segments of the market need housing
opportunities. These segments of the market require, however, for there to be a well-
supported continuum of housing options.
There has never been a doubt that one of the many roles of local government is to
provide appropriate and adequate infrastructure in our communities. Only recently,
however, has housing been acknowledged as infrastructure worthy of the public sector’s
involvement in resort communities. Not unlike roads, bridges, water and sewer, housing
is of equal importance and demands equal attention and resources if a resort community
is to be viable and sustainable over time.
Housing is more than an issue to be addressed by either the private sector or the public
sector. It is, by all accounts, a community-wide issue requiring the attention of all
sectors. And, like other issues which face an entire community, its solution, and
resulting community-wide benefits, requires engagement and participation from the
entire Vail community. Success is highly unlikely if the problem is left on the shoulders
of a select unfortunate or already overly burdened few. In Vail’s case, the entire
community includes taxpayers, guests, year-round and part-time residents, large and
small employers, developers, regional partners, employees, etc.
VI.Policy Development
Ensuring that the housing policy statements are updated and reflective of current needs is an
important step an organization should take to increase overall effectiveness and efficiency in
realizing its vision and achieving its goals. Generally stated, a policy or policy statement is
simply an acknowledgement of the acceptable method(s) for which the vision is pursued and
goals are achieved by the organization. There are a number of key questions which an
organization should answer when updating policies. These key steps and questions include:
What is the identified need for the policy/policies? Why are they important? How has the
need changed over time?
Who is responsible for determining the policy updates?
Who are the stakeholder groups that must be included in the policy development
process?
What are the draft policy statements? Do the policy statements achieve the goal? Are
the policies aligned with the desired outcomes?
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How are the policies implemented into day-to-day operations of the organization? The
Department? The adopted administrative procedures and practice? What are the
specific tasks or strategies that should be taken? What has worked, what has not
worked, and what may no longer be relevant or pertinent?
Are the policy outcomes measurable, quantifiable, and objective? What is the definition
of success? Does the policy direction still align with the adopted goal? If not, what must
change to ensure alignment?
Which existing policies should be kept? Which need amending? Which policies are
irrelevant or no longer pertinent and applicable? Are any policies missing?
VII.Town of Vail Housing Policy
Vail’s housing policies have evolved over time. This evolution, in large part, is the result of ever-
changing demands on resources, needs of the community, political support, Town Council
priorities, conditions within the economic markets, and outside forces affecting the greater Vail
community. Some of the policies are direct and well-articulated, while others are more subtle
and indirect. Examples of housing policies include:
A. The Town of Vail will only invest payment in lieu funds on properties located within the
Town of Vail municipal boundaries.
B. Employee housing will be equally dispersed throughout the Town of Vail.
C. Through a 50% on-site mitigation obligation, the Town will rely upon the private sector to
provide a portion of its land for the development of employee housing.
D. The Town of Vail will rely upon public/private partnerships to achieve its community
housing goals.
E. Developable land is a scarce commodity in Vail. For that reason, the Town of Vail will
lease its land rather sell its land for housing purposes. There are instances, on a case-
by-case basis, however, where the sale of land is deemed appropriate.
F. The Town of Vail will achieve its housing goals through the acquisition of deed
restrictions. Deed restriction acquisitions are a partial, yet effective investment in real
estate without having to fully invest in the property to achieve the desired outcome.
G. A fee in lieu payment structure will be established in response to the gap in affordability.
H. An EHU exchange program will be implemented to increase occupancy of existing
homes and replace “underperforming” deed restrictions.
I.The Town will pursue a wide range of options, pricing structures and product types to
address a wide range of market segment needs.
J. The Town will take proactive steps towards preserving and protecting the existing
affordable housing supply in Vail.
K. The private sector is an important partner. The Town will implement a streamlined
entitlement and permitting process that creates a private sector friendly business
environment.
L. Resource allocation demonstrates policy. The Town will allocate adequate financial and
staff resources to housing developments and initiatives.
M. Like land, money is a finite and scarce resource. The Town will pursue a consistent,
predictable and sustainable funding source to be dedicated to housing.
N. Newly constructed resident-occupied, deed-restricted homes will be walkable,
accessible to public transportation and otherwise located in proximity to the Town’s
primary job core areas.
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O. Attention will be directed to prevent or minimize the rate at which long term rentals are
converted to short term rentals or other forms of free market vacation property.
P. The provision of on-site vehicle parking adds a financial and spatial burden on the
supply of housing. Focus will remain on meeting the transportation needs of the
residents rather than merely achieving compliance with a parking requirement.
Q. Upgrading and infill development opportunities are a preferred means of addressing the
housing needs of the community. Increasing residential density was used successfully
to improve the “resort” side of premier resort community. Similarly, density will be used
to improve the “community” side of premier resort community.
R. The creation of resident-occupied, deed-restricted homes, whether through constructing
new or preserving existing, is an important contributor to maintaining and sustaining a
year-round economy, a vibrant community and healthy environment.
S. Town of Vail will rely upon its financial strength through the effective use of town capital
reserves to facilitate the creation of housing.
T. Objectives outside of income limits and net household asset verification will be used to
determine eligibility for participation in town-sponsored housing lottery selections.
U. The Town of Vail will seek alignment where appropriate and collaborate with its down
valley partner communities of Minturn, Avon, Eagle, Gypsum and unincorporated Eagle
County to broaden the availability of housing within the region.
V. The Town of Vail will implement flexibility in the application of its development fee
structure and mitigation of impacts obligations to facilitate the creation of deed-restricted
homes.
W. Incremental new development, both commercial and residential, will be required to
mitigate the impact of development and the creation of new jobs on the supply of deed-
restricted homes. Presently, 30% of the employee need for the total number of net new
jobs created is provided housing opportunities. 70% are not.
X. The Town of Vail will take a proactive vs. reactive response to identifying and
implementing housing solutions.
Y. The Town of Vail recognizes the differences between current needs and future demand
for deed-restricted homes in Vail. Therefore, both “catch up and “keep up” opportunities
for resident-occupied, deed-restricted homes will be actively pursued.
Z. The development review process and land use regulations play an important role in
determining the success of housing efforts in Vail. That said, development review
process and land use regulation reform, such as residential density bonuses, split unit
legalization, subdivision regulation amendments, streamlining the development review
process, EHU amendments, and similar forms of incentivizing the creation of deed-
restricted homes will be explored.
AA.The Town of Vail will focus its housing efforts on a diverse range of housing product
types and community needs.
VIII. Proposed Housing Policy Statements Updates
The Vail Local Housing Authority has met to review the adopted housing policies in the Town of
Vail. An updated version of the Town’s adopted housing policy statements with revisions are
noted in strikethrough and bold below:
#1 Housing IS Infrastructure - Deed-restricted homes are critical infrastructure in Vail.
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#2 Housing Partners – We use public/private partnerships and actively pursue local and
regional solutions to increase the supply of deed-restricted homes.
#3 Private Sector Importance – We foster a proactive and solutions-oriented environment that
promotes private sector investment to create deed-restricted homes.
#4 Leverage Financial Strength – We take an entrepreneurial approach and will use our
financial strength and acumen to acquire deed-restrictions.
#5 Breakdown Barriers – We align our land use regulations, building, and energy conservation
codes, and administrative procedures to achieve our vision and housing goal, and
development applications are thoroughly, timely and efficiently reviewed….getting to “yes” is our
shared objective.
#6 Funding Creates Deed-Restrictions – We pursue a predictable, consistent, and reliable
sources of funding to obtain deed-restrictions and maintain the Town’s housing programs,
including grants, low interest loans, tax exempt bonds, and similar sources of municipal
financing. We do this in partnership with the Vail Local Housing Authority to take
advantage of the debt capacity of the Authority and minimize the Town’s exposure to
financial risk.
#7 People Promote Community – We ensure opportunity and access to the Town’s housing
programs and initiatives through a clear, equitable, and easy to administer process for housing
selection.
#8 No Net Loss - No net loss in the total number of resident-occupied, deed-restrictions.
#9 Keep Up With Demand - New development, both residential and commercial, is obligated to
mitigate its incremental impact on the demand for resident-occupied, deed-restricted homes.
Payment in lieu, while needed may be applicable at times, is not the least preferred method of
mitigation.
#10 Deed Restrictions Benefit the Vail Community – When and where deemed
appropriate, preference to leasing and ownership is granted to employees and employers
of businesses located within the municipal boundaries of the Town of Vail.
#11 Full Range of Housing Options – We pursue a continuum of housing solutions that
ensures a full range of home types that address the housing needs of all residents of the
Vail community, including both higher and lower density developments.
#12 Funding is Policy – The Vail Town Council will fund housing opportunities and solutions as
deed-restricted homes are an investment in the Vail community.
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50
AGENDA ITEM NO. 4.1
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Stephanie Bibbens, Town Manager
ITEM TYPE:Consent Agenda
AGENDA SECTION:Consent Agenda
SUBJECT:February 6, 2024 TC Meeting Minutes
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
020624 TC meeting minutes.pdf
51
Town Council Meeting Minutes of February 6, 2024. Page 1
Vail Town Council Meeting Minutes
Tuesday, February 6, 2024
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 Pro Tem Davis.
Full video of the Town Council meeting can be accessed at https://www.highfivemedia.org/town-
vail.
Members present: Barry Davis, Mayor Pro Tem
Pete Seibert
Jonathan Staufer
Dave Chapin
Reid Phillips
Samantha Biszantz
Members absent: Travis Coggin, Mayor
Staff members present: Russell Forrest, Town Manager
Kathleen Halloran, Deputy Town Manager
Matt Mire, Town Attorney
Stephanie Bibbens, Town Clerk
1. Call to Order
2. Citizen Participation
Citizen Participation began at time stamp 6:00 p.m. on the High Five video.
Caitlin Murray, Executive Director of Bravo! Vail Valley Music Festival shared upcoming highlights of
the 2024 Bravo! season.
Taylor Guardarian, an Eagle County resident, asked if Town Council, on behalf of the Town of Vail
could provide a letter to the U.S. Forest Service indicating the town was not opposed to an
assessment of the West Vail Mountain.
3. Any action as a result of executive session
There was none.
4. Consent Agenda
Consent Agenda began at time stamp 6:06 p.m. on the High Five video.
4.1 January 2, 2024 TC Meeting Minutes
52
Town Council Meeting Minutes of February 6, 2024. Page 2
4.2 January 16, 2024 TC Meeting Minutes
4.3 Contract Award to Walking Mountains Science Center for Vail Nature Center 2024
Summer Programming
Authorize Town Manager to enter into an agreement, on a form approved by the Town Attorney,
with Walking Mountains Science Center for Summer 2024 programming at the Vail Nature
Center, not to exceed $109,373.00.
Background: This is an annual contract for Vail Nature Center operations.
4.4 Contract Approval for 2024 Special Event Sponsorships over $50,000.00
Authorize the Town Manager to enter into agreements, on a form approved by the Town Attorney,
for the following events, in the respective amounts: Vail Comedy Festival - $50,000.00, Gerald R.
Ford Amphitheater - Live Music & Entertainment - $55,000.00, Vail Farmers Market & Art Show -
$57,500.00, Taste of Vail - $60,000.00, Vail Dance Festival - $65,000.00, Springfree Bluegrass
Festival - $80,000.00, Après at the Amp -$125,000.00, GoPro Mountain Games - $155,000.00,
Bravo! Vail Music Festival - $310,000.00
Background: The following events have been allocated over $50,000.00 and need council approval
to execute these agreements: Vail Comedy Festival - $50,000.00, Gerald R. Ford Amphitheater -
Live Music & Entertainment - $55,000.00, Vail Farmers Market & Art Show - $57,500.00, Taste of
Vail - $60,000.00, Vail Dance Festival - $65,000.00, Springfree Bluegrass Festival - $80,000.00,
Après at the Amp -$125,000.00, GoPro Mountain Games - $155,000.00, Bravo! Vail Music Festival -
$310,000.00
4.5 Contact Award to Grimes Service Company for Upgrading Heating Controls at the
Vail Public Library
Authorize Town Manager to enter into an agreement, on a form approved by the Town Attorney,
to Grimes Service Company for upgrading the Heating Controls at the Vail Public Library, not
exceed $59,685.00.
Background: The control system for the library HVAC system is obsolete and is no longer
supported by the manufacturer. An engineering firm is currently designing a new HVAC system
for the library and this control package is designed to work with the new system.
4.6 Contact Award to RoadSafe Traffic Systems, Inc. for Town of Vail Street Striping
Services
Authorize Town Manager to enter into an agreement, on a form approved by the Town Attorney,
to RoadSafe Traffic Systems, Inc. for striping Town of Vail streets, not exceed $68,247.92.
Background: Each year, the Town publicly bids maintenance work for roadway striping for all
Town roads. This work is budgeted within the Capital Street Maintenance budget.4.7 Contract
Award to Advanced Network Management Inc. for Data Center Infrastructure Replacement
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Town Council Meeting Minutes of February 6, 2024. Page 3
Staufer made a motion to approve the consent agenda; Biszantz seconded motion passed (6-
0).
5. Town Manager Report
The Town Manager Report began at time stamp 6:06 p.m. on the High Five video.
5.1 Town Manager Report
There wasn’t one.
5.2 Council Matters and Status Update
6. Action Items
6.1 Resolution No. 07, Series of 2024, A Resolution Supporting Passage of the Bolts
Ditch Act
The discussion for Resolution No. 07, Series of 2024, began at time stamp 6:07 p.m. on the High
Five video.
Presenter(s): Jason Cowles, Director of Engineering and Water Resources, Eagle River Water
and Sanitation District
Approve, approve with amendments, or deny Resolution No. 07, Series of 2024.
Background: The Bolts Ditch Act is federal legislation that would add Eagle River Water &
Sanitation District and Upper Eagle Regional Water Authority as government entities, along with
the Town of Minturn, that may use, maintain, and repair Bolts Ditch and its headgate, which are
located in the Holy Cross Wilderness and will be an essential filling source for the new Bolts
Lake Reservoir. The District, Authority, and Minturn are collectively seeking support from local
entities for the passage of the Bolts Ditch Act because Bolts Lake Reservoir will be critical to
providing sustainable water supplies for our region.
Staufer made a motion to approve; Seibert seconded motion passed (6-0).
6.2 Ordinance No. 01, Series of 2024, First Reading, An Ordinance Amending Section 7 of
Ordinance No. 22, Series of 2023 Regarding the Effective Date of the Ordinance
The discussion on Ordinance 01, Series of 2024, first reading, began at time stamp 6:10 p.m. on
the High Five video.
Presenter(s): Greg Roy, Planning Manager
Approve, approve with amendments, or deny Ordinance No. 01, Series of 2024, upon first
reading.
Background: The subject property is a portion of the CDOT right-of-way that is proposed to be
included as part of the Timber Ridge Subdivision with the Minor Subdivision application
54
Town Council Meeting Minutes of February 6, 2024. Page 4
(PEC21-0010). The plat to incorporate this area into Lot 1 has not been recorded to date, and
the effective date of the zoning designation needs to be amended to ensure appropriate time to
allow the plat to be recorded prior to zoning to take effect. Currently the zoning will take effect
on March 1, 2024 and the proposed ordinance would amend the date to April 1, 2024.
Staufer made a motion to approve; Seibert seconded motion passed (6-0).
There being no further business to come before the council, Staufer moved to adjourn the
meeting; Chapin seconded motion passed (6-0), meet adjourned at 6:10 p.m.
Respectfully Submitted,
Attest: __________________________________
Travis Coggin, Mayor
______________________________
Stephanie Bibbens, Town Clerk
55
AGENDA ITEM NO. 4.2
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Stephanie Bibbens, Town Manager
ITEM TYPE:Consent Agenda
AGENDA SECTION:Consent Agenda
SUBJECT:February 20, 2024 TC Meeting Minutes
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
022024_TC_meeting_minutes.pdf
56
Town Council Meeting Minutes of February 20, 2024. Page 1
Vail Town Council Meeting Minutes
Tuesday, February 20, 2024
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 Coggin.
Full video of the Town Council meeting can be accessed at https://www.highfivemedia.org/town-
vail.
Members present: Travis Coggin, Mayor
Barry Davis, Mayor Pro Tem
Pete Seibert
Jonathan Staufer
Dave Chapin
Reid Phillips
Samantha Biszantz
Staff members present: Russell Forrest, Town Manager
Matt Mire, Town Attorney
Stephanie Bibbens, Town Clerk
Staff members absent: Kathleen Halloran, Deputy Town Manager
1.Call to Order
2.Citizen Participation
Citizen Participation began at time stamp 6:00 p.m. on the High Five video.
Rick Sackbauer, a Vail resident, complimented the council on their goal of bringing more local’s
housing online, but was concerned taxpayers could not access Vail Recreation District facilities
because they were already over scheduled and also expressed his concerns about the
protection of view corridors.
Tim McMahon, an Eagle County resident, mentioned the town exploring the idea of taking over
the lease for Vail Mountain, requested the town stop collecting sales tax on diapers and
feminine products, and mentioned a suicide hotline phone was located at the Red Cliff bridge.
Taylor Guardarian, an Eagle County resident, asked if the Town of Vail would provide notice to
the U.S. Forest Service indicating the town was not opposed to an assessment of the West Vail
Mountain and mentioned an energy production process that converts molecular hydrogen to
hydrinos.
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Town Council Meeting Minutes of February 20, 2024. Page 2
Jack Bergey asked why there is not an opportunity for public comment during the afternoon
Town Council sessions and expressed the importance for the council to know what the West
Vail landowners wanted, prior to moving forward with plans for the West Vail Mall.
3.Any action as a result of executive session
There was none.
4.Consent Agenda
Consent Agenda began at time stamp 6:12pm on the High Five video.
4.1 Resolution No. 08, Series of 2024, A Resolution Approving a State of Colorado
Subaward Agreement between the Town of Vail and the Colorado Department of
Transportation to Receive Funding for the Replacement of Two Electric Buses
Approve, approve with amendments, or deny Resolution No. 08, Series of 2024.
Background: This grant agreement is for funding related to two battery electric buses that are
expected to be delivered later in 2024. This is Federal Transit Administration funding
administered through the Colorado Department of Transportation.
4.2 Contract Award to Advanced Network Management, Inc. for Data Center Software
Licensing
Authorize the Town Manager to enter into an agreement, in a form approved by the Town
Attorney, with Advanced Network Management, Inc. for VMWare vSphere Foundation Software
Licensing for the Data Center, in an amount not to exceed $135,000.00.
Background: The Town uses a combination of state-of-the-art hardware and software in our
Data Center. The Data Center hardware contract was awarded at the Council meeting held on
January 2, 2024, and includes 5 years of maintenance and support for the hardware. To match
that timeframe, the IT Department requested 5 years of VMWare vSphere licensing.
4.3 Contract Award to GH Daniels III and Associates, Inc. for 2024 Main Vail Roundabout
Turf Grass Reduction Project
Authorize the Town Manager to enter into an agreement, in a form approved by the Town
Attorney, with GH Daniels III and Associates, Inc. for the 2024 Turf Grass Reduction Project, in
an amount not to exceed $91,316.80.00.
Background: The 2024 Turf Grass Reduction Project is a continuation of the Town's on-going
efforts to reduce the amount of non-functional irrigated turf grass
4.4 Holy Cross Energy Special Agreement Approval
Authorize the Town Manager to enter into a special agreement, in a form approved by the Town
Attorney, with Holy Cross Energy to allow for the advancement of up to $1,200,000.00 in
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Community Enhancement Funds for the undergrounding of overhead lines from Spraddle Creek
Subdivision to Bald Mountain Road.
Background: The Town has been working with Holy Cross Energy to underground over 2 miles
of overhead lines from Spraddle Creek Subdivision to Bald Mountain Road over the past 4
years. This has required extensive engineering for the work occurring in the Colorado
Department of Transportation Right of Way as well as determining the best route regarding town
land. Due to the large expense of the project estimated to be over $5.2 million. The Town has
been working on a way to leverage all possible sources of funds.
4.5 Multi-Model Operational Fund E-Delivery Grant Adjustment
Authorize the adjustment of the MMOF Grant from $250,000.000 to $295,000.00 for the E-
Delivery Program and $250,000.00 to $205,000.00 for the Bollards Pilot.
Background: in 2022, the Town of Vail was awarded a grant from the Multi-Model Option Funds
for $500,000.00 ($250,000.00 with a $250,000.00 match). This grant was intended to purchase
equipment for the E-delivery Program and for the Bollards Pilot. The initial distribution of funds
was split $250,000.00 for the E-delivery Program and $250,000.00 for the Bollard Pilot. Due to
changes with both programs, staff is requesting permission to change the split of funds.
4.6 Contract Award to Drop Mobility for the Shift Bike Regional Electric Bike Share
Program
Authorize the Town Manager to enter into an agreement, in a form approved by the Town
Attorney, with Drop Bike, DBA Drop Mobility, for the Shift Bike Program, in the amount no to
exceed $225,000.
Background: The Shift Bike Regional Electric Bike Share Program launched in 2022 and
expanded by 40% in 2023. Town Council has allocated $225,000 in the 2024 budget for staff to
launch the third year of the regional electric bike share program in collaboration with local
municipal partners. Staff requests this contract to be awarded to Drop Mobility.
Davis made a motion to approve the consent agenda; Biszantz seconded motion passed (7-0).
5. Action Items
5.1 Contract Award with Auto Auto Wash for the Installation and Replacement of the
Town's Bus Wash
The discussion for the contract award to Auto Auto Wash, began at time stamp 6:12 p.m. on the
High Five video.
Presenter(s): Greg Hall, Director of Public Works and Transportation
Re-appropriate the total 2023 savings of $350,000.00 from the Bus Replacement, and
$105,000.00 within the Capital Projects Fund to offset a budget shortfall in the Bus Wash
Replacement Capital Projects Funds and authorize Town Manager to enter into an agreement,
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Town Council Meeting Minutes of February 20, 2024. Page 4
in a form approved by the Town Attorney, with Auto Auto Wash for the replacement and
installation of the Town's bus wash, in an amount not to exceed $596,945.00.
Background: Re-appropriate funds from two projects within the Capital Fund to cover overages
needed to replace the Bus Wash Award.
Davis made a motion to approve; Phillips seconded motion passed (7-0).
5.2 Contract Award to Cummings Group for Timber Ridge Housing Project
The discussion on the contract award to Cummings Group began at time stamp 6:16 p.m. on
the High Five video.
Presenter(s): Russell Forrest, Town Manager
Authorize the Town Manager to enter into an agreement, in a form approved by the Town
Attorney, with Cumming Group for the Timber Ridge Housing project, in an amount not to
exceed $241,000.00.
Background: Requesting Town Council's approval to execute an agreement with Cumming
Group to provided preconstruction and construction management services for the Timber Ridge
Housing Project
Davis made a motion to approve; Staufer seconded motion passed (7-0).
6. Public Hearings
6.1 Ordinance No. 01, Series of 2024, Second Reading, An Ordinance Amending Section
7 of Ordinance No. 22, Series of 2023 Regarding the Effective Date of the Ordinance
The discussion on Second Reading of Ordinance No. 01, 2024 began at time stamp 6:20 p.m.
on the High Five video.
Presenter(s): Greg Roy, Planning Manager
Approve, approve with amendments, or deny Ordinance No. 01, Series of 2024, upon second
reading.
Background: The subject property is a portion of the CDOT right-of-way that is proposed to be
included as part of the Timber Ridge Subdivision with the Minor Subdivision application
(PEC21-0010). The plat to incorporate this area into Lot 1 has not been recorded to date, and
the effective date of the zoning designation needs to be amended to ensure appropriate time to
allow the plat to be recorded prior to zoning to take effect. Currently the zoning will take effect
on March 1, 2024 and the proposed ordinance would amend the date to April 1, 2024.
Staufer made a motion to approve; Davis seconded motion passed (7-0).
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There being no further business to come before the council, Staufer moved to adjourn the
meeting; Davis seconded motion passed (7-0), meet adjourned at 6:21 p.m.
Respectfully Submitted,
Attest: __________________________________
Travis Coggin, Mayor
______________________________
Stephanie Bibbens, Town Clerk
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AGENDA ITEM NO. 4.3
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Chris Southwick, Public Works
ITEM TYPE:Consent Agenda
AGENDA SECTION:Consent Agenda
SUBJECT:Resolution No. 09, Series of 2024, A Resolution Approving a
State of Colorado Subaward Agreement between the Town of
Vail and the Colorado Department of Transportation to Receive
Funding for the Purchase One Charging Infrastructure &
Workforce Training
SUGGESTED ACTION:Approve, approve with amendments, or deny Resolution No. 09,
Series of 2024.
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Resolution 09, 2024 CDOT Subaward_Agreement-charging infrastructer.docx
Envelope_Created_Town_of_Vail_24-HTR-ZL-0026.pdf
62
RESOLUTION NO. 09
Series of 2024
A RESOLUTION APPROVING A STATE OF COLORADO SUBAWARD
AGREEMENT BETWEEN THE TOWN OF VAIL AND THE COLORADO
DEPARTMENT OF TRANSPORTATION TO RECEIVE FUNDING FOR THE
PURCHASE ONE CHARGING INFRASTRUCTURE & WORKFORCE TRAINING
WHEREAS, the Town and the Colorado Department of Transportation wish to
enter into an agreement for the purpose of providing funding for to purchase one
charging infrastructure & workforce training pursuant to the terms set forth in Exhibit A,
attached hereto and incorporated herein by this reference (the "Agreement").
NOW THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE
4TOWN OF VAIL, COLORADO THAT:
Section 1. The Town Council hereby approves the Agreement in substantially
the same form as attached hereto as Exhibit A, and in a form approved by the Town
Attorney, and authorizes the Town Manager to execute the Agreement on behalf of the
Town.
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 5th day of March 2024.
Travis Coggin,Mayor
ATTEST:
Stephanie Bibbens, Town Clerk
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STATE OF COLORADO SUBAWARD AGREEMENT
COVER PAGE
State Agency
Department of Transportation
Agreement Number / PO Number
24-HTR-ZL-00262 / 491003546
Subrecipient
TOWN OF VAIL
Agreement Performance Beginning Date
The Effective Date
Initial Agreement Expiration Date
December 31, 2025 Subaward Agreement Amount
Federal Funds - Infrastructure
Maximum Amount (80%)
Federal Funds – Workforce
Training
Maximum Amount (80%)
Local Funds -Infrastructure
Local Match Amount (20%)
Local Funds – Workforce
Training
Local Match Amount (20%)
Agreement Total
$181,120.00
$20,000.00
$45,280.00
$ 5,000.00
$251,400.00
Fund Expenditure End Date
December 31, 2025
Agreement Authority
Authority to enter into this Agreement exists in CRS
§§43-1-106, 43-1-110, 43-1-117.5, 43-1-701, 43-1-
702 and 43-2-101(4)(c), appropriated and otherwise
made available pursuant to the FAST ACT, MAP-21,
SAFETEA_LU, 23 USC §104 and 23 USC §149.
Agreement Purpose
In accordance with 49 USC §5339(b), the purpose of this Grant is to provide capital funding to improve the
condition of the nation’s public transportation bus fleets, expand transportation access to employment,
educational, and healthcare facilities, and to improve mobility options in rural and urban areas throughout the
country. The work to be completed under this Grant by the Grantee is more specifically described in Exhibit A .
Exhibits and Order of Precedence
The following Exhibits and attachments are included with this Agreement:
1. Exhibit A – Statement of Work and Budget.
2. Exhibit B – Sample Option Letter.
3. Exhibit C – Federal Provisions.
4. Exhibit D – Required Federal Contract/Agreement Clauses.
5. Exhibit E – Verification of Payment.
In the event of a conflict or inconsistency between this Agreement and any Exhibit or attachment, such conflict
or inconsistency shall be resolved by reference to the documents in the fo llowing order of priority:
1. Exhibit C – Federal Provisions.
2. Exhibit D – Required Federal Contract/Agreement Clauses.
3. Colorado Special Provisions in §17 of the main body of this Agreement.
4. The provisions of the other sections of the main body of this Agreement.
5. Exhibit A – Statement of Work and Budget.
6. Executed Option Letters (if any).
Principal Representatives
For the State:
Sarah Collette
Division of Transit and Rail
Colorado Dept. of Transportation
2829 W. Howard Place
Denver, CO 80204
sarah.collette@state.co.us
For Subrecipient:
Chris Southwick
Town of Vail
75 South Frontage Road
Vail, CO 81657-5096
csouthwick@vailgov.com
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SIGNATURE PAGE
THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT
Each person signing this Agreement represents and warrants that the signer is duly authorized to execute this
Agreement and to bind the Party authorizing such signature.
SUBRECIPIENT
TOWN OF VAIL
By:__________________________
Russell Forrest, Town Manager
Date: _________________________
STATE OF COLORADO
Jared S. Polis, Governor
Department of Transportation
Shoshana M. Lew, Executive Director
By:_______________________
Keith Stefanik, P.E., Chief Engineer
Date: _________________________
SUBRECIPIENT
TOWN OF VAIL
By:___________________________
Stephanie Bibbens, Town Clerk
Date: _________________________
In accordance with §24-30-202, C.R.S., this Agreement is not valid until signed and dated below by the State
Controller or an authorized delegate.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
___________________________________________
By: Department of Transportation
Effective Date:_____________________
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TABLE OF CONTENTS
1. PARTIES................................................................................................................................................. 3
2. TERM AND EFFECTIVE DATE .......................................................................................................... 3
3. DEFINITIONS ........................................................................................................................................ 4
4. STATEMENT OF WORK AND BUDGET ........................................................................................... 6
5. PAYMENTS TO SUBRECIPIENT ........................................................................................................ 6
6. REPORTING - NOTIFICATION ........................................................................................................... 8
7. SUBRECIPIENT RECORDS ................................................................................................................. 9
8. CONFIDENTIAL INFORMATION - STATE RECORDS .................................................................... 9
9. CONFLICTS OF INTEREST ............................................................................................................... 10
10. INSURANCE ........................................................................................................................................ 11
11. BREACH OF AGREEMENT ............................................................................................................... 12
12. REMEDIES ........................................................................................................................................... 12
13. DISPUTE RESOLUTION .................................................................................................................... 14
14. NOTICES and REPRESENTATIVES .................................................................................................. 14
15. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION ...................................................... 14
16. GENERAL PROVISIONS .................................................................................................................... 15
17. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) ..................................... 17
1. PARTIES
This Agreement is entered into by and between Subrecipient named on the Cover Page for this Agreement (the
“Subrecipient”), and the STATE OF COLORADO acting by and through the State agency named on the Cover
Page for this Agreement (the “State”). Subrecipient and the State agree to the terms and conditions in this
Agreement.
2. TERM AND EFFECTIVE DATE
A. Effective Date
This Agreement shall not be valid or enforceable until the Effective Date, and the Grant Funds shall be
expended by the Fund Expenditure End Date shown on the Cover Page for this Agreement. The State shall
not be bound by any provision of this Agreement before the Effective Date, and shall have no obligation to
pay Subrecipient for any Work performed or expense incurred before the Effective Date, except as described
in §5.D, or after the Fund Expenditure End Date.
B. Initial Term
The Parties’ respective performances under this Agreement shall commence on the Agreement Performance
Beginning Date shown on the Cover Page for this Agreement and shall terminate on the Initial Agreement
Expiration Date shown on the Cover Page for this Agreement (the “Initial Term”) unless sooner terminated
or further extended in accordance with the terms of this Agreement.
C. Extension Terms - State’s Option
The State, at its discretion, shall have the option to extend the performance under this Agreement beyond the
Initial Term for a period, or for successive periods, of one year or less at the same rates and under the same
terms specified in this Agreement (each such period an “Extension Term”). In order to exercise this option,
the State shall provide written notice to Subrecipient in a form substantially equivalent to the Sample Option
Letter attached to this Agreement.
D. End of Term Extension
If this Agreement approaches the end of its Initial Term, or any Extension Term then in place, th e State, at
its discretion, upon written notice to Subrecipient in a form substantially equivalent to the Sample Option
Letter attached to this Agreement, may unilaterally extend such Initial Term or Extension Term for a period
not to exceed two months (an “End of Term Extension”), regardless of whether additional Extension Terms
are available or not. The provisions of this Agreement in effect when such notice is given shall remain in
effect during the End of Term Extension. The End of Term Extension shall automatically terminate upon
execution of a replacement Agreement or modification extending the total term of this Agreement.
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E. Early Termination in the Public Interest
The State is entering into this Agreement to serve the public interest of the State of Colorado as determined
by its Governor, General Assembly, or Courts. If this Agreement ceases to further the public interest of the
State, the State, in its discretion, may terminate this Agreement in whole or in part. A determination that this
Agreement should be terminated in the public interest shall not be equivalent to a State right to terminate for
convenience. This subsection shall not apply to a termination of this Agreement by the State for Breach of
Agreement by Subrecipient, which shall be governed by §12.A.i.
i. Method and Content
The State shall notify Subrecipient of such termination in accordance with §14. The notice shall specify
the effective date of the termination and whether it affects all or a portion of this Agreement, and shall
include, to the extent practicable, the public interest justification for the termination.
ii. Obligations and Rights
Upon receipt of a termination notice for termination in the public interest, Subrecipient shall be subject
to the rights and obligations set forth in §12.A.i.a.
iii. Payments
If the State terminates this Agreement in the public interest, the State shall pay Subrecipient an amount
equal to the percentage of the total reimbursement payable under this Agreement that corresponds to the
percentage of Work satisfactorily completed and accepted, as determined by the State, less payments
previously made. Additionally, if this Agreement is less than 60% completed, as determined by the State,
the State may reimburse Subrecipient for a portion of actual out-of-pocket expenses, not otherwise
reimbursed under this Agreement, incurred by Subrecipient which are directly attributable to the
uncompleted portion of Subrecipient’s obligations, provided that the sum of any and all reimbursement
shall not exceed the Subaward Maximum Amount payable to Subrecipient hereunder.
F. Subrecipient’s Termination Under Federal Requirements
Subrecipient may request termination of this Agreement by sending notice to the State, or to the Federal
Awarding Agency with a copy to the State, which includes the reasons for the termination and the effective
date of the termination. If this Agreement is terminated in this manner, then Subrecipient shall return any
advanced payments made for work that will not be performed prior to the effective date o f the termination.
3. DEFINITIONS
The following terms shall be construed and interpreted as follows:
A. “Agreement” means this subaward agreement, including all attached Exhibits, all documents incorporated
by reference, all referenced statutes, rules and cited authorities, and any future modifications thereto.
B. “Award” means an award by a Recipient to a Subrecipient funded in whole or in part by a Federal Award.
The terms and conditions of the Federal Award flow down to the Award unless the terms and con ditions of
the Federal Award specifically indicate otherwise.
C. “Breach of Agreement” means the failure of a Party to perform any of its obligations in accordance with
this Agreement, in whole or in part or in a timely or satisfactory manner. The institut ion of proceedings under
any bankruptcy, insolvency, reorganization or similar law, by or against Subrecipient, or the appointment of
a receiver or similar officer for Subrecipient or any of its property, which is not vacated or fully stayed within
30 days after the institution of such proceeding, shall also constitute a breach. If Subrecipient is debarred or
suspended under §24-109-105, C.R.S., at any time during the term of this Agreement, then such debarment
or suspension shall constitute a breach.
D. “Budget” means the budget for the Work described in Exhibit A.
E. “Business Day” means any day other than Saturday, Sunday, or a legal holiday as listed in §24-11-101(1),
C.R.S.
F. “CORA” means the Colorado Open Records Act, §§24 -72-200.1, et. seq., C.R.S.
G. “Deliverable” means the outcome to be achieved or output to be provided, in the form of a tangible or
intangible Good or Service that is produced as a result of Subrecipient’s Work that is intended to be delivered
by Subrecipient.
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H. “Effective Date” means the date on which this Agreement is approved and signed by the Colorado State
Controller or designee, as shown on the Signature Page for this Agreement.
I. “End of Term Extension” means the time period defined in §2.D.
J. “Exhibits” means the exhibits and attachments included with this Agreement as shown on the Cover Page
for this Agreement.
K. “Extension Term” means the time period defined in §2.C.
L. “Federal Award” means an award of Federal financial assistance or a cost-reimbursement contract, under
the Federal Acquisition Regulations or by a formula or block grant, by a Federal Awarding Agency to the
Recipient. “Federal Award” also means an agreement setting forth the terms and conditions of the Federal
Award. The term does not include payments to a Subrecipient or payments to an individual that is a
beneficiary of a Federal program.
M. “Federal Awarding Agency” means a Federal agency providing a Federal Award to a Recipient. Federal
Transit Administration (FTA) is the Federal Awarding Agency for the Federal Award which is the subject of
this Agreement.
N. “FTA” means Federal Transit Administration.
O. “Goods” means any movable material acquired, produced, or delivered by Subrecipient as set forth in this
Agreement and shall include any movable material acquired, produced, or delivered by Subrecipient in
connection with the Services.
P. “Grant Funds” means the funds that have been appropriated, designated, encumbered, or otherwise made
available for payment by the State under this Agreement.
Q. “Incident” means any accidental or deliberate event that results in or constitutes an imminent threat of the
unauthorized access, loss, disclosure, modification, disruption, or destruction of any communications or
information resources of the State, which are included as part of the Work, as described in §§24-37.5-401,
et. seq., C.R.S. Incidents include, without limitation (i) successful attempts to gain unauthorized access to a
State system or State Records regardless of where such information is located; (ii) unwanted disruption or
denial of service; (iii) the unauthorized use of a State system for the processing or storage of data; or (iv)
changes to State system hardware, firmware, or software characteristics without the State’s knowledge,
instruction, or consent.
R. “Initial Term” means the time period defined in §2.B.
S. “Master Agreement” means the FTA Master Agreement document incorporated by reference and made part
of FTA’s standard terms and conditions governing the administration of a project supported with federal
assistance awarded by FTA.
T. “Matching Funds” (Local Funds, or Local Match) means the funds provided by Subrecipient as a match
required to receive the Grant Funds and includes in -kind contribution.
U. “Party” means the State or Subrecipient, and “Parties” means both the State and Subrecipient.
V. “PII” means personally identifiable information including, without limitation, any information maintained
by the State about an individual that can be used to distinguish or trace an individual’s identity, such as name,
social security number, date and place of birth, mother’s maiden name, or biometric records. PII includes,
but is not limited to, all information defined as personally identifiable information in §§24 -72-501 and 24-
73-101, C.R.S.
W. “Recipient” means the State agency shown on the Signature and Cover Page s of this Agreement, for the
purposes of this Federal Award.
X. “Services” means the services to be performed by Subrecipient as set forth in this Agreement and shall
include any services to be rendered by Subrecipient in connection with the Goods.
Y. “State Confidential Information” means any and all State Records not subject to disclosure under CORA.
State Confidential Information shall include but is not limited to PII and State personnel records not subject
to disclosure under CORA. State Confidential Information shall not include information or data concerning
individuals that is not deemed confidential but nevertheless belongs to the State, which has been
communicated, furnished, or disclosed by the State to Subrecipient which (i) is subject to disclosure purs uant
to CORA; (ii) is already known to Subrecipient without restrictions at the time of its disclosure to
Subrecipient; (iii) is or subsequently becomes publicly available without breach of any obligation owed by
Subrecipient to the State; (iv) is disclosed to Subrecipient, without confidentiality obligations, by a third party
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who has the right to disclose such information; or (v) was independently developed without reliance on any
State Confidential Information.
Z. “State Fiscal Rules” means the fiscal rules promulgated by the Colorado State Controller pursuant to §24 -
30-202(13)(a), C.R.S.
AA. “State Fiscal Year” means a 12-month period beginning on July 1 of each calendar year and ending on June
30 of the following calendar year. If a single calendar year follows the term, then it means the State Fiscal
Year ending in that calendar year.
BB. “State Records” means any and all State data, information, and records regardless of physical form.
CC. “Subaward Maximum Amount” means an amount equal to the total of Grant Funds for this Agreement.
DD. “Subcontractor” means any third party engaged by Subrecipient to aid in performance of the Work.
“Subcontractor” also includes sub -recipients of Grant Funds.
EE. “Subrecipient” means a non-Federal entity that receives a sub-award from a Recipient to carry out part of a
Federal program but does not include an individual that is a beneficiary of such program. A Subrecipient may
also be a recipient of other Federal Awards directly from a Federal Awarding Agency. For the purp oses of
this Agreement, Contractor is a Subrecipient.
FF. “Uniform Guidance” means the Office of Management and Budget Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards, 2 CFR Part 200, commonly known as the
“Super Circular, which supersedes requirements from OMB Circulars A -21, A-87, A-110, A-122, A-89, A-
102, and A-133, and the guidance in Circular A-50 on Single Audit Act follow-up.
GG. “Work” means the Goods delivered and Services performed pursuant to this Agreement.
HH. “Work Product” means the tangible and intangible results of the Work, whether finished or unfinished,
including drafts. Work Product includes, but is not limited to, documents, text, software (including source
code), research, reports, proposals, specifications, plans, notes, studies, data, images, photographs, negatives,
pictures, drawings, designs, models, surveys, maps, materials, ideas, concepts, know-how, information, and
any other results of the Work. “Work Product” does not include any material that was developed prior to the
Effective Date that is used, without modification, in the performance of the Work.
Any other term used in this Agreement that is defined elsewhere in this Agreement or in an Exhibit shall be
construed and interpreted as defined in that section.
4. STATEMENT OF WORK AND BUDGET
Subrecipient shall complete the Work as described in this Agreement and in accordance with the provisions of
Exhibit A. The State shall have no liability to compensate Subrecipient for the deliver y of any goods or the
performance of any services that are not specifically set forth in this Agreement.
5. PAYMENTS TO SUBRECIPIENT
A. Subaward Maximum Amount
Payments to Subrecipient are limited to the unpaid, obligated balance of the Grant Funds. The State shall not
pay Subrecipient any amount under this Agreement that exceeds the Subaward Maximum Amount shown on
the Cover Page of this Agreement as “Federal Funds Maximum Amount”.
B. Payment Procedures
i. Invoices and Payment
a. The State shall pay Subrecipient in the amounts and in accordance with the schedule and other
conditions set forth in Exhibit A.
b. Subrecipient shall initiate payment requests by invoice to the State, in a form and manner approved
by the State.
c. The State shall pay each invoice within 45 days following the State’s receipt of that invoice, so long
as the amount invoiced correctly represents Work completed by Subrecipient and previously
accepted by the State during the term that the invoice covers. If the State determines that the amount
of any invoice is not correct, then Subrecipient shall make all changes necessary to correct that
invoice.
d. The acceptance of an invoice shall not constitute acceptance of any Work performed or Deliverables
provided under this Agreement.
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ii. Interest
Amounts not paid by the State within 45 days of the State’s acceptance of the invoice shall bear interest
on the unpaid balance beginning on the 45th day at the rate of 1% per month, as required by §24-30-
202(24)(a), C.R.S., until paid in full; provided, however, that interest shall not accrue on unpaid amounts
that the State disputes in writing. Subrecipient shall invoice the State separately for accrued interest on
delinquent amounts, and the invoice shall reference the delinquent payment, the number of days’ interest
to be paid and the interest rate.
iii. Payment Disputes
If Subrecipient disputes any calculation, determination or amount of any payment, Subrecipient shall
notify the State in writing of its dispute within 30 days following the earlier to occur of Subrecipient’s
receipt of the payment or notification of the determination or calculation of the payment by the State.
The State will review the information presented by Subrecipient and may make changes to its
determination based on this review. The calculation, determination or payment amount that results from
the State’s review shall not be subject to additional dispute under this subsection. No payment subject to
a dispute under this subsection shall be due until after the State has concluded its review, and the State
shall not pay any interest on any amount during the period it is subject to dispute under this subsection.
iv. Available Funds-Contingency-Termination
The State is prohibited by law from making commitments beyond the ter m of the current State Fiscal
Year. Payment to Subrecipient beyond the current State Fiscal Year is contingent on the appropriation
and continuing availability of Grant Funds in any subsequent year (as provided in the Colorado Special
Provisions). If federal funds or funds from any other non-State funds constitute all or some of the Grant
Funds, the State’s obligation to pay Subrecipient shall be contingent upon such non-State funding
continuing to be made available for payment. Payments to be made pursuant to this Agreement shall be
made only from Grant Funds, and the State’s liability for such payments shall be limited to the amount
remaining of such Grant Funds. If State, federal or other funds are not appropriated, or otherwise become
unavailable to fund this Agreement, the State may, upon written notice, terminate this Agreement, in
whole or in part, without incurring further liability. The State shall, however, remain obligated to pay
for Services and Goods that are delivered and accepted prior to the effective date of notice of termination,
and this termination shall otherwise be treated as if this Agreement were terminated in the public interest
as described in §2.E.
v. Federal Recovery
The close-out of a Federal Award does not affect the right of the Federal Awarding Agency or the State
to disallow costs and recover funds on the basis of a later audit or other review. Any cost disallowance
recovery is to be made within the Record Retention Period, as defined below.
C. Matching Funds
Subrecipient shall provide Matching Funds as provided in Exhibit A. Subrecipient shall have raised the full
amount of Matching Funds prior to the Effective Date and shall report to the State regarding the status of
such funds upon request. Subrecipient’s obligation to pay all or any part of any Matching Funds, whether
direct or contingent, only extends to funds duly and lawfully appropriated for the purposes of this Agreement
by the authorized representatives of Subrecipient and paid into Subrecipient’s treasury or bank account.
Subrecipient represents to the State that the amount designated “Subrecipient’s Matching Funds” in Exhibit
A has been legally appropriated for the purposes of this Agreement by its authorized representatives and paid
into its treasury or bank account. Subrecipient does not by this Agreement irrevocably pledge present cash
reserves for payments in future fiscal years, and this Agreement is not intended to create a multiple -fiscal
year debt of Subrecipient. Subrecipient shall not pay or be liable for any claimed interest, late charges, fees,
taxes or penalties of any nature, except as required by Subrecipient’s laws or policies.
D. Reimbursement of Subrecipient Costs
i. The State shall reimburse Subrecipient for the federal share of properly documented allowable costs
related to the Work after review and approval thereof, subject to the provisions of §5, this Agreement,
and Exhibit A. However, any costs incurred by Subrecipient prior to the Effective Date shall not be
reimbursed absent specific allowance of pre-award costs and indication that the Federal Award funding
is retroactive. The State shall pay Subrecipient for costs or expenses incurred or performance by the
Subrecipient prior to the Effective Date, only if (1) the Grant Funds involve federal funding and (2)
federal laws, rules, and regulations applicable to the Work provide for such retroactive payments to the
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Subrecipient. Any such retroactive payments shall comply with State Fiscal Rules and be made in
accordance with the provisions of this Agreement.
ii. The State shall reimburse Subrecipient’s allowable costs, not exceeding the Subaward Maximum
Amount shown on the Cover Page of this Agreement and on Exhibit A for all allowable costs described
in this Agreement and shown in Exhibit A, except that Subrecipient may adjust the amounts between
each line item of Exhibit A without formal modification to this Agreement as long as the Subrecipient
provides notice to the State of the change, the change does not modify the Subaward Maximum Amount
or the Subaward Maximum Amount for any federal fiscal year or State Fiscal Year, and the change does
not modify any requirements of the Work.
iii. The State shall only reimburse allowable costs described in this Agreement and shown in the Budget if
those costs are:
a. Reasonable and necessary to accomplish the Work and for the Goods and Services provided; and
b. Equal to the actual net cost to Subrecipient (i.e. the price paid minus any items of value received by
Subrecipient that reduce the cost actually incurred).
iv. Subrecipient’s costs for Work performed after the Fund Expenditure End Date shown on the Cover Page
for this Agreement, or after any phase performance period end date for a respective phase of the Work,
shall not be reimbursable. Subrecipient shall initiate any payment request by submitting invoices to the
State in the form and manner set forth and approved by the State .
E. Close-Out
Subrecipient shall close out this Award within 45 days after the Fund Expenditure End Date shown on the
Cover Page for this Agreement. To complete close-out, Subrecipient shall submit to the State all Deliverables
(including documentation) as defined in this Agreement and Subrecipient’s final reimbursement request or
invoice. The State will withhold 5% of allowable costs until all final documentation has been submitted and
accepted by the State as substantially complete. If the Federal Awarding Agency has not closed this Federal
Award within one year and 90 days after the Fund Expenditure End Date shown on the Cover Page for this
Agreement due to Subrecipient’s failure to submit required documentation, then Subrecipient may be
prohibited from applying for new Federal Awards through the State until such documentation is submitted
and accepted.
6. REPORTING - NOTIFICATION
A. Quarterly Reports
In addition to any reports required pursuant to any other Exhibit, for any Agreement having a term longer
than three months, Subrecipient shall submit, on a quarterly basis, a written report specifying progress made
for each specified performance measure and standard in this Agreement. Such progress report shall be in
accordance with the procedures developed and prescribed by the State. Progress reports shall be submitted
to the State not later than five Business Days following the end of each calendar quar ter or at such time as
otherwise specified by the State.
B. Litigation Reporting
If Subrecipient is served with a pleading or other document in connection with an action before a court or
other administrative decision making body, and such pleading or document relates to this Agreement or may
affect Subrecipient’s ability to perform its obligations under this Agreement, Subrecipient shall, within 10
days after being served, notify the State of such action and deliver copies of such pleading or document to
the State’s Principal Representative identified on the Cover Page for this Agreement.
C. Performance and Final Status
Subrecipient shall submit all financial, performance and other reports to the State no later than 45 calendar
days after the end of the Initial Term if no Extension Terms are exercised, or the final Extension Term
exercised by the State, containing an evaluation and review of Subrecipient’s performance and the final status
of Subrecipient’s obligations hereunder.
D. Violations Reporting
Subrecipient shall disclose, in a timely manner, in writing to the State and the Federal Awarding Agency, all
violations of federal or State criminal law involving fraud, bribery, or gratuity violations potentially affecting
the Federal Award. The State or the Federal Awarding Agency may impose any penalties for noncompliance
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allowed under 2 CFR Part 180 and 31 U.S.C. 3321, which may include, without limitation, suspension or
debarment.
7. SUBRECIPIENT RECORDS
A. Maintenance
Subrecipient shall make, keep, maintain, and allow inspection and monitoring by the State of a complete file
of all records, documents, communications, notes and other written materials, electronic media files, and
communications, pertaining in any manner to the Work and the delivery of Service s (including, but not
limited to the operation of programs) or Goods hereunder (collectively, the “Subrecipient Records”).
Subrecipient shall maintain such records for a period of three years following the date of submission to the
State of the final expenditure report, or if this Award is renewed quarterly or annually, from the date of the
submission of each quarterly or annual report, respectively (the “Record Retention Period”). If any litigation,
claim, or audit related to this Award starts before expir ation of the Record Retention Period, the Record
Retention Period shall extend until all litigation, claims, or audit findings have been resolved and final action
taken by the State or Federal Awarding Agency. The Federal Awarding Agency, a cognizant agenc y for audit,
oversight or indirect costs, and the State, may notify Subrecipient in writing that the Record Retention Period
shall be extended. For records for real property and equipment, the Record Retention Period shall extend
three years following final disposition of such property.
B. Inspection
Subrecipient shall permit the State, the federal government, and any other duly authorized agent of a
governmental agency to audit, inspect, examine, excerpt, copy and transcribe Subrecipient Records during
the Record Retention Period. Subrecipient shall make Subrecipient Records available during normal business
hours at Subrecipient’s office or place of business, or at other mutually agreed upon times or locations, upon
no fewer than two Business Days’ notice from the State, unless the State determines that a shorter period of
notice, or no notice, is necessary to protect the interests of the State.
C. Monitoring
The State, the federal government, and any other duly authorized agent of a governmental agency, i n its
discretion, may monitor Subrecipient’s performance of its obligations under this Agreement using procedures
as determined by the State or that governmental entity. Subrecipient shall allow the State to perform all
monitoring required by the Uniform Guidance, based on the State’s risk analysis of Subrecipient and this
Agreement. The State shall have the right, in its sole discretion, to change its monitoring procedures and
requirements at any time during the term of this Agreement. The State shall mo nitor Subrecipient’s
performance in a manner that does not unduly interfere with Subrecipient’s performance of the Work.
D. Final Audit Report
Subrecipient shall promptly submit to the State a copy of any final audit report of an audit performed on
Subrecipient’s records that relates to or affects this Agreement or the Work, whether the audit is conducted
by Subrecipient or a third party. Additionally, if Subrecipient is required to perform a single audit under 2
CFR 200.501, et. seq., then Subrecipient shall submit a copy of the results of that audit to the State within
the same timelines as the submission to the federal government.
8. CONFIDENTIAL INFORMATION - STATE RECORDS
A. Confidentiality
Subrecipient shall keep confidential, and cause all Subcontractors to keep confidential, all State Records,
unless those State Records are publicly available. Subrecipient shall not, without prior written approval of
the State, use, publish, copy, disclose to any third party, or permit the use by any third party of any State
Records, except as otherwise stated in this Agreement, permitted by law or approved in writing by the State.
Subrecipient shall provide for the security of all State Confidential Information in accordance with all
applicable laws, rules, policies, publications, and guidelines. Subrecipient shall immediately forward any
request or demand for State Records to the State’s Principal Representative identified on the Cover Page of
the Agreement.
B. Other Entity Access and Nondisclosure Agreements
Subrecipient may provide State Records to its agents, employees, assigns and Subcontractors as necessary to
perform the Work, but shall restrict access to State Confidential Information to those agents, employees,
assigns and Subcontractors who require access to perform their obligations under this Agreement.
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Subrecipient shall ensure all such agents, employees, assigns, and Subcontractors sign agreements containing
nondisclosure provisions at least as protective as those in this Agreement, and that the nondisclosure
provisions are in force at all times the agent, employee, assign or Subcontractor has access to any State
Confidential Information. Subrecipient shall provide copies of those signed nondisclosure provisions to the
State upon execution of the nondisclosure provisions if requested by the State.
C. Use, Security, and Retention
Subrecipient shall use, hold and maintain State Confidential Information in compliance with any and all
applicable laws and regulations only in facilities located within the United States, and shall maintain a secure
environment that ensures confidentiality of all State Confidential Information. Subrecipient shall provide the
State with access, subject to Subrecipient’s reasonable securit y requirements, for purposes of inspecting and
monitoring access and use of State Confidential Information and evaluating security control effectiveness.
Upon the expiration or termination of this Agreement, Subrecipient shall return State Records provided to
Subrecipient or destroy such State Records and certify to the State that it has done so, as directed by the State.
If Subrecipient is prevented by law or regulation from returning or destroying State Confidential Information,
Subrecipient warrants it will guarantee the confidentiality of, and cease to use, such State Confidential
Information.
D. Incident Notice and Remediation
If Subrecipient becomes aware of any Incident, Subrecipient shall notify the State immediately and cooperate
with the State regarding recovery, remediation, and the necessity to involve law enforcement, as determined
by the State. Unless Subrecipient can establish that Subrecipient and its agents, employees, and
Subcontractors are not the cause or source of the Incident, Subrecipient shall be responsible for the cost of
notifying each person who may have been impacted by the Incident. After an Incident, Subrecipient shall
take steps to reduce the risk of incurring a similar type of Incident in the future as directed by the State, which
may include, but is not limited to, developing and implementing a remediation plan that is approved by the
State at no additional cost to the State. The State may adjust or direct modifications to this plan, in its sole
discretion and Subrecipient shall make all modifications as directed by the State. If Subrecipient cannot
produce its analysis and plan within the allotted time, the State, in its sole discretion, may perform such
analysis and produce a remediation plan, and Subrecipient shall reimburse the State for the reasonable costs
thereof. The State may, in its sole discretion and at Subrecipient’s sole expense, require Subrecipient to
engage the services of an independent, qualified, State-approved third party to conduct a security audit.
Subrecipient shall provide the State with the results of such audit and evidence of Subrecipient’s planned
remediation in response to any negative findings.
E. Data Protection and Handling
Subrecipient shall ensure that all State Records and Work Product in the p ossession of Subrecipient or any
Subcontractors are protected and handled in accordance with the requirements of this Agreement, including
the requirements of any Exhibits hereto, at all times. As used in this section, the protections afforded Work
Product only apply to Work Product that requires confidential treatment.
F. Safeguarding PII
If Subrecipient or any of its Subcontractors will or may receive PII under this Agreement, Subrecipient shall
provide for the security of such PII, in a manner and form acceptable to the State, including, without
limitation, State non-disclosure requirements, use of appropriate technology, security practices, computer
access security, data access security, data storage encryption, data transmission encryption, security
inspections, and audits. Subrecipient shall be a “Third -Party Service Provider” as defined in §24-73-
103(1)(i), C.R.S., and shall maintain security procedures and practices consistent with §§24 -73-101 et seq.,
C.R.S.
9. CONFLICTS OF INTEREST
A. Actual Conflicts of Interest
Subrecipient shall not engage in any business or activities or maintain any relationships that conflict in any
way with the full performance of the obligations of Subrecipient under this Agreement. Such a conflict of
interest would arise when a Subrecipient or Subcontractor’s employee, officer or agent were to offer or
provide any tangible personal benefit to an employee of the State, or any member of his or her immediate
family or his or her partner, related to the award of, entry into or mana gement or oversight of this Agreement.
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B. Apparent Conflicts of Interest
Subrecipient acknowledges that, with respect to this Agreement, even the appearance of a conflict of interest
shall be harmful to the State’s interests. Absent the State’s prior written approval, Subrecipient shall refrain
from any practices, activities or relationships that reasonably appear to be in conflict with the full
performance of Subrecipient’s obligations under this Agreement.
C. Disclosure to the State
If a conflict or the appearance of a conflict arises, or if Subrecipient is uncertain whether a conflict or the
appearance of a conflict has arisen, Subrecipient shall submit to the State a disclosure statement setting forth
the relevant details for the State’s consideration. Failure to promptly submit a disclosure statement or to
follow the State’s direction in regard to the actual or apparent conflict constitutes a breach of this Agreement.
D. Subrecipient acknowledges that all State employees are subject to the ethical principles described in §24-18-
105, C.R.S. Subrecipient further acknowledges that State employees may be subject to the requirements of
§24-18-105, C.R.S., with regard to this Agreement. For the avoidance of doubt, an actual or apparent conflict
of interest shall exist if Subrecipient employs or contracts with any State employee, any former State
employee within six months following such employee’s termination of employment with the State, or an y
immediate family member of such current or former State employee. Subrecipient shall provide a disclosure
statement as described in §9.C. no later than ten days following entry into a contractual or employment
relationship as described in this section. Failure to timely submit a disclosure statement shall constitute a
Breach of Agreement. Subrecipient may also be subject to such penalties as are allowed by law.
10. INSURANCE
Subrecipient 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 Subrecipient or Subcontractor 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 1 fire.
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 named as additional insured on all commercial general liability policies (leases and
construction contracts require additional insured coverage for completed operations) required of Subrecipient
and Subcontractors.
E. Primacy of Coverage
Coverage required of Subrecipient and each Subcontractor shall be primary over any insurance or self-
insurance program carried by Subrecipient or the State.
F. Cancellation
All insurance policies shall include provisions preventing cancellation or non -renewal, except for
cancellation based on non-payment of premiums, without at least 30 days prior notice to Subrecipient and
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Subrecipient shall forward such notice to the State in accordance with §14 within seven days of
Subrecipient’s receipt of such notice.
G. Subrogation Waiver
All insurance policies secured or maintained by Subrecipient or its Subcontractors in relation to this
Agreement shall include clauses stating that each carrier shall waive all rights of recovery under subrogation
or otherwise against Subrecipient or the State, its agencies, institutions, organizations, officers, agents,
employees, and volunteers.
H. Public Entities
If Subrecipient is a "public entity" within the meaning of the Colorado Governmental Immunity Act, §24 -
10-101, et seq., C.R.S. (the “GIA”), Subrecipient shall maintain, in lieu of the liability insurance requirements
stated above, at all times during the term of this Agreement 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, Subrecipient shall ensure that the Subcontractor maintain at all times during the
terms of this Subrecipient, 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 insurance plan provided by Subrecipient under this Agreement, Subrecipient shall provide to the
State certificates evidencing Subrecipient’s insurance coverage required in this Agreement prior to the
Effective Date. Subrecipient shall provide to the State certificates evidencing Subcontractor insurance
coverage required under this Agreement prior to the Effective Date, except that, if Subrecipient’s subcontract
is not in effect as of the Effective Date, Subrecipient shall provide to the State certificates showing
Subcontractor insurance coverage required under this Agreement within seven Business Days following
Subrecipient’s execution of the subcontract. No later than 15 days before the expiration date of Subrecipient’s
or any Subcontractor’s coverage, Subrecipient 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,
Subrecipient shall, within seven Business Days following the request by the State, supply to the State
evidence satisfactory to the State of compliance with the provisions of this section.
11. BREACH OF AGREEMENT
In the event of a Breach of Agreement, the aggrieved Party shall give written notice of breach to the other
Party. If the notified Party does not cure the Breach of Agreement, at its sole expense, within 30 days after
the delivery of written notice, the Party may exercise any of the remedies as described in §12 for that Party.
Notwithstanding any provision of this Agreement to the contrary, the State, in its discretion, need not provide
notice or a cure period and may immediately terminate this Agreement in whole or in part or institute any
other remedy in this Agreement in order to protect the public interest of the State; or if Subrecipient is
debarred or suspended under §24-109-105, C.R.S., the State, in its discretion, need not provide notice or cure
period and may terminate this Agreement in whole or in part or institute any other remedy in this Agreement
as of the date that the debarment or suspension takes effect.
12. REMEDIES
A. State’s Remedies
If Subrecipient is in breach under any provision of this Agreement and fails to cure such breach, the State,
following the notice and cure period set forth in §11, shall have all of the remedies listed in this section in
addition to all other remedies set forth in this Agreement or at law. The State may exercise any or all of the
remedies available to it, in its discretion, concurrently or consecutively.
i. Termination for Breach of Agreement
In the event of Subrecipient’s uncured breach, the State may terminate this entire Agreement or any part
of this Agreement. Additionally, if Subrecipient fails to comply with any terms of the Federal Award,
then the State may, in its discretion or at the direction of a Federal Awarding Agency, terminate this
entire Agreement or any part of this Agreement. Subrecipient shall continue performance of this
Agreement to the extent not terminated, if any.
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a. Obligations and Rights
To the extent specified in any termination notice, Subrecipient shall not incur further obligations or
render further performance past the effective date of such notice, and shall terminate outstanding
orders and subcontracts with third parties. However, Subrecipient shall complete and deliver to the
State all Work not cancelled by the termination notice, and may incur obligations as necessary to do
so within this Agreement’s terms. At the request of the State, Subrecipient shall assign to the State
all of Subrecipient’s rights, title, and interest in and to such terminated orders or subcontracts. Upon
termination, Subrecipient shall take timely, reasonable and necessary action to protect and preserve
property in the possession of Subrecipient but in which the State has an interest. At the State’s
request, Subrecipient shall return materials owned by the State in Subrecipient’s possession at the
time of any termination. Subrecipient shall deliver all completed Work Product and all Work
Product that was in the process of completion to the State at the State’s request.
b. Payments
Notwithstanding anything to the contrary, the State shall only pay Subrecipient for accepted Work
received as of the date of termination. If, after termination by the State, the State agrees that
Subrecipient was not in breach or that Subrecipient’s action or inaction was excusable, such
termination shall be treated as a termination in the public interest , and the rights and obligations of
the Parties shall be as if this Agreement had been terminated in the public interest under §2.E.
c. Damages and Withholding
Notwithstanding any other remedial action by the State, Subrecipient shall remain liable to the State
for any damages sustained by the State in connection with any breach by Subrecipient, and the State
may withhold payment to Subrecipient for the purpose of mitigating the State’s damages until such
time as the exact amount of damages due to the State from Subrecipient is determined. The State
may withhold any amount that may be due Subrecipient as the State deems necessary to protect the
State against loss including, without limitation, loss as a result of outstanding liens and excess costs
incurred by the State in procuring from third parties repla cement Work as cover.
ii. Remedies Not Involving Termination
The State, in its discretion, may exercise one or more of the following additional remedies:
a. Suspend Performance
Suspend Subrecipient’s performance with respect to all or any portion of the Work pending
corrective action as specified by the State without entitling Subrecipient to an adjustment in price
or cost or an adjustment in the performance schedule. Subrecipient shall promptly cease performing
Work and incurring costs in accordance with the State’s directive, and the State shall not be liable
for costs incurred by Subrecipient after the suspension of performance.
b. Withhold Payment
Withhold payment to Subrecipient until Subrecipient corrects its Work.
c. Deny Payment
Deny payment for Work not performed, or that due to Subrecipient’s actions or inactions, cannot be
performed or if they were performed are reasonably of no value to the state ; provided, that any
denial of payment shall be equal to the value of the obligations not performed.
d. Removal
Demand immediate removal of any of Subrecipient’s employees, agents, or Subcontractors from the
Work whom the State deems incompetent, careless, insubordinate, unsuitable, or otherwise
unacceptable or whose continued relation to this Agreement is deemed by the State to be contrary
to the public interest or the State’s best interest.
e. Intellectual Property
If any Work infringes, or if the State in its sole discretion determines that any Work is likely to
infringe, a patent, copyright, trademark, trade secret or other intellectual property right, Subrecipient
shall, as approved by the State (i) secure that right to use such Work for the State and Subrecipient;
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(ii) replace the Work with noninfringing Work or modify the Work so that it becomes noninfringing;
or, (iii) remove any infringing Work and refund the amount paid for such Work to the State.
B. Subrecipient’s Remedies
If the State is in breach of any provision of this Agreement and does not cure such breach, Subrecipient,
following the notice and cure period in §11 and the dispute resolution process in §13 shall have all remedies
available at law and equity.
13. DISPUTE RESOLUTION
A. Initial Resolution
Except as herein specifically provided otherwise, disputes concerning the performance of this Agreement
which cannot be resolved by the designated Agreement representatives shall be referred in writing to a senior
departmental management staff member designated by the State and a senior manager designated by
Subrecipient for resolution.
B. Resolution of Controversies
If the initial resolution described in §13.A fails to resolve the dispute within 10 Business Days, Subrecipient
shall submit any alleged breach of this Agreement by the State to the Procurement Official of the State
Agency named on the Cover Page of this Agreement as described in §24-101-301(30), C.R.S., for resolution
following the same resolution of controversies process as described in §§24 -106-109, and 24-109-101.1
through 24-109-505, C.R.S., (collectively, the “Resolution Statutes”), except that if Subrecipient wishes to
challenge any decision rendered by the Procurement Official, Subrecipient’s challenge shall be an appeal to
the executive director of the Department of Personnel and Administration, or their delegate, in the same
manner as described in the Resolution Statutes before Subrecipient pursues any further action. Except as
otherwise stated in this Section, all requirements of the Resolution Statutes shall apply including, without
limitation, time limitations regardless of whether the Colorado Procurement Code applies to this Agreement .
14. NOTICES and REPRESENTATIVES
Each individual identified as a Principal Representative on the Cover Page for this Agreement shall be the
principal representative of the designating Party. All notices required or permitted to be given under this
Agreement shall be in writing, and shall be delivered (A) by hand with receipt required, (B) by certified or
registered mail to such Party’s principal representative at the address set forth on the Cover Page for this
Agreement or (C) as an email with read receipt requested to the principal representative at the email address, if
any, set forth on the Cover Page for this Agreement. If a Party delivers a notice to another through email and the
email is undeliverable, then, unless the Party has been provided with an alternate email contact, the Party
delivering the notice shall deliver the notice by hand with receipt required or by certified or registered mail to
such Party’s principal representative at the address set forth on the Cover Page for this Agreement. Either Party
may change its principal representative or principal representative contact information, or may designate specific
other individuals to receive certain types of notices in addition to or in lieu of a principal representative, by notice
submitted in accordance with this section without a formal amendment to this Agreement. Unless otherwise
provided in this Agreement, notices shall be effective upon delivery of the written notice.
15. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION
A. Work Product
Subrecipient agrees to provide to the State a royalty-free, non-exclusive and irrevocable license to reproduce
publish or otherwise use and to authorize others to use the Work Product described herein, for the Federal
Awarding Agency’s and State’s purposes. All Work Product shall be delivered to the State by Subrecipient
upon completion or termination hereof.
B. Exclusive Property of the State
Except to the extent specifically provided elsewhere in this Agreement, all State Records, documents, text,
software (including source code), research, reports, proposals, specifications, plans, notes, studies, data,
images, photographs, negatives, pictures, drawings, designs, models, surveys, maps, materials, ideas,
concepts, know-how, and information provided by or on behalf of the State to Subrecipient are the exclusive
property of the State (collectively, “State Materials”). Subrecipient shall not use, willingly allow, cause or
permit Work Product or State Materials to be used for any purpose other than the performan ce of
Subrecipient’s obligations in this Agreement without the prior written consent of the State. Upon termination
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of this Agreement for any reason, Subrecipient shall provide all Work Product and State Materials to the
State in a form and manner as directed by the State.
C. Exclusive Property of Subrecipient
Subrecipient retains the exclusive rights, title, and ownership to any and all pre -existing materials owned or
licensed to Subrecipient including, but not limited to, all pre-existing software, licensed products, associated
source code, machine code, text images, audio and/or video, and third -party materials, delivered by
Subrecipient under this Agreement, whether incorporated in a Deliverable or necessary to use a Deliverable
(collectively, “Subrecipient Property”). Subrecipient Property shall be licensed to the State as set forth in this
Agreement or a State approved license agreement: (i) entered into as exhibits to this Agreement, (ii) obtained
by the State from the applicable third-party vendor, or (iii) in the case of open source software, the license
terms set forth in the applicable open source license agreement.
16. GENERAL PROVISIONS
A. Assignment
Subrecipient’s rights and obligations under this Agreement are personal and may not be transferred or
assigned without the prior, written consent of the State. Any attempt at assignment or transfer without such
consent shall be void. Any assignment or transfer of Subrecipient’s rights and obligations approved by the
State shall be subject to the provisions of this Agreement.
B. Subcontracts
Subrecipient shall not enter into any subaward or subcontract in connection with its obligations under this
Agreement without the prior, written approval of the State. Subrecipient shall submit to the State a copy of
each such subaward or subcontract upon request by the State. All subawards and subcontracts entered into
by Subrecipient in connection with this Agreement shall comply with all applicable federal and state laws
and regulations, shall provide that they are governed by the laws of the State of Colorado, and shall be subject
to all provisions of this Agreement. If the entity with whom Subrecipient enters into a subcontract or
subaward would also be considered a Subrecipient, then the subcontract or subaward entered into by
Subrecipient shall also contain provisions permitting both Subrecipient and the State to perform all
monitoring of that Subcontractor in accordance with the Uniform Guidance.
C. Binding Effect
Except as otherwise provided in §16.A, all provisions of this Agreement, including the benefits and burdens,
shall extend to and be binding upon the Parties’ respective successors and assigns.
D. Authority
Each Party represents and warrants to the other that the execution and delivery of this Agreement and the
performance of such Party’s obligations have been duly authorized.
E. Captions and References
The captions and headings in this Agreement are for convenience of reference only, and shall not be used to
interpret, define, or limit its provisions. All references in this Agreement to sections (whether spelled out or
using the § symbol), subsections, exhibits or other attachments, are references to sections, subsections,
exhibits or other attachments contained herein or incorporated as a part hereof, unless otherwise noted.
F. Counterparts
This Agreement may be executed in multiple, identical, original counterparts, each of which shall be deemed
to be an original, but all of which, taken together, shall constitute one and the same agreement.
G. Entire Understanding
This Agreement represents the complete integration of all understandings between the Parties related to the
Work, and all prior representations and understandings related to the Work, oral or written, are merged into
this Agreement. Prior or contemporaneous additions, deletions, or other changes to this Agreement shall not
have any force or effect whatsoever, unless embodied herein.
H. Digital Signatures
If any signatory signs this Agreement using a digital signature in accordance with the Colorado State
Controller Contract, Grant and Purchase Order Policies regarding the use of digital signatures issued under
the State Fiscal Rules, then any agreement or consent to use digital signatures within the electronic system
through which that signatory signed shall be incorporated into this Agreement by reference.
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I. Modification
Except as otherwise provided in this Agreement, any modification to this Agreement shall only be effective
if agreed to in a formal amendment to this Agreement, properly executed and approved in accordance with
applicable Colorado State law and State Fiscal Rules. Modifications permitted under this Agreement, other
than Agreement amendments, shall conform to the policies issued by the Colorado State Controller.
J. Statutes, Regulations, Fiscal Rules, and Other Authority.
Any reference in this Agreement to a statute, regulation, State Fiscal Rule, fiscal policy or other authority
shall be interpreted to refer to such authority then current, as may have been changed or amended since the
Effective Date of this Agreement.
K. External Terms and Conditions
Notwithstanding anything to the contrary herein, the State shall not be subject to any provision included in
any terms, conditions, or agreements appearing on Subrecipient’s or a Subcontractor’s website or any
provision incorporated into any click-through or online agreements related to the Work unless that provision
is specifically referenced in this Agreement.
L. Severability
The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or
enforceability of any other provision of this Agreement, which shall remain in full force and effect, provided
that the Parties can continue to perform their obligations under this Agreement in accordance with the intent
of this Agreement.
M. Survival of Certain Agreement Terms
Any provision of this Agreement that imposes an obligation on a Party after termination or expiration of this
Agreement shall survive the termination or expiration of this Agreement and shall be enforceable by the other
Party.
N. Taxes
The State is exempt from federal excise taxes under I.R.C. Chapter 32 (26 U.S.C., Subtitle D, Ch. 32) (Federal
Excise Tax Exemption Certificate of Registry No. 84-730123K) and from State and local government sales
and use taxes under §§39-26-704(1), et seq., C.R.S. (Colorado Sales Tax Exemption Identification Number
98-02565). The State shall not be liable for the payment of any excise, sales, or use taxes, regardless of
whether any political subdivision of the State imposes such taxes on Subrecipient. Subrecipient shall be solely
responsible for any exemptions from the collection of excise, sales or use taxes that Subrecipient may wish
to have in place in connection with this Agreement.
O. Third Party Beneficiaries
Except for the Parties’ respective successors and assigns described in §16.A, this Agreement does not and is
not intended to confer any rights or remedies upon any person or entity other than the Parties. Enforcement
of this Agreement and all rights and obligations hereunder are reserved solely to the Parties. Any services or
benefits which third parties receive as a result of this Agreement are incidental to this Agreement, and do not
create any rights for such third parties.
P. Waiver
A Party’s failure or delay in exercising any right, power, or privilege under this Agreement, whether explicit
or by lack of enforcement, shall not operate as a waiver, nor shall any single or partial exercise of any right,
power, or privilege preclude any other or further exercise of such right, power, or privilege.
Q. CORA 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 CORA.
R. Standard and Manner of Performance
Subrecipient shall perform its obligations under this Agreement in accordance with the highest standards of
care, skill and diligence in Subrecipient’s industry, trade, or profession.
S. Licenses, Permits, and Other Authorizations
i. Subrecipient shall secure, prior to the Effective Date, and maintain at all times during the term of this
Agreement, at its sole expense, all licenses, certifications, permits, and other authorizations required to
perform its obligations under this Agreement, and shall ensure that all employees, agents and
Subcontractors secure and maintain at all times during the term of their employment, agency or
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Subcontractor, all license, certifications, permits and other authorizations required to perform their
obligations in relation to this Agreement.
ii. Subrecipient, if a foreign corporation or other foreign entity transacting business in the State of Colorado,
shall obtain prior to the Effective Date and maintain at all times during the term of this Agreement, at its
sole expense, a certificate of authority to transact business in the State o f Colorado and designate a
registered agent in Colorado to accept service of process.
T. Federal Provisions
Subrecipient shall comply with all applicable requirements of Exhibits C and D at all times during the term
of this Agreement.
17. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3)
These Special Provisions apply to all agreements except where noted in italics.
A. STATUTORY APPROVAL. §24-30-202(1), C.R.S.
This Agreement shall not be valid until it has been approved by the Colorado State Controller or designee.
If this Agreement is for a Major Information Technology Project, as defined in §24 -37.5-102(2.6), C.R.S.,
then this Agreement shall not be valid until it has been approved by the State’s Chief Information Officer or
designee.
B. FUND AVAILABILITY. §24-30-202(5.5), C.R.S.
Financial obligations of the State payable after the current State Fiscal Year are contingent upon funds for
that purpose being appropriated, budgeted, and otherwise made available .
C. 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 Colorado Governmental I mmunity Act, §24-10-101, et seq., C.R.S.; 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. No term or condition of this Agreement shall be construed or
interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other
provisions, contained in these statutes.
D. INDEPENDENT CONTRACTOR.
Subrecipient shall perform its duties hereunder as an independent contractor and not as an employee. Neither
Subrecipient nor any agent or employee of Subrecipient shall be deemed to be an agent or employee of the
State. Subrecipient shall not have authorization, express or implied, to bind the State to any agreement,
liability or understanding, except as expressly set forth herein. Subrecipient 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 fo r Subrecipient or any of its agents or
employees. Subrecipient shall pay when due all applicable employment taxes and income taxes and
local head taxes incurred pursuant to this Agreement. Subrecipient 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.
E. COMPLIANCE WITH LAW.
Subrecipient shall 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.
F. CHOICE OF LAW, JURISDICTION, AND VENUE.
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. All suits or actions related to this
Agreement shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the
City and County of Denver.
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G. PROHIBITED TERMS.
Any term included in this Agreement that requires the State to indemnify or hold Subrecipient harmless;
requires the State to agree to binding arbitration; limits Subrecipient’s liability for damages resulting from
death, bodily injury, or damage to tangib le property; or that conflicts with this provision in any way shall be
void ab initio. Nothing in this Agreement shall be construed as a waiver of any provision of §24 -106-109,
C.R.S.
H. SOFTWARE PIRACY PROHIBITION.
State or other public funds payable under this Agreement shall not be used for the acquisition, operation, or
maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions.
Subrecipient hereby certifies and warrants that, during the term of this Agreement and any extensions,
Subrecipient has and shall maintain in place appropriate systems and controls to prevent such improper use
of public funds. If the State determines that Subrecipient is in violation of this provision, the State may
exercise any remedy available at law or in equity or under this Agreement, including, without limitation,
immediate termination of this Agreement and any remedy consistent with federal copyright laws or
applicable licensing restrictions.
I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. §§24-18-201 and 24-50-507,
C.R.S.
The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest
whatsoever in the service or property described in this Agreement. Subrecipient has no interest and shall not
acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of
Subrecipient’s services and Subrecipient shall not employ any person having such known interests.
J. VENDOR OFFSET AND ERRONEOUS PAYMENTS. §§24-30-202(1) and 24-30-202.4, C.R.S.
[Not applicable to intergovernmental agreements] Subject to §24-30-202.4(3.5), C.R.S., the State Controller
may withhold payment under the State’s vendor offset intercept system for debts owed to State agencies for:
(i) unpaid child support debts or child support arrearages; (ii) unpaid balances of tax, accrued interest, or
other charges specified in §§39-21-101, et seq., C.R.S.; (iii) unpaid loans due to the Student Loan Division
of the Department of Higher Education; (iv) amounts required to be paid to the Unemployment Compensation
Fund; and (v) other unpaid debts owing to the State as a result of final agency determination or judicial action.
The State may also recover, at the State’s discretion, payments made to Subrecipient in error for any reason,
including, but not limited to, overpayments or improper payments, and unexpended or excess funds received
by Subrecipient by deduction from subsequent payments under this Agreement, deduction from any payment
due under any other contracts, grants or agreements between the State and Subrecipient, or by any other
appropriate method for collecting debts owed to the State.
K. PUBLIC CONTRACTS FOR SERVICES. §§8-17.5-101, et seq., C.R.S.
[Not applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory
services or fund management services, sponsored projects, intergovernmental agreements, or information
technology services or products and services] Subrecipient certifies, warrants, and agrees that it does not
knowingly employ or contract with an illegal alien who will perform work under this Agreement and will
confirm the employment eligibility of all employees who are newly hired for e mployment in the United States
to perform work under this Agreement, through participation in the E-Verify Program or the State verification
program established pursuant to §8-17.5-102(5)(c), C.R.S., Subrecipient shall not knowingly employ or
contract with an illegal alien to perform work under this Agreement or enter into a contract with a
Subcontractor that fails to certify to Subrecipient that the Subcontractor shall not knowingly employ or
contract with an illegal alien to perform work under this Agreement. Subrecipient (i) shall not use E-Verify
Program or the program procedures of the Colorado Department of Labor and Employment (“Department
Program”) to undertake pre-employment screening of job applicants while this Agreement is being
performed, (ii) shall notify the Subcontractor and the contracting State agency or institution of higher
education within three days if Subrecipient has actual knowledge that a Subcontractor is employing or
contracting with an illegal alien for work under this Agreement, (iii) shall terminate the subcontract if a
Subcontractor does not stop employing or contracting with the illegal alien within three days of receiving the
notice, and (iv) shall comply with reasonable requests made in the course of an investigation, underta ken
pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Employment. If Subrecipient
participates in the Department program, Subrecipient shall deliver to the contracting State agency, Institution
of Higher Education or political subdivision, a written, notarized affirmation, affirming that Subrecipient has
examined the legal work status of such employee, and shall comply with all of the other requirements of the
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Department program. If Subrecipient fails to comply with any requirement of this provision or §§8-17.5-101,
et seq., C.R.S., the contracting State agency, institution of higher education or political subdivision may
terminate this Agreement for breach and, if so terminated, Subrecipient shall be liable for damages.
L. PUBLIC CONTRACTS WITH NATURAL PERSONS. §§24-76.5-101, et seq., C.R.S.
Subrecipient, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty
of perjury that Subrecipient (i) is a citizen or otherwise lawfully present in the United States pursuant to
federal law, (ii) shall comply with the provisions of §§24 -76.5-101, et seq., C.R.S., and (iii) has produced
one form of identification required by §24-76.5-103, C.R.S., prior to the Effective Date of this Agreement.
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EXHIBIT A: STATEMENT OF WORK AND CONDITIONS
Project Description* 2022-5339(b): Charging Infrastructure & Workforce Training
Federal Awarding Agency Federal Transit Administration (FTA)
Federal Regional Contact Cindy Terwilliger
Federal Award Date** To Be Determined
Project End Date December 31, 2025
FAIN** To Be Determined CFDA # 20.526
CFDA Title Bus and Bus Facilities Grants Program
Subrecipient Town of Vail UEID # R17RS3JCQZ68
Contact Name Chris Southwick Vendor # 2000003
Address 75 South Frontage Road
Vail, CO 81657-5096
Phone # (970) 479-2159
Email csouthwick@vailgov.com Indirect Rate N/A
WBS*** 22-39-08032.VAIL.117
22-39-08032.VAIL.115
ALI 11.52.20
Total Project Budget WBS*** $251,400.00
Federal FTA-5339 Funds (at 80% or less) 22-39-08032.VAIL.115 $181,120.00
Local Funds (at 20% or more) 22-39-08032.VAIL.115 $45,280.00
Total Project Amount 22-39-08032.VAIL.115 $226,400.00
Federal FTA-5339 Funds (at 80% or less) 22-39-08032.VAIL.117 $20,000.00
Local Funds (at 20% or more) 22-39-08032.VAIL.117 $5,000.00
Total Project Amount 22-39-08032.VAIL.117 $25,000.00
Total Project Amount Encumbered via this Subaward Agreement $251,400.00
*This is not a research and development grant.
**The Federal Award Date and FAIN are not available at the time of execution of this Subaward Agreement. This
information will be maintained in COTRAMS, CDOT’s transit awards management system, and will be available
upon request.
*** The WBS numbers may be replaced without changing the amount of the grant at CDOT’s discretion.
A. Project Description
Town of Vail shall use 2022 FTA-5339 funds, along with local matching funds, to purchase one (1) charging
infrastructure & workforce training as more fully described below. The purchase will support the go als of the
Statewide Transit Plan.
Town of Vail shall use capital funds to purchase the following equipment (Capital Asset):
ALI QTY Description WBS*** FTA
Amount
11.52.20 1 Acquisition of charging infrastructure with
power block
22-39-08032.VAIL.115 $181,120.00
11.52.20 1 Workforce Training 22-39-08032.VAIL.117 $20,000.00
Total $201,120.00
B. Performance Standards
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1. Project Milestones
2. Town of Vail shall use the Capital Asset(s) purchased in its transit operations and shall perform
regularly recurring maintenance with specific performance measures tied to Town of Vail’s
written maintenance plans, including manufacturer’s recommendations and warranty program(s).
Town of Vail will measure whether this project is successful and improves the efficiency,
effectiveness, and safety of transportation.
3. Performance will be reviewed throughout the duration of this Subaward Agreement. Town of Vail
shall report to the CDOT Project Manager whenever one or more of the following occurs:
a. Budget or schedule changes;
b. Scheduled milestone or completion dates are not met;
c. Identification of problem areas and how the problems will be resolved; and/or
d. Expected impacts and the efforts to recover from delays.
4. Town of Vail must comply and submit all reimbursements and reports associated, including the
assignment of “Colorado Department of Transportation” as the lienholder on the Capital Asset(s),
as a condition of project closeout.
C. Project Budget
1. The Total Project Budget is $251,400.00. CDOT will pay no more than 80% of the eligible, actual
project costs, up to the maximum amount of $181,120.00 for acquisition of four (4) chargers and
$20,000.00 for workforce training. CDOT will retain any remaining balance of the federal share of
FTA-5339 Funds. Town of Vail shall be solely responsible for all costs incurred in the project in
excess of the amount paid by CDOT from Federal Funds for the federal share of eligible, actual
costs. For CDOT accounting purposes, the Federal Funds of $181,120.00 (80%) of acquisition of
four (4) chargers project and $20,000.00 (80%) for workforce training project and matching Local
Funds of $45,280.00 (20%) of acquisition of four (4) chargers project and $5,000.00 (20%) for
workforce training project, will be encumbered for this Subaward Agreement.
2. No refund or reduction of the amount of Town of Vail’s share to be provided will be allowed
unless there is at the same time a refund or reduction of the federal share of a proportionate
amount.
3. Town of Vail may use eligible federal funds for the Local Funds share, but those funds cannot be
from other Federal Department of Transportation (DOT) programs. Town of Vail’s share, together
with the Federal Funds share, must be enough to ensure payment of the Total Project Budget.
4. Per the terms of this Subaward Agreement, CDOT shall have no obligation to provide state funds
for use on this project. CDOT will administer Federal Funds for this project under the terms of this
Subaward Agreement, provided that the federal share of FTA funds to be administered by CDOT
are made available and remain available. Town of Vail shall initiate and prosecute to completion
Milestone Description Original Estimated
Completion Date
Submit Procurement Concurrence Request (PCR) to CDOT Project Manager for
Approval
3/31/2024
Submit Procurement Authorization (PA) and solicitation docs CDOT Project Manager
for Approval
4/30/2024
Take Delivery of (First) Vehicle/Equipment/Project Property 8/31/2024
Take Delivery of and Accept All Vehicles/Equipment/Project Property 1/1/2025
Submit Reimbursement Request in COTRAMS 3/1/2025
IMPORTANT NOTE: All milestones in this Statement of Work (except for the final reimbursement request)
must be completed no later than the expiration date of this Subaward Agreement: December 31, 2025.
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all actions necessary to enable Town of Vail to provide its share of the Total Project Budget at or
prior to the time that such funds are needed to meet the Total Project Budget.
D. Procurement
Procurement of the Capital Asset(s) will comply with state procurement procedures, the DTR Quick Procurement
Guide, as well as FTA’s requirements and 2 CFR 200.320. In addition to the state requireme nts outlined below, state
and FTA procedures (where applicable) for purchase of the Capital Asset(s) must be followed and will be outlined
prior to purchase.
1. The first step in the procurement process will be to obtain an Independent Cost Estimate (ICE).
2. The second step will be to obtain a Procurement Concurrence Request (PCR) approval from the
CDOT Project Manager through COTRAMS.
3. Prior to entering into a purchasing agreement with the selected vendor, Town of Vail shall request
a Purchase Authorization (PA), and submit a vendor quote for the Capital Asset(s) in COTRAMS.
4. Upon delivery, Town of Vail shall be responsible for having the Capital Asset(s) inspected and
accepted within fifteen (15) calendar days of delivery. If defects prevent acceptance of the
Capital Asset(s), Town of Vail will contact the vendor to resolve any defects and notify CDOT.
5. Town of Vail shall be responsible for reimbursing the selected vendor within forty-five (45)
calendar days after acceptance of the Capital Asset(s).
E. Reimbursement Eligibility
Requests for reimbursement for eligible project costs will be paid to Town of Vail upon submission of a complete
reimbursement packet in COTRAMS for those eligible costs incurred during the Subaward Agreement effective
dates.
Accepted reimbursement packets will include the following completed documents:
Independent Cost Estimate (ICE)
Procurement Concurrence Request (PCR)
Purchase Authorization (PA)
Signed Notice of Acceptance (NA)
Invoice
Proof of Payment
Town of Vail must submit the final invoice within sixty (60) calendar days of acceptance of the Capital Asset(s),
and submit a Grant Closeout and Liquidation (GCL) Form in COTRAMS within fifteen (15) calendar days of
issuance of the final reimbursement payment.
F. Federal Interest-Service Life
The useful life of rolling stock begins on the date the vehicle is placed in revenue service and continues until it is
removed from revenue service. The minimum useful life in years refers to total time in transit revenue service, not
time spent stockpiled or otherwise unavailable for regular transit use. The minimum useful life in miles refers to
total miles in transit revenue service. Non-revenue miles and periods of extended removal from service do not count
towards useful life. Changes in operating circumstances, including unforeseen difficulty maintaining vehicles,
higher cost of fuel, and changes in local law limiting where vehicles can be operated are not exemptions from
minimum useful life requirements.
FTA maintains its share of the remaining federal interest upon disposition of federally assisted property before the
end of its useful life or for a value greater than $5,000 after the useful life has been met, according to the provisions
of FTA C 5010.E1 Chapter IV(4)(o)(1).
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Minimum useful life is determined by years of service or accumulation of miles, whichever comes first, in
accordance with FTA C. 5010.E1 Chapter IV(4)(f)(2).
Town of Vail shall not dispose or otherwise release the Capital Asset(s) to any other party while there is federal
interest in the Capital Asset(s) without approval from the CDOT Project Manager.
Town of Vail is responsible for making the request to the CDOT Project Manager in a timely manner, providing
appropriate documentation, if indicated, when a lien release is being requested in order to allow CDOT to process
the release of a lien.
CDOT and Town of Vail will work in conjunction with Department of Revenue (DOR) to assure the lien is released
according to state rules.
G. Training
In an effort to enhance transit safety, Town of Vail and any subrecipients and subcontractors shall make a good faith
effort to ensure that appropriate training of agency and contracted personnel is occurring and that personnel are up to
date in appropriate certifications. In particular, Town of Vail shall ensure that driving personnel are provided
professional training in defensive driving and training on the handling of mobility devices and transporting older
adults and individuals with disabilities.
H. Safety Data
Town of Vail and any subrecipients shall maintain and submit, as requested, data related to bus safety. This may
include, but not be limited to, the number of vehicle accidents within certain measurement parameters set forth by
CDOT, the number and extent of passenger injuries or claims, and the number and extent of employee accidents,
injuries, and incidents.
I. Restrictions on Lobbying
Town of Vail is certifying that it complies with 2 CFR 200.450 by entering into this Subaward Agreement.
J. Special Conditions
1. Town of Vail will comply with all requirements imposed by CDOT on Town of Vail so that the
federal award is used in accordance with federal statutes, regulations, and the terms and conditions
of the federal award.
2. Town of Vail must permit CDOT and their auditors to have access to Town of Vail’s records and
financial statements as necessary, with reasonable advance notice.
3. Record retention shall adhere to the requirements outlined in 2 CFR 200.333 and FTA C 5010.1.
4. Except as provided in this Subaward Agreement, Town of Vail shall not be reimbursed for any
purchase, issued purchase order, or leased capital equipment prior to the execution of this
Subaward Agreement.
5. Town of Vail cannot request reimbursement for costs on this project from more than one Federal
Awarding Agency or other federal awards (i.e., no duplicate billing).
6. Town of Vail must obtain CDOT approval, in writing, if FTA funds are intended to be used for
payment of a lease or for third-party contracts.
7. Town of Vail shall document any loss, damage, or theft of FTA- or state-funded property,
equipment, or rolling stock in COTRAMS.
8. If receiving FTA 5311 funding, Town of Vail shall advertise its fixed route and/or rural based
service as available to the general public and service will not be explicitly limited by trip purpose
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or client type.
9. If receiving FTA 5311 funding, Town of Vail shall maintain and report annually all information
required by the National Transit Database (NTD) and any other financial, fleet, or service data.
10. If receiving FTA 5311 or 5339 funding, Town of Vail will ensu re subcontractors and subrecipients
comply with FTA Drug and Alcohol Regulations.
11. Town of Vail shall ensure that it does not exclude from participation in, deny the benefits of, or
subject to discrimination any person in the United States on the ground of race, color, national
origin, sex, age or disability in accordance with Title VI of the Civil Rights Act of 1964.
12. Town of Vail shall seek to ensure non-discrimination in its programs and activities by developing
and maintaining a Title VI Program in accordance with the “Requirements for FTA Subrecipients”
in CDOT’s Title VI Program Plan and Federal Transit Administration Circular 4702.1B, “Title VI
Requirements and Guidelines for FTA Recipients.” The Party shall also facilitate FTA’s
compliance with Executive Order 12898 and DOT Order 5610.2(a) by incorporating the principles
of environmental justice in planning, project development, and public outreach in accordance with
FTA Circular 4703.1 “Environmental Justice Policy Guidance for Federal Transit Administ ration
Recipients.”
13. Town of Vail will provide transportation services to persons with disabilities in accordance with
Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101 et seq.
14. Town of Vail shall develop and maintain an ADA Program in accordance with 28 CFR Part 35,
Nondiscrimination on the Basis of Disability in State and Local Government Services, FTA
Circular 4710.1, and any additional requirements established by CDOT for FTA subrecipients.
15. Town of Vail shall ensure that it will comply with the Americans with Disabilities Act, Section
504 of the Rehabilitation Act, FTA guidance, and any other federal, state, and/or local laws, rules
and/or regulations. In any contract utilizing federal funds, land, or other federal aid, Town of Vail
shall require its subrecipients and/or contractors to provide a statement of written assurance that
they will comply with Section 504 and not discriminate on the basis of disability.
16. Town of Vail shall agree to produce and maintain documentation that supports compliance with
the Americans with Disabilities Act to CDOT upon request.
17. Town of Vail shall provide CDOT with an equity analysis if the project involves choosing a site or
location of a facility in accordance with FTA Circular 4702.1B.
18. Town of Vail shall update its Agency Profile in COTRAMS with any alterations to existing
construction or any new construction in accordance with FTA Circular 4710.1.
19. Town of Vail will adopt a Transit Asset Management Plan that complies with regulations
implementing 49 U.S.C. § 5326(d).
20. Town of Vail shall include nondiscrimination language and the Disadvantaged Business
Enterprise (DBE) assurance in all contracts and solicitations in accordance with DBE regulations,
49 CFR Part 26, and CDOT’s DBE program.
21. Meal delivery must not conflict with providing public transportation service or reduce service to
public transportation passengers.
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EXHIBIT B, SAMPLE OPTION LETTER
State Agency
Department of Transportation
Option Letter Number
Insert the Option Number (e.g. "1" for the first
option)
Subrecipient
Insert Subrecipient's Full Legal Name, including "Inc.",
"LLC", etc...
Original Agreement Number
Insert CMS number or Other Contract Number of
the Original Contract
Subaward Agreement Amount
Federal Funds
Option Agreement Number
Insert CMS number or Other Contract Number of
this Option Maximum Amount (%) $0.00
Local Funds Agreement Performance Beginning Date
The later of the Effective Date or Month, Day,
Year
Local Match Amount (%) $0.00
Agreement Total $0.00 Current Agreement Expiration Date
Month, Day, Year
1. OPTIONS:
A. Option to extend for an Extension Term or End of Term Extension.
2. REQUIRED PROVISIONS:
A. For use with Option 1(A): In accordance with Section(s) 2.B/2.C of the Original Agreement referenced
above, the State hereby exercises its option for an additional term/end of term extension, beginning Insert
start date and ending on the current agreement expiration date shown above, at the rates stated in the
Original Agreement, as amended.
3. OPTION EFFECTIVE DATE:
A. The effective date of this Option Letter is upon approval of the State Controller or ____, whichever is
later.
STATE OF COLORADO
Jared S. Polis, Governor
Department of Transportation
Shoshana M. Lew, Executive Director
By:_______________________
Name:________________________
Title:__________________________
Date: _________________________
In accordance with §24-30-202, C.R.S., this Option
Letter is not valid until signed and dated below by
the State Controller or an authorized delegate.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
By:_______________________________________
Department of Transportation
Option Letter Effective Date: __________________
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EXHIBIT C, GRANT FEDERAL PROVISIONS
1. APPLICABILITY OF PRO VISIONS.
1.1. The Grant to which these Federal Provisions are attached has been funded, in whole or in part, with an
Award of Federal funds. In the event of a conflict between the provisions of these Federal Provisions,
the Special Provisions, the body of the Grant, or any attachments or exhibits incorporated into and made
a part of the Grant, the provisions of these Federal Provisions shall control.
1.2 These Federal Provisions are subject to the Award as defined in §2 of these Federal Provisions, as may
be revised pursuant to ongoing guidance from the relevant Federal or State of Colorado agency or
institutions of higher education.
2. DEFINITIONS.
2.1. For the purposes of these Federal Provisions, the following terms shall have the meanings ascribed to
them below.
2.1.1. “Award” means an award of Federal financial assistance, and the Grant setting forth the terms and
conditions of that financial assistance, that a non-Federal Entity receives or administers.
2.1.2. “Entity” means:
2.1.2.1. a Non-Federal Entity;
2.1.2.2. a foreign public entity;
2.1.2.3. a foreign organization;
2.1.2.4. a non-profit organization;
2.1.2.5. a domestic for-profit organization (for 2 CFR parts 25 and 170 only);
2.1.2.6. a foreign non-profit organization (only for 2 CFR part 170) only);
2.1.2.7. a Federal agency, but only as a Subrecipient under an Award or Subaward to a non-
Federal entity (or 2 CFR 200.1); or
2.1.2.8. a foreign for-profit organization (for 2 CFR part 170 only).
2.1.3. “Executive” means an officer, managing partner or any other employee in a management position.
2.1.4. “Federal Awarding Agency” means a Federal agency providing a Federal Award to a Recipient as
described in 2 CFR 200.1
2.1.5. “Grant” means the Grant to which these Federal Provisions are attached.
2.1.6. “Grantee” means the party or parties identified as such in the Grant to which these Federal
Provisions are attached. Grantee also means Subrecipient.
2.1.7. “Non-Federal Entity” means a State, local government, Indian tribe, institution of higher education,
or nonprofit organization that carries out a Federal Award as a Recipient or a Subrecipient.
2.1.8. “Nonprofit Organization” means any corporation, trust, association, cooperative, or other
organization, not including IHEs, that:
2.1.8.1. Is operated primarily for scientific, educational, service, charitable, or similar purposes
in the public interest;
2.1.8.2. Is not organized primarily for profit; and
2.1.8.3. Uses net proceeds to maintain, improve, or expand the operations of the organization.
2.1.9. “OMB” means the Executive Office of the President, Office of Management and Budget.
2.1.10. “Pass-through Entity” means a non-Federal Entity that provides a Subaward to a Subrecipie nt to
carry out part of a Federal program.
2.1.11. “Recipient” means the Colorado State agency or institution of higher education identified as the
Grantor in the Grant to which these Federal Provisions are attached.
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2.1.12. “Subaward” means an award by a Recipient to a Subrecipient or a Contractor funded in whole or in
part by a Federal Award. The terms and conditions of the Federal Award flow down to the Subaward
unless the terms and conditions of the Federal Award specifically indicate otherwise in accordance
with 2 CFR 200.101. The term does not include payments to a contractor or payments to an
individual that is a beneficiary of a Federal program.
2.1.13. “Subrecipient” or “Subgrantee” means a non-Federal Entity (or a Federal agency under an Award
or Subaward to a non-Federal Entity) receiving Federal funds through a Recipient to support the
performance of the Federal project or program for which the Federal funds were awarded. A
Subrecipient is subject to the terms and conditions of the Federal Award to the Recipient, including
program compliance requirements. The term does not include an individual who is a beneficiary of
a federal program. Subrecipient also means Grantee.
2.1.14. “System for Award Management (SAM)” means the Federal repository into which an Entity must
enter the information required under the Transparency Act, which may be found at
http://www.sam.gov.
2.1.15. “Total Compensation” means the cash and noncash dollar value earned by an Executive during the
Subrecipient’s preceding fiscal year (see 48 CFR 52.204-10, as prescribed in 48 CFR 4.1403(a))
and includes the following:
2.1.15.1. Salary and bonus;
2.1.15.2. Awards of stock, stock options, and stock appreciation rights, using the dollar amount
recognized for financial statement reporting purposes with respect to the fiscal year in
accordance with the Statement of Financial Accounting Standards No. 123 (Revised
2005) (FAS 123R), Shared Based Payments;
2.1.15.3. Earnings for services under non-equity incentive plans, not including group life,
health, hospitalization or medical reimbursement plans that do not discriminate in
favor of Executives and are available generally to all salaried employees;
2.1.15.4. Change in present value of defined benefit and actuarial pension plans;
2.1.15.5. Above-market earnings on deferred compensation which is not tax-qualified;
2.1.15.6. Other compensation, if the aggregate value of all such other compensation (e.g.,
severance, termination payments, value of life insurance paid on behalf of the
employee, perquisites or property) for the Executive exceeds $10,000.
2.1.16. “Transparency Act” means the Federal Funding Accountability and Transparency Act of 2006
(Public Law 109-282), as amended by §6202 of Public Law 110 -252.
2.1.17. “Unique Entity ID” means the Unique Entity ID established by the federal government for a Grantee
or Subrecipient at https://sam.gov/content/home.
2.1.18. “Uniform Guidance” means the Office of Management and Budget Uniform Administrative
Requirements, Cost Principles, and Audit Requirements for Federal Awards. The terms and
conditions of the Uniform Guidance flow down to Awards to Subrecipients unless the Uniform
Guidance or the terms and conditions of the Federal Award specifically indicate otherwise.
3. COMPLIANCE.
3.1. Subrecipient shall comply with all applicable provisions of the Transparency Act and the regulations
issued pursuant thereto, all applicable provisions of the Uniform Guidance, and all applicable Federal
Laws and regulations required by this Federal Award. Any revisions to such provisions or regulations
shall automatically become a part of these Federal Provisions, without the necessity of either party
executing any further instrument. The State of Colorado, at its discretion, may provide written
notification to Subrecipient of such revisions, but such notice shall not be a condition precedent to the
effectiveness of such revisions.
4. SYSTEM FOR AWARD MANAGEMENT (SAM) AND UNIQUE ENTITY ID REQUIREMENTS.
4.1. SAM. Subrecipient shall maintain the currency of its information in SAM until the Subrecipient submits
the final financial report required under the Award or receives final payment, whichever is later.
Subrecipient shall review and update SAM information at least annually after the initial registration, and
more frequently if required by changes in its information.
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4.2. Unique Entity ID. Subrecipient shall provide its Unique Entity ID to its Recipient, and shall update
Subrecipient’s information at http://www.sam.gov at least annually after the initial registration, and more
frequently if required by changes in Subrecipient’s information.
5. TOTAL COMPENSATION.
5.1. Subrecipient shall include Total Compensation in SAM for each of its five most highly compensated
Executives for the preceding fiscal year if:
5.1.1. The total Federal funding authorized to date under the Award is $30,000 or more; and
5.1.2. In the preceding fiscal year, Subrecipient received:
5.1.2.1. 80% or more of its annual gross revenues from Federal procurement contracts and
subcontracts and/or Federal financial assistance Awards or Subawards subject to the
Transparency Act; and
5.1.2.2. $30,000,000 or more in annual gross revenues from Federal procurement contracts and
subcontracts and/or Federal financial assistance Awards or Subawards subject to the
Transparency Act; and
5.1.2.3. The public does not have access to information about the compensation of such Executives
through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act
of 1934 (15 U.S.C. 78m(a), 78o(d) or § 6104 of the Internal Revenue Code of 1986.
6. REPORTING.
6.1. Pursuant to the Transparency Act, Subrecipient shall report data elements to SAM and to the Recipient
as required in this Exhibit. No direct payment shall be made to Subrecipient for providing any reports
required under these Federal Provisions and the cost of producing such reports shall be included in the
Grant price. The reporting requirements in this Exhibit are based on guidance from the OMB, and as
such are subject to change at any time by OMB. Any such changes shall be automatically incorporated
into this Grant and shall become part of Subrecipient’s obligations under this Grant.
7. EFFECTIVE DATE AND DOLLAR THRESHOLD FOR REPORTING.
7.1. Reporting requirements in §8 below apply to new Awards as of October 1, 2010, if the initial award is
$30,000 or more. If the initial Award is below $30,000 but subsequent Award modifications result in a
total Award of $30,000 or more, the Award is subject to the reporting requirements as of the date the
Award exceeds $30,000. If the initial Award is $30,000 or more, but funding is subsequently de -
obligated such that the total award amount falls below $30,000, the Award shall continue to be subject
to the reporting requirements.
7.2. The procurement standards in §9 below are applicable to new Awards made by Recipient as of December
26, 2015. The standards set forth in §11 below are applicable to audits of fiscal years beginning on or
after December 26, 2014.
8. SUBRECIPIENT REPORTING REQUIREMENTS.
8.1. Subrecipient shall report as set forth below.
8.1.1. To SAM. A Subrecipient shall register in SAM and report the following data elements in SAM for
each Federal Award Identification Number (FAIN) assigned by a Federal agency to a Recipient no
later than the end of the month following the month in which the Subaward was made:
8.1.1.1. Subrecipient Unique Entity ID;
8.1.1.2. Subrecipient Unique Entity ID if more than one electronic funds transfer (EFT)
account;
8.1.1.3. Subrecipient parent’s organization Unique Entity ID;
8.1.1.4. Subrecipient’s address, including: Street Address, City, State, Country, Zip + 4, and
Congressional District;
8.1.1.5. Subrecipient’s top 5 most highly compensated Executives if the criteria in §4 above
are met; and
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8.1.1.6. Subrecipient’s Total Compensation of top 5 most highly compensated Executives if
the criteria in §4 above met.
8.1.2. To Recipient. A Subrecipient shall report to its Recipient, upon the effective date of the Grant, the
following data elements:
8.1.2.1. Subrecipient’s Unique Entity ID as registered in SAM.
8.1.2.2. Primary Place of Performance Information, including: Street Address, City, S tate,
Country, Zip code + 4, and Congressional District.
9. PROCUREMENT STANDARDS.
9.1. Procurement Procedures. A Subrecipient shall use its own documented procurement procedures which
reflect applicable State, local, and Tribal laws and applicable regulations, provided that the procurements
conform to applicable Federal law and the standards identified in the Uniform Guidance, including
without limitation, 2 CFR 200.318 through 200.327 thereof.
9.2. Domestic preference for procurements (2 CFR 200.322). As appropri ate and to the extent consistent
with law, the non-Federal entity should, to the greatest extent practicable under a Federal award, provide
a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United
States (including but not limited to iron, aluminum, steel, cement, and other manufactured products).
The requirements of this section must be included in all subawards including all contracts and purchase
orders for work or products under this award.
9.3. Procurement of Recovered Materials. If a Subrecipient is a State Agency or an agency of a political
subdivision of the State, its contractors must comply with section 6002 of the Solid Waste Disposal Act,
as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include
procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR
part 247, that contain the highest percentage of recovered materials practicable, consistent with
maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or
the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid
waste management services in a manner that maximizes energy and resource recovery; and establishing
an affirmative procurement program for procurement of recovered materials identified in the EPA
guidelines.
9.4. Never contract with the enemy (2 CFR 200.215). Federal awarding agencies and recipients are subject
to the regulations implementing “Never contract with the enemy” in 2 CFR part 183. The regulations in
2 CFR part 183 affect covered contracts, grants and cooperative agreements that are expected to exceed
$50,000 within the period of performance, are performed outside t he United States and its territories,
and are in support of a contingency operation in which members of the Armed Forces are actively
engaged in hostilities.
9.5. Prohibition on certain telecommunications and video surveillance services or equipment (2 CFR
200.216). Subrecipient is prohibited from obligating or expending loan or grant funds on certain
telecommunications and video surveillance services or equipment pursuant to 2 CFR 200.216.
10. ACCESS TO RECORDS.
10.1. A Subrecipient shall permit Recipient and its auditors to have access to Subrecipient’s records and
financial statements as necessary for Recipient to meet the requirements of 2 CFR 200.332
(Requirements for pass-through entities), 2 CFR 200.300 (Statutory and national policy requirements)
through 2 CFR 200.309 (Period of performance), and Subpart F-Audit Requirements of the Uniform
Guidance.
11. SINGLE AUDIT REQUIREMENTS.
11.1. If a Subrecipient expends $750,000 or more in Federal Awards during the Subrecipient’s fiscal year, the
Subrecipient shall procure or arrange for a single or program-specific audit conducted for that year in
accordance with the provisions of Subpart F-Audit Requirements of the Uniform Guidance, issued
pursuant to the Single Audit Act Amendments of 1996, (31 U.S.C. 7501-7507). 2 CFR 200.501.
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11.1.1. Election. A Subrecipient shall have a single audit conducted in accordance with Uniform Guidance
2 CFR 200.514 (Scope of audit), except when it elects to have a program-specific audit conducted
in accordance with 2 CFR 200.507 (Program-specific audits). The Subrecipient may elect to have
a program-specific audit if Subrecipient expends Federal Awards under only one Federal program
(excluding research and development) and the Federal program’s statutes, regulations, or the terms
and conditions of the Federal award do not require a financial statement audit of Recipient. A
program-specific audit may not be elected for research and development unless all of the Federal
Awards expended were received from Recipient and Recipient approves in advance a program -
specific audit.
11.1.2. Exemption. If a Subrecipient expends less than $750,000 in Federal Awards during its fiscal year,
the Subrecipient shall be exempt from Federal audit requirements for that year, except as noted in 2
CFR 200.503 (Relation to other audit requirements), but records shall be available for review or
audit by appropriate officials of the Federal agency, the State, and the Government Accountability
Office.
11.1.3. Subrecipient Compliance Responsibility. A Subrecipient shall procure or otherwise arrange for the
audit required by Subpart F of the Uniform Guidance and ensure it is properly performed and
submitted when due in accordance with the Uniform Guidance. Subrecipient shall prepare
appropriate financial statements, including the schedule of expenditure s of Federal awards in
accordance with 2 CFR 200.510 (Financial statements) and provide the auditor with access to
personnel, accounts, books, records, supporting documentation, and other information as needed for
the auditor to perform the audit required by Uniform Guidance Subpart F-Audit Requirements.
12. REQUIRED PROVISIONS FOR SUBRECEPIENT WITH SUBCONTRACTORS.
12.1. In addition to other provisions required by the Federal Awarding Agency or the Recipient, Subrecipients
shall include all of the following applicable provisions;
12.1.1. For agreements with Subrecipients – Include the terms in the Grant Federal Provisions
Exhibit (this exhibit)
12.1.2. For contracts with Subcontractors – Include the terms in the Contract Federal Provisions
Exhibit. LINK
13. CERTIFICATIONS.
13.1. Unless prohibited by Federal statutes or regulations, Recipient may require Subrecipient to submit
certifications and representations required by Federal statutes or regulations on an annual basis. 2 CFR
200.208. Submission may be required more frequently if Subrecipient fails to meet a requirement of the
Federal award. Subrecipient shall certify in writing to the State at the end of the Award that the project
or activity was completed or the level of effort was expended. 2 CFR 200.201(3). If the requi red level
of activity or effort was not carried out, the amount of the Award must be adjusted.
14. EXEMPTIONS.
14.1. These Federal Provisions do not apply to an individual who receives an Award as a natural person,
unrelated to any business or non-profit organization he or she may own or operate in his or her name.
14.2. A Subrecipient with gross income from all sources of less than $300,000 in the previous tax year is
exempt from the requirements to report Subawards and the Total Compensation of its most highly
compensated Executives.
15. EVENT OF DEFAULT AND TERMINATION.
15.1. Failure to comply with these Federal Provisions shall constitute an event of default under the Grant and
the State of Colorado may terminate the Grant upon 30 days prior written notice if the default rema ins
uncured five calendar days following the termination of the 30-day notice period. This remedy will be
in addition to any other remedy available to the State of Colorado under the Grant, at law or in equity.
15.2. Termination (2 CFR 200.340). The Federal Award may be terminated in whole or in part as follows:
15.2.1. By the Federal Awarding Agency or Pass-through Entity, if a Non-Federal Entity fails to comply
with the terms and conditions of a Federal Award;
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15.2.2. By the Federal awarding agency or Pass-through Entity, to the greatest extent authorized by law, if
an award no longer effectuates the program goals or agency priorities;
15.2.3. By the Federal awarding agency or Pass-through Entity with the consent of the Non-Federal Entity,
in which case the two parties must agree upon the termination conditions, including the effective
date and, in the case of partial termination, the portion to be terminated;
15.2.4. By the Non-Federal Entity upon sending to the Federal Awarding Agency or Pass-through Entity
written notification setting forth the reasons for such termination, the effective date, and, in the case
of partial termination, the portion to be terminated. However, if the Federal Awarding Agency or
Pass-through Entity determines in the case of partial termination that the reduced or mo dified
portion of the Federal Award or Subaward will not accomplish the purposes for which the Federal
Award was made, the Federal Awarding Agency or Pass-through Entity may terminate the Federal
Award in its entirety; or
15.2.5. By the Federal Awarding Agency or Pass-through Entity pursuant to termination provisions
included in the Federal Award.
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EXHIBIT D, REQUIRED FEDERAL CONTRACT/AGREEMENT CLAUSES
Section 3(l) – No Federal government obligations to third-parties by use of a disclaimer
No Federal/State Government Commitment or Liability to Third Parties. Except as the Federal Government or
CDOT expressly consents in writing, the Subrecipient agrees that:
(1) The Federal Government or CDOT does not and shall not have any commitment or liability related to the
Underlying Agreement, to any Third party Participant at any tier, or to any other person or entity that is not
a party (FTA, CDOT or the Subrecipient) to the underlying Agreement, and
(2) Notwithstanding that the Federal Government or CDOT may have concurred in or approved any Solicitation
or Third party Agreement at any tier that may affect the underlying Agreement, the Federal Government and
CDOT does not and shall not have any commitment or liability to any Third Party Participant or other entity
or person that is not a party (FTA, CDOT, or the Subrecipient) to the underlying Agreement.
Section 4(f) – Program fraud and false or fraudulent statements and related acts
False or Fraudulent Statements or Claims.
(1) Civil Fraud. The Subrecipient acknowledges and agrees that:
(a) Federal laws, regulations, and requirements apply to itself and its Agreement, including the Program
Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq., and U.S. DOT regulations,
“Program Fraud Civil Remedies,” 49 CFR part 31.
(b) By executing the Agreement, the Subrecipient certifies and affirms to the Federal Government the
truthfulness and accuracy of any claim, statement, submission, certification, assurance, affirmation, or
representation that the Subrecipient provides to the Federal Government and CDOT.
(c) The Federal Government and CDOT may impose the penalties of the Program Fraud Civil Remedies
Act of 1986, as amended, and other applicable penalties if the Subrecipient presents, submits, or makes
available any false, fictitious, or fraudulent information.
(2) Criminal Fraud. The Subrecipient acknowledges that 49 U.S.C. § 5323(l)(1) authorizes the Federal
Government to impose the penalties under 18 U.S.C. § 1001 if the Subrecipient provides a false, fictitious,
or fraudulent claim, statement, submission, certification, assurance, or representation in connection with a
federal public transportation program under 49 U.S.C. chapter 53 or any other applicable federal law.
Section 9. Record Retention and Access to Sites of Performance.
(a) Types of Records. The Subrecipient agrees that it will retain, and will require its Third party Participants to retain,
complete and readily accessible records related in whole or in part to the underlying Agreement, including, but
not limited to, data, documents, reports, statistics, subagreements, leases, third party contracts, arrangements,
other third party agreements of any type, and supporting materials related to those records.
(b). Retention Period. The Subrecipient agrees to comply with the record retention requirements in the applicable U.S.
OT Common Rule. Records pertaining to its Award, the accompanying underlyingAgreement, and any
Amendments thereto must be retained from the day the underlying Agreement was signed by the authorized FTA
(or State) official through the course of the Award, the accompanying Agreement, and any Amendments thereto
until three years after the Subrecipient has submitted its last or final expenditure report, and other pending matters
are closed.
(c) Access to Recipient and Third party Participant Records. The Subrecipient agrees and assures that each
Subrecipient, if any, will agree to:
(1) Provide, and require its Third Party Participants at each tier to provide, sufficient acces s to inspect and audit
records and information related to its Award, the accompanying Agreement, and any Amendments thereto to
the U.S. Secretary of Transportation or the Secretary’s duly authorized representatives, to the Comptroller
General of the United States, and the Comptroller General’s duly authorized representatives, and to the
Subrecipient and each of its Subrecipients,
(2) Permit those individuals listed above to inspect all work and materials related to its Award, and to audit any
information related to its Award under the control of the Subrecipient or Third party Participant within books,
records, accounts, or other locations, and
(3) Otherwise comply with 49 U.S.C. § 5325(g), and federal access to records requirements as set forth in the
applicable U.S. DOT Common Rules.
(d) Access to the Sites of Performance. The Subrecipient agrees to permit, and to require its Third party Participants
to permit, FTA and CDOT to have access to the sites of performance of its Award, the accompanying Agreement,
and any Amendments thereto, and to make site visits as needed in compliance with State and the U.S. DOT
Common Rules.
(e) Closeout. Closeout of the Award does not alter the record retention or access requirements o f this section of the
Master Agreement.
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3(G) – Federal Changes
Application of Federal, State, and Local Laws, Regulations, Requirements, and Guidance .
The Subrecipient agrees to comply with all applicable federal requirements and federal guidance. All standards
or limits are minimum requirements when those standards or limits are included in the Recipient’s Agreement or
this Master Agreement. At the time the FTA Authorized Official (or CDOT) awards federal assistance to the
Subrecipient in support of the Agreement, the federal requirements and guidance that apply then may be modified
from time to time and will apply to the Subrecipient or the accompanying Agreement, except as FTA determines
otherwise in writing.
12 – Civil Rights
(c) Nondiscrimination – Title VI of the Civil Rights Act. The Subrecipient agrees to, and assures that each Third
party Participant, will:
(1) Prohibit discrimination on the basis of race, color, or national origin,
(2) Comply with:
(i) Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d et seq.;
(ii) U.S. DOT regulations, “Nondiscrimination in Federally-Assisted Programs of the Department of
Transportation – Effectuation of Title VI of the Civil Rights Act of 1964,” 49 CFR part 21; and
(iii) Federal transit law, specifically 49 U.S.C. § 5332; and
(3) Follow:
(i) The most recent edition of FTA Circular 4702.1, “Title VI Requirements and Guidelines for Federal
Transit Administration Recipients,” to the extent consistent with applicable federal laws,
regulations, requirements, and guidance;
(ii) U.S. DOJ, “Guidelines for the enforcement of Title VI, Civil Rights Act of 1964,” 28 CFR § 50.3;
and
(iii) All other applicable federal guidance that may be issued.
(d) Equal Employment Opportunity.
(1) Federal Requirements and Guidance. The Subrecipient agrees to, and assures that each Third Party
Participant will prohibit discrimination on the basis of race, color, religion, sex, sexual orientation,
gender identity, or national origin, and:
(i) Comply with Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e et seq.;
(ii) Comply with Title I of the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. §§
12101, et seq.;
(iii) Facilitate compliance with Executive Order No. 11246, “Equal Employment Opportunity”
September 24, 1965 (42 U.S.C. § 2000e note), as amended by any later Executive Order that amends
or supersedes it in part and is applicable to federal assistance programs;
(iv) Comply with federal transit law, specifically 49 U.S.C. § 5332, as provided in section 12 of th e
Master Agreement;
(v) FTA Circular 4704.1 “Equal Employment Opportunity (EEO) Requirements and Guidelines for
Federal Transit Administration Recipients;” and
(vi) Follow other federal guidance pertaining to EEO laws, regulations, and requirements .
(2). Specifics. The Subrecipient agrees to, and assures that each Third Party Participant will:
(i) Affirmative Action. Take affirmative action that includes, but is not limited to:
(A) Recruitment advertising, recruitment, and employment;
(B) Rates of pay and other forms of compensation;
(C) Selection for training, including apprenticeship, and upgrading; and
(D) Transfers, demotions, layoffs, and terminations; but
(ii) Indian Tribe. Recognize that Title VII of the Civil Rights Act of 1964, as amended, exempts Indian
Tribes under the definition of “Employer,” and
(3) Equal Employment Opportunity Requirements for Construction Activities . Comply, when undertaking
“construction” as recognized by the U.S. Department of Labor (U.S. DOL), with:
(i) U.S. DOL regulations, “Office of Federal Contract Compliance Programs, Equal Employment
Opportunity, Department of Labor,” 41 CFR chapter 60; and
(ii) Executive Order No. 11246, “Equal Employment Opportunity in Federal Employment,” September
24, 1965, 42 U.S.C. § 2000e note, as amended by any later Executive Order that amends or
supersedes it, referenced in 42 U.S.C. § 2000e note.
(h) Nondiscrimination on the Basis of Disability. The Subrecipient agrees to comply with the following federal
prohibitions against discrimination on the basis of disability:
(1) Federal laws, including:
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(i) Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, which prohibits
discrimination on the basis of disability in the administration of federally assisted Programs,
Projects, or activities;
(ii) The Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. § 12101 et seq., which
requires that accessible facilities and services be made available to individuals with disabilities:
(A) For FTA Recipients generally, Titles I, II, and III of the ADA apply; but
(B) For Indian Tribes, Titles II and III of the ADA apply, but Title I of the ADA does n ot apply
because it exempts Indian Tribes from the definition of “employer;”
(iii) The Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., which requires that
buildings and public accommodations be accessible to individuals with disab ilities;
(iv) Federal transit law, specifically 49 U.S.C. § 5332, which now includes disability as a prohibited
basis for discrimination; and
(v) Other applicable federal laws, regulations, and requirements pertaining to access for seniors or
individuals with disabilities.
(2) Federal regulations and guidance, including:
(i) U.S. DOT regulations, “Transportation Services for Individuals with Disabilities (ADA),” 49 CFR
part 37;
(ii) U.S. DOT regulations, “Nondiscrimination on the Basis of Disability in Programs and Activities
Receiving or Benefiting from Federal Financial Assistance,” 49 CFR part 27;
(iii) Joint U.S. Architectural and Transportation Barriers Compliance Board (U.S. ATB CB) and U.S.
DOT regulations, “Americans With Disabilities (ADA) Accessibility Specifications for
Transportation Vehicles,” 36 CFR part 1192 and 49 CFR part 38;
(iv) U.S. DOT regulations, “Transportation for Individuals with Disabilities: Passenger Vessels,” 49
CFR part 39;
(v) U.S. DOJ regulations, “Nondiscrimination on the Basis of Disability in State and Local
Government Services,” 28 CFR part 35;
(vi) U.S. DOJ regulations, “Nondiscrimination on the Basis of Disability by Public Accommodations
and in Commercial Facilities,” 28 CFR part 36;
(vii) U.S. EEOC, “Regulations to Implement the Equal Employment Provisions of the Americans with
Disabilities Act,” 29 CFR part 1630;
(viii) U.S. Federal Communications Commission regulations, “Telecommunications Relay Services and
Related Customer Premises Equipment for Persons with Disabilities,” 47 CFR part 64, Subpart F;
(ix) U.S. ATBCB regulations, “Electronic and Information Technology Accessibility Standards,” 36
CFR part 1194;
(x) FTA regulations, “Transportation for Elderly and Handicapped Persons,” 49 CFR part 609;
(x) FTA Circular 4710.1, “Americans with Disabilities Act: Guidance;” and
(xi) Other applicable federal civil rights and nondiscrimination regulations and guidance.
Incorporation of FTA Terms – 16.a.
(a) Federal Laws, Regulations, Requirements, and Guidance. The Subrecipient agrees:
(1) To comply with the requirements of 49 U.S.C. chapter 53 and other applicable federal laws, regulations,
and requirements in effect now or later that affect its third party procurements;
(2) To comply with the applicable U.S. DOT Common Rules; and
(3) To follow the most recent edition and any revisions of FTA Circular 4220.1, “Third Party Contracting
Guidance,” to the extent consistent with applicable federal laws, regulations, requirements, and
guidance.
Energy Conservation – 26.j
(a) Energy Conservation. The Subrecipient agrees to, and assures that its Subrecipients, will comply with the
mandatory energy standards and policies of its state energy conservation plans under the Energy Policy and
Conservation Act, as amended, 42 U.S.C. § 6321 et seq., and perform an energy assessment for any building
constructed, reconstructed, or modified with federal assistance required under FTA regulation s,
“Requirements for Energy Assessments,” 49 CFR part 622, subpart C.
Applicable to Awards exceeding $10,000
Section 11. Right of the Federal Government to Terminate.
(a) Justification. After providing written notice to the Subrecipient, the Subrecipient agrees that the Federal
Government may suspend, suspend then terminate, or terminate all or any part of the federal assistance for the
Award if:
(1) The Subrecipient has failed to make reasonable progress implementing the Award;
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(2) The Federal Government determines that continuing to provide federal assistance to support the Award does
not adequately serve the purposes of the law authorizing the Award; or
(3) The Subrecipient has violated the terms of the Agreement, especially if that violation would endanger
substantial performance of the Agreement.
(b) Financial Implications. In general, termination of federal assistance for the Award will not invalidate obligations
properly incurred before the termination date to the extent that the obligations cannot be canceled. The Federal
Government may recover the federal assistance it has provided for the Award, including the federal assistance for
obligations properly incurred before the termination date, if it determines that the Subrecipient has misused its
federal assistance by failing to make adequate progress, failing to make appropriate use of the Project property,
or failing to comply with the Agreement, and require the Subrecipient to refund the entire amount or a lesser
amount, as the Federal Government may determine including obligations properly incurred before the termination
date.
(c) Expiration of the Period of Performance. Except for a Full Funding Grant Agreement, expiration of any period of
performance established for the Award does not, by itself, constitute an expiration or termination of the Award;
FTA may extend the period of performance to assure that each Formula Project or related activities and each
Project or related activities funded with “no year” funds can receive FTA assistance to th e extent FTA deems
appropriate.
Applicable to Awards exceeding $25,000
From Section 4. Ethics.
(a) Debarment and Suspension. The Subrecipient agrees to the following:
(1) It will comply with the following requirements of 2 CFR part 180, subpart C, as adopted and
supplemented by U.S. DOT regulations at 2 CFR part 1200.
(2) It will not enter into any “covered transaction” (as that phrase is defined at 2 CFR §§ 180.220 and
1200.220) with any Third Party Participant that is, or whose principal is, suspended, d ebarred, or
otherwise excluded from participating in covered transactions, except as authorized by-
(i) U.S. DOT regulations, “Nonprocurement Suspension and Debarment,” 2 CFR part 1200;
(ii) U.S. OMB regulatory guidance, “Guidelines to Agencies on Government-wide Debarment and
Suspension (Nonprocurement),” 2 CFR part 180; and
(iii) Other applicable federal laws, regulations, or requirements regarding participation with debarred or
suspended Subrecipients or Third Party Participants.
(3) It will review the U.S. GSA “System for Award Management – Lists of Parties Excluded from Federal
Procurement and Nonprocurement Programs,” if required by U.S. DOT regulations, 2 CFR part 1200.
(4) It will that its Third Party Agreements contain provisions necessary to flow down these suspension and
debarment provisions to all lower tier covered transactions.
(5) If the Subrecipient suspends, debars, or takes any similar action against a Third Party Participant or
individual, the Subrecipient will provide immediate written notice to the:
(i) FTA Regional Counsel for the Region in which the Subrecipient is located or implements the
underlying Agreement,
(ii) FTA Headquarters Manager that administers the Grant or Cooperative Agreement, or
(iii) FTA Chief Counsel.
Applicable to Awards exceeding the simplified acquisition threshold ($100,000-see Note)
Note: Applicable when tangible property or construction will be acquired
Section 15. Preference for United States Products and Services.
Except as the Federal Government determines otherwise in writing, the Subrecipient agrees to comply with FTA’s
U.S. domestic preference requirements and follow federal guidance, including:
Buy America. The domestic preference procurement requirements of 49 U.S.C. § 5323(j), and FTA regulations,
“Buy America Requirements,” 49 CFR part 661, to the extent consistent with 49 U.S.C. § 5323(j).
Section 39. Disputes, Breaches, Defaults, and Litigation.
(a) FTA Interest. FTA has a vested interest in the settlement of any violation of federal law, regulation, or
disagreement involving the Award, the accompanying underlying Agreement, and any Amendments thereto
including, but not limited to, a default, breach, major dispute, or litigation, and FTA reserves the right to
concur in any settlement or compromise.
(b) Notification to FTA; Flow Down Requirement. If a current or prospective legal matter that may affect the
Federal Government emerges, the Subrecipient must promptly notify the FTA Chief Counseland FTA
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Regional Counsel for the Region in which the Subrecipient is located. The Subrecipient must include a similar
notification requirement in its Third Party Agreements and must require each Third Party Participant to
include an equivalent provision in its subagreements at every tier, for any agreement that is a “covered
transaction” according to 2 C.F.R. §§ 180.220 and 1200.220.
(1) The types of legal matters that require notification include, but are not limited to, a major dispute, breach,
default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in
any forum for any reason.
(2) Matters that may affect the Federal Government include, but are not limited to, the Federal Government’s
interests in the Award, the accompanying Underlying Agreement, and any Amendments thereto, or the
Federal Government’s administration or enforcement of federal laws, regulations, and requirements.
(3) Additional Notice to U.S. DOT Inspector General. The Subrecipient must promptly notify the U.S. DOT
Inspector General in addition to the FTA Chief Counsel or Regional Counsel for the Region in which
the Subrecipient is located, if the Subrecipient has knowledge of potential fraud, waste, or abuse
occurring on a Project receiving assistance from FTA. The notification provision applies if a person has
or may have submitted a false claim under the False Claims Act, 31 U.S.C. § 3729, et seq., or has or may
have committed a criminal or civil violation of law pertaining to such matters as fraud, conflict of
interest, bid rigging, misappropriation or embezzlement, bribery, gratuity, or similar misconduct
involving federal assistance. This responsibility occurs whether the Project is subject to this Agreement
or another agreement between the Subrecipient and FTA, or an agreement involving a principal, officer,
employee, agent, or Third Party Participant of the Subrecipient. It also applies to subcontractors at any
tier. Knowledge, as used in this paragraph, includes, but is not limited to, knowledge of a criminal or
civil investigation by a Federal, state, or local law enforcement or other investigative agency, a criminal
indictment or civil complaint, or probable cause that could support a criminal indictment, or any other
credible information in the possession of the Subrecipient. In this paragraph, “promptly” means to refer
information without delay and without change. This notification provision applies to all divisions of the
Subrecipient, including divisions tasked with law enforcement or investigatory functions.
(c) Federal Interest in Recovery. The Federal Government retains the right to a proportionate share of any
proceeds recovered from any third party, based on the percentage of the federal share for the Agreement .
Notwithstanding the preceding sentence, the Subrecipient may return all liquidated damages it receives to its
Award Budget for its Agreement rather than return the federal share of those liquidated damages to the
Federal Government, provided that the Subrecipient receives FTA’s prior written concurrence.
(d) Enforcement. The Subrecipient must pursue its legal rights and remedies available under any third party
agreement, or any federal, state, or local law or regulation.
Applicable to Awards exceeding $100,000 by Statute
From Section 4. Ethics.
a. Lobbying Restrictions. The Subrecipient agrees that neither it nor any Third Party Participant will use federal
assistance to influence any officer or employee of a federal agency, member of Congress or an employee of a
member of Congress, or officer or employee of Congress on matters that involve the underlying Agreement,
including any extension or modification, according to the following:
(1) Laws, Regulations, Requirements, and Guidance. This includes:
(i) The Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352, as amended;
(ii) U.S. DOT regulations, “New Restrictions on Lobbying,” 49 CFR part 20, to the extent consistent with
31 U.S.C. § 1352, as amended; and
(iii) Other applicable federal laws, regulations, requirements, and guidance prohibiting the use of federal
assistance for any activity concerning legislation or appropriations designed to influence the U.S.
Congress or a state legislature; and
(2) Exception. If permitted by applicable federal law, regulations, requirements, or guidance, such lobbying
activities described above may be undertaken through the Subrecipient’s or Subrecipient’s proper official
channels.
Section 26. Environmental Protections – Clean Air and Clean Water
(d) Other Environmental Federal Laws. The Subrecipient agrees to comply or facilitate compliance, and assures
that its Third Party Participants will comply or facilitate compliance, with all applicable federal laws,
regulations, and requirements, and will follow applicable guidance, including, but not limited to, the Clean
Air Act, Clean Water Act, Wild and Scenic Rivers Act of 1968, Coastal Zone Management Act of 1972, the
Endangered Species Act of 1973, Magnuson Stevens Fishery Conservation and Management Act, Resource
Conservation and Recovery Act, Comprehensive Environmental Response, Compensation, and Liability Act,
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Executive Order No. 11990 relating to “P rotection of Wetlands,” and Executive Order No. 11988, as
amended, “Floodplain Management.”
Applicable with the Transfer of Property or Persons
Section 15. Preference for United States Products and Services.
Except as the Federal Government determines otherwise in writing, the Subrecipient agrees to comply with FTA’s
U.S. domestic preference requirements and follow federal guidance, including:
(a) Buy America. The domestic preference procurement requirements of 49 U.S.C. § 5323(j), and FTA
regulations, “Buy America Requirements,” 49 CFR part 661, to the extent consistent with 49 U.S.C. §
5323(j);
(c) Cargo Preference. Preference – Use of United States-Flag Vessels. The shipping requirements of 46 U.S.C.
§ 55305, and U.S. Maritime Administration regulations, “Cargo Preference – U.S.-Flag Vessels,” 46 CFR
part 381; and
(d) Fly America. The air transportation requirements of Section 5 of the International Air Transportation Fair
Competitive Practices Act of 1974, as amended, 49 U.S.C. § 40118, and U.S. General Services
Administration (U.S. GSA) regulations, “Use of United States Flag Air Carriers,” 41 CFR §§ 301-10.131 –
301-10.143.
Applicable to Construction Activities
Section 24. Employee Protections.
a. Awards Involving Construction. The Subrecipient agrees to comply and assures that each Third Party Participant
will comply with all federal laws, regulations, and requirements providing protections for construction employees
involved in each Project or related activities with federal assistance provided through the underlying Agreement,
including the:
(1) Prevailing Wage Requirements of:
(i) Federal transit laws, specifically 49 U.S.C. § 5333(a), (FTA’s “Davis -Bacon Related Act”);
(ii) The Davis-Bacon Act, 40 U.S.C. §§ 3141 – 3144, 3146, and 3147; and
(iii) U.S. DOL regulations, “Labor Standards Provisions Applicable to Contracts Covering Federally
Financed and Assisted Construction (also Labor Standards Provisions Applicable to Nonconstruction
Contracts Subject to the Contract Work Hours and Safety Standards Act),” 29 CFR part 5.
(2) Wage and Hour Requirements of:
(i) Section 102 of the Contract Work Hours and Safety Standards Act, as amended, 40 U.S.C. § 3702, and
other relevant parts of that Act, 40 U.S.C. § 3701 et seq.; and
(ii) U.S. DOL regulations, “Labor Standards Provisions Applicable to Contracts Covering Federally
Financed and Assisted Construction (also Labor Standards Provisions Applicable to Nonconstruction
Contracts Subject to the Contract Work Hours and Safety Standards Act),” 29 CFR part 5.
(3) “Anti-Kickback” Prohibitions of:
(i) Section 1 of the Copeland “Anti-Kickback” Act, as amended, 18 U.S.C. § 874;
(ii) Section 2 of the Copeland “Anti-Kickback” Act, as amended, 40 U.S.C. § 3145; and
(iii) U.S. DOL regulations, “Contractors and Subcontractors on Public Building or Public Work Financed in
Whole or in Part by Loans or Grants from the United States,” 29 CFR part 3.
(4) Construction Site Safety of:
(i) Section 107 of the Contract Work Hours and Safety Standards Act, as amended, 40 U.S.C. § 3704, and
other relevant parts of that Act, 40 U.S.C. § 3701 et seq.; and
(ii) U.S. DOL regulations, “Recording and Reporting Occupational Injuries and Illnesses,” 29 CFR part
1904; “Occupational Safety and Health Standards,” 29 CFR part 1910; and “Safety and Health
Regulations for Construction,” 29 CFR part 1926.
From Section 16
(n) Bonding. The Subrecipient agrees to comply with the following bonding requirements and restrictions as provided
in federal regulations and guidance:
(1) Construction. As provided in federal regulations and modified by FTA guidance, for each Project or related
activities implementing the Agreement that involve construction, it will provide bid guarantee bonds, contract
performance bonds, and payment bonds.
(2) Activities Not Involving Construction. For each Project or related activities implementing the Agreement not
involving construction, the Subrecipient will not impose excessive bonding and will follow FTA guidance.
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From Section 23
(b) Seismic Safety. The Subrecipient agrees to comply with the Earthquake Hazards Reduction Act of 1977, as
amended, 42 U.S.C. § 7701 et seq., and U.S. DOT regulations, “Seismic Safety,” 49 CFR part 41, specifically,
49 CFR § 41.117.
Section 12 Civil Rights D(3)
Equal Employment Opportunity Requirements for Construction Activities. Comply, when undertaking
“construction” as recognized by the U.S. Department of Labor (U.S. DOL), with:
(i.) U.S. DOL regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity,
Department of Labor,” 41 CFR chapter 60, and
(ii) Executive Order No. 11246, “Equal Employment Opportunity in Federal Employment,” September 24, 1965,
42 U.S.C. § 2000e note (30 Fed. Reg. 12319, 12935), as amended by any later Executive Order that amends
or supersedes it, referenced in 42 U.S.C. § 2000e note.
Applicable to Nonconstruction Activities
From Section 24. Employee Protections
(b) Awards Not Involving Construction. The Subrecipient agrees to comply and assures that each Third Party
Participant will comply with all federal laws, regulations, and requirements providing wage and hour protections
for nonconstruction employees, including Section 102 of the Contract Work Hours and Safety Standards Act, as
amended, 40 U.S.C. § 3702, and other relevant parts of that Act, 40 U.S.C. § 3701 et seq., and U.S. DOL
regulations, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted
Construction (also Labor Standards Provisions Applicable to Nonconstruction Contracts Subject to the Contract
Work Hours and Safety Standards Act),” 29 CFR part 5.
Applicable to Transit Operations
a. Public Transportation Employee Protective Arrangements . As a condition of award of federal assistance
appropriated or made available for FTA programs involving public transportation operations, the Subrecipient
agrees to comply and assures that each Third Party Participant will comply with the following employee protective
arrangements of 49 U.S.C. § 5333(b):
(1) U.S. DOL Certification. When its Awarded, the accompanying Agreement, or any Amendments thereto
involve public transportation operations and are supported with federal assistance appropriated or made
available for 49 U.S.C. §§ 5307 – 5312, 5316, 5318, 5323(a)(1), 5323(b), 5323(d), 5328, 5337, 5338(b),
or 5339, or former 49 U.S.C. §§ 5308, 5309, 5312, or other provisions of law as required by the Federal
Government, U.S. DOL must provide a certification of employee protective arrangements before FTA
may provide federal assistance for that Award. The Subrecipient agrees that the certification issued by
U.S. DOL is a condition of the underlying Agreement and that the Subrecipient must comply with its
terms and conditions.
(2) Special Warranty. When its Agreement involves public transportation operations and is supported with
federal assistance appropriated or made available for 49 U.S.C. § 5311, U.S. DOL will provide a Special
Warranty for its Award, including its Award of federal assistance under the T ribal Transit Program. The
Subrecipient agrees that its U.S. DOL Special Warranty is a condition of the underlying Agreement and
the Subrecipient must comply with its terms and conditions.
(3) Special Arrangements for Agreements for Federal Assistance Aut horized under 49 U.S.C. § 5310. The
Subrecipient agrees, and assures that any Third Party Participant providing public transportation
operations will agree, that although pursuant to 49 U.S.C. § 5310, and former 49 U.S.C. §§ 5310 or 5317,
FTA has determined that it was not “necessary or appropriate” to apply the conditions of 49 U.S.C. §
5333(b) to any Subagreement participating in the program to provide public transportation for seniors
(elderly individuals) and individuals with disabilities, FTA reserves the right to make case-by- case
determinations of the applicability of 49 U.S.C. § 5333(b) for all transfers of funding authorized under
title 23, United States Code (flex funds), and make other exceptions as it deems appropriate.
Section 28. Charter Service.
(a) Prohibitions. The Recipient agrees that neither it nor any Third Party Participant involved in the Award will
engage in charter service, except as permitted under federal transit laws, specifically 49 U.S.C. § 5323(d), (g),
and (r), FTA regulations, “Charter Service,” 49 CFR part 604, any other Federal Charter Service regulations,
federal requirements, or federal guidance.
(b) Exceptions. Apart from exceptions to the Charter Service restrictions in FTA’s Charter Service regulations, FTA
has established the following additional exceptions to those restrictions:
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(1) FTA’s Charter Service restrictions do not apply to equipment or facilities supported with federal assistance
appropriated or made available for 49 U.S.C. § 5307 to support a Job Access and Reverse Commute (JARC)-
type Project or related activities that would have been eligible for assistance under repealed 49 U.S.C. § 5316
in effect in Fiscal Year 2012 or a previous fiscal year, provided that the Subrecipient uses that federal
assistance for FTA program purposes only, and
(2) FTA’s Charter Service restrictions do not apply to equipment or facilities supported with the federal
assistance appropriated or made available for 49 U.S.C. § 5310 to support a New Freedom -type Project or
related activities that would have been eligible for federal assistance under repealed 49 U.S.C. § 5317 in
effect in Fiscal Year 2012 or a previous fiscal year, provided the Subrecipient uses that federal assistance for
program purposes only.
(c) Violations. If it or any Third Party Participant engages in a pattern of violations of FTA’s Charter Service
regulations, FTA may require corrective measures and remedies, including withholding an amount of federal
assistance as provided in FTA’s Charter Service regulations, 49 CFR part 604, appendix D, or barring it or the
Third Party Participant from receiving federal assistance provided in 49 U.S.C. chapter 53, 23 U.S.C. § 133, or
23 U.S.C. § 142.
Section 29. School Bus Operations.
(a) Prohibitions. The Subrecipient agrees that neither it nor any Third Party Participant that is participating in its
Award will engage in school bus operations exclusively for the transportation of students or school personnel in
competition with private school bus operators, except as permitted by federal transit laws, 49 U.S.C. § 5323(f) or
(g), FTA regulations, “School Bus Operations,” 49 CFR part 605, and any other applicable federal “School Bus
Operations” laws, regulations, federal requirements, or applicable federal guidance.
(b) Violations. If a Subrecipient or any Third Party Participant has operated school bus service in violation of FTA’s
School Bus laws, regulations, or requirements, FTA may require the Subrecipient or Third Party Participant to
take such remedial measures as FTA considers appropriate, or bar the Subrecipient or Third Party Participant
from receiving federal transit assistance.
From Section 35 Substance Abuse
c. Alcohol Misuse and Prohibited Drug Use.
(1) Requirements. The Subrecipient agrees to comply and assures that its Third Party Participants will comply
with:
(i) Federal transit laws, specifically 49 U.S.C. § 5331;
(ii) FTA regulations, “Prevention of Alcohol Misuse and Prohibited Drug Use in Transit Operations,” 49
CFR part 655; and
(iii) Applicable provisions of U.S. DOT regulations, “Procedures for Transportation Workplace Drug and
Alcohol Testing Programs,” 49 CFR part 40.
(2) Remedies for Non-Compliance. The Subrecipient agrees that if FTA determines that the Subrecipient or a
Third Party Participant receiving federal assistance under 49 U.S.C. chapter 53 is not in compliance with 49
CFR part 655, the Federal Transit Administrator may bar that Subrecipient or Third Party Participant from
receiving all or a portion of the federal transit assistance for public transportation it would otherwise receive.
Applicable to Planning, Research, Development, and Documentation Projects
Section 17. Patent Rights.
a. General. The Subrecipient agrees that:
(1) Depending on the nature of the Agreement, the Federal Government may acquire patent rights when the
Subrecipient or Third Party Participant produces a patented or patentable invention, improvement, or
discovery;
(2) The Federal Government’s rights arise when the patent or patentable information is conceived or reduced to
practice with federal assistance provided through the underlying Agreement; or
(3) When a patent is issued or patented information becomes available as described in the preceding section
17(a)(2) of this Master Agreement, the Subrecipient will notify FTA immediately and provide a detailed
report satisfactory to FTA.
b. Federal Rights. The Subrecipient agrees that:
(1) Its rights and responsibilities, and each Third Party Participant’s rights and responsibilities, in that federally
assisted invention, improvement, or discovery will be determined as provided in applicable federal laws,
regulations, requirements, and guidance, including any waiver thereof, and
(2) Unless the Federal Government determines otherwise in writing, irrespective of its status or the status of any
Third Party Participant as a large business, small business, state government, state instrumentality, local
government, Indian tribe, nonprofit organization, institution of hig her education, or individual, the
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Subrecipient will transmit the Federal Government’s patent rights to FTA, as specified in 35 U.S.C. § 200 et
seq., and U.S. Department of Commerce regulations, “Rights to Inventions Made by Nonprofit Organizations
and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” 37 CFR part
401.
c. License Fees and Royalties. Consistent with the applicable U.S. DOT Common Rules, the Subrecipient agrees
that license fees and royalties for patents, patent applications, and inventions produced with federal assistance
provided through the Agreement are program income and must be used in compliance with applicable federal
requirements.
Section 18. Rights in Data and Copyrights.
(a) Definition of “Subject Data.” As used in this section, “subject data” means recorded information whether or not
copyrighted, and that is delivered or specified to be delivered as required by the Agreement. Examples of “subject
data” include, but are not limited to computer software, standards, specifications, engineering drawings and
associated lists, process sheets, manuals, technical reports, catalog item identifications, and related information,
but do not include financial reports, cost analyses, or other similar informatio n used for performance or
administration of the underlying Agreement.
(b) General Federal Restrictions. The following restrictions apply to all subject data first produced in the
performance of the Agreement:
(1) Prohibitions. The Subrecipient may not publish or reproduce any subject data, in whole, in part, or in any
manner or form, or permit others to do so.
(2) Exceptions. The prohibitions do not apply to publications or reproductions for the Subrecipient’s own internal
use, an institution of higher learning, the portion of subject data that the Federal Government has previously
released or approved for release to the public, or the portion of data that has the Federal Government’s prior
written consent for release.
(c) Federal Rights in Data and Copyrights. The Subrecipient agrees that:
(1) General. It must provide a license to its “subject data” to the Federal Government that is royalty-free, non-
exclusive, and irrevocable. The Federal Government’s license must permit the Federal Government to
reproduce, publish, or otherwise use the subject data or permit other entities or individuals to use the subject
data provided those actions are taken for Federal Government purposes, and
(2) U.S. DOT Public Access Plan – Copyright License. The Subrecipient grants to U.S. DOT a worldwide, non-
exclusive, non-transferable, paid-up, royalty-free copyright license, including all rights under copyright, to
any and all Publications and Digital Data Sets as such terms are defined in the U.S. DOT Public Access plan,
resulting from scientific research funded either fully or partially by this funding agreement. The Subrecipient
herein acknowledges that the above copyright license grant is first in time to any and all other grants of a
copyright license to such Publications and/or Digital Data Sets, and that U.S. DOT shall have priority over
any other claim of exclusive copyright to the same.
(d) Special Federal Rights in Data for Research, Development, Demonstration, Deployment, Technical Assistance,
and Special Studies Programs. In general, FTA’s purpose in providing federal assistance for a research,
development, demonstration, deployment, technical assistance, or special studies program is to increase
transportation knowledge, rather than limit the benefits of the Award to the Subrecipient and its Third Party
Participants. Therefore, the Subrecipient agrees that:
(1) Publicly Available Report. When an Award providing federal assistance for any of the programs described
above is completed, it must provide a report of the Agr eement that FTA may publish or make available for
publication on the Internet.
(2) Other Reports. It must provide other reports related to the Award that FTA may request.
(3) Availability of Subject Data. FTA may make available its copyright license to the subject data, and a copy of
the subject data to any FTA Recipient or any Third Party Participant at any tier, except as the Federal
Government determines otherwise in writing.
(4) Identification of Information. It must identify clearly any specific confidential, privileged, or proprietary
information submitted to FTA.
(5) Incomplete. If the Award is not completed for any reason whatsoever, all data developed with federal
assistance for the Award becomes “subject data” and must be delivered as the Federal G overnment may
direct.
(6) Exception. This section does not apply to an adaptation of any automatic data processing equipment or
program that is both for the Subrecipient’s use and acquired with FTA capital program assistance.
(e) License Fees and Royalties. Consistent with the applicable U.S. DOT Common Rules, the Subrecipient agrees
that license fees and royalties for patents, patent applications, and inventions produced with federal assistance
provided through the Agreement are program income and must be used in compliance with federal applicable
requirements.
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(f) Hold Harmless. Upon request by the Federal Government, the Subrecipient agrees that if it intentionally violates
any proprietary rights, copyrights, or right of privacy, and if its violation unde r the preceding section occurs from
any of the publication, translation, reproduction, delivery, use or disposition of subject data, then it will indemnify,
save, and hold harmless against any liability, including costs and expenses of the Federal Government’s officers,
employees, and agents acting within the scope of their official duties. The Subrecipient will not be required to
indemnify the Federal Government for any liability described in the preceding sentence, if the violation is caused
by the wrongful acts of federal officers, employees or agents, or if indemnification is prohibited or limited by
applicable state law.
(g) Restrictions on Access to Patent Rights. Nothing in this section of this Master Agreement (FTA MA(23))
pertaining to rights in data either implies a license to the Federal Government under any patent, or may be
construed to affect the scope of any license or other right otherwise granted to the Federal Government under any
patent.
(h) Data Developed Without Federal Assistance or Support. The Subrecipient agrees that in certain circumstances it
may need to provide to FTA data developed without any federal assistance or support. Nevertheless, this section
generally does not apply to data developed without federal assistance, even though that data may have been used
in connection with the Award. The Subrecipient agrees that the Federal Government will not be able to protect
data developed without federal assistance from unauthorized disclosure unless that data is clearly marked
“Proprietary,” or “Confidential.”
(i) Requirements to Release Data. The Subrecipient understands and agrees that the Federal Government may be
required to release data and information the Subrecipient submits to the Federal Government as required under:
(1). The Freedom of Information Act (FOIA), 5 U.S.C. § 552,
(2) The U.S. DOT Common Rules,
(3) U.S. DOT Public Access Plan, which provides that the Subrecipient agrees to satisfy the reporting and
compliance requirements as set forth in the U.S. DOT Public Access plan, including, but not limited to, the
submission and approval of a Data Management Plan, the use of Open Researcher and Contributor ID
(ORCID) numbers, the creation and maintenance of a Research Project record in the Transportation Research
Board’s (TRB) Research in Progress (RiP) database, and the timely and complete submission of all required
publications and associated digital data sets as such terms are defined in the DOT Public Access plan.
Additional information about how to comply with the require ments can be found at:
http://ntl.bts.gov/publicaccess/howtocomply.html, or
(4) Other federal laws, regulations, requirements, and guidance concerning access to records pertaining to the
Award, the accompanying Agreement, and any Amendments thereto.
Miscellaneous Special Requirements
From Section 12. Civil Rights.
(e) Disadvantaged Business Enterprise. To the extent authorized by applicable federal laws, regulations, or
requirements, the Subrecipient agrees to facilitate, and assures that each Third Party Participant will facilitate,
participation by small business concerns owned and controlled by socially and economically disadvantaged
individuals, also referred to as “Disadvantaged Business Enterprises” (DBEs), in the Agreement as follows:
(1) Statutory and Regulatory Requirements. The Subrecipient agrees to comply with:
(i) Section 11101(e) of IIJA;
(ii) U.S. DOT regulations, “Participation by Disadvantaged Business Enterprises in Department of
Transportation Financial Assistance Programs,” 49 CFR part 26; and
(iii) Federal transit law, specifically 49 U.S.C. § 5332, as provided in section 12 of this Master Agreement.
(2) DBE Program Requirements. A Subrecipient that receives planning, capital and/or operating assistance and
that will award prime third party contracts exceeding $250,000 the requirements of 49 CFR part 26.
(3) Special Requirements for a Transit Vehicle Manufacturer (TVM). The Subrecipient agrees that:
(i) TVM Certification. Each TVM, as a condition of being authorized to bid or propose on FT A-assisted
transit vehicle procurements, must certify that it has complied with the requirements of 49 CFR part 26;
and
(ii) Reporting TVM Awards. Within 30 days of any third party contract award for a vehicle purchase, the
Subrecipient must submit to FTA the name of the TVM contractor and the total dollar value of the third
party contract, and notify FTA that this information has been attached to FTA’s electronic award
management system. The Subrecipient must also submit additional notifications if options are exercised
in subsequent years to ensure that the TVM is still in good standing.
(4) Assurance. As required by 49 CFR § 26.13(a):
(i) Recipient Assurance. The Subrecipient agrees and assures that:
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(A) It must not discriminate on the basis of race, color, national origin, or sex in the award and
performance of any FTA or U.S. DOT-assisted contract, or in the administration of its DBE program
or the requirements of 49 CFR part 26;
(B) It must take all necessary and reasonable steps under 49 CFR part 26 to ensure nondiscrimination
in the award and administration of U.S. DOT-assisted contracts;
(C) Its DBE program, as required under 49 CFR part 26 and as approved by U.S. DOT, is incorporated
by reference and made part of the Underlying Agreement; and
(D) Implementation of its DBE program approved by U.S. DOT is a legal obligation and failure to carry
out its terms shall be treated as a violation of this Master Agreement.
(ii) Subrecipient/Third Party Contractor/Third Party Subcontractor Assurance . The Subrecipient agrees and
assures that it will include the following assurance in each subagreement and third party contract it signs
with a Subrecipient or Third Party Contractor and agrees to obtain the agreement of each of its
Subrecipients, Third Party Contractors, and Third Party Subcontractors to include the following
assurance in every subagreement and third party contract it signs:
(A) The Subrecipient, each Third Party Contractor, and each Third Party Subcontractor must not
discriminate on the basis of race, color, national origin, or sex in the award and performance of any
FTA or U.S. DOT-assisted subagreement, third party contract, and third party subcontract, as
applicable, and the administration of its DBE program or the requirements of 49 CFR part 26;
(B) The Subrecipient, each Third Party Contractor, and each Third Party Subcontractor must take all
necessary and reasonable steps under 49 CFR part 26 to ensure nondiscrimination in the award and
administration of U.S. DOT-assisted subagreements, third party contracts, and third party
subcontracts, as applicable;
(C) Failure by the Subrecipient and any of its Third Party Contractors or Third Party Subcontractors to
carry out the requirements of subparagraph 12.e(4)(b) (of FTA MA(23)) is a material breach of their
subagreement, third party contract, or third party subcontract, as applicable; and
(D) The following remedies, or such other remedy as the Subrecipient deems appropriate, include, but
are not limited to, withholding monthly progress payments; assessing sanctions; liquidated damages;
and/or disqualifying the Subrecipient, Third Party Contractor, or Third Party Subcontractor from
future bidding as non-responsible.
(5) Remedies. Upon notification to the Subrecipient of its failure to carry out its approved program, FTA or U.S.
DOT may impose sanctions as provided for under 49 CFR part 26, and, in appropriate cases, refer the matter
for enforcement under either or both 18 U.S.C. § 1001, and/or the Program Fraud Civil Remedies Act of
1986, 31 U.S.C. § 3801 et seq.
From Section 12. Civil Rights.
(h) Nondiscrimination on the Basis of Disability. The Subrecipient agrees to comply with the following federal
prohibitions against discrimination on the basis of disability:
(1) Federal laws, including:
(i) Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, which prohibits
discrimination on the basis of disability in the administration of federally assisted Programs,
Projects, or activities;
(ii) The Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. § 12101 et seq., which
requires that accessible facilities and services be made available to individuals with disabilities:
(A) For FTA Recipients generally, Titles I, II, and III of the ADA apply,;but
(B) For Indian Tribes, Titles II and III of the ADA apply, but Title I of the ADA does not apply
because it exempts Indian Tribes from the definition of “employer;”
(iii) The Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., which requires that
buildings and public accommodations be accessible to individuals with disabilities;
(iv) Federal transit law, specifically 49 U.S.C. § 5332, which now includes disability as a prohibited
basis for discrimination; and
(v) Other applicable federal laws, regulations, and requirements pertaining to access for seniors or
individuals with disabilities.
(2) Federal regulations and guidance, including:
(i) U.S. DOT regulations, “Transportation Services for Individuals with Disabilities (ADA),” 49 CFR
part 37;
(ii) U.S. DOT regulations, “Nondiscrimination on the Basis of Disability in Programs and Activities
Receiving or Benefiting from Federal Financial Assistance,” 49 CFR part 27;
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(iii) Joint U.S. Architectural and Transportation Barriers Compliance Board (U.S. ATB CB) and U.S.
DOT regulations, “Americans With Disabilities (ADA) Accessibility Specifications for
Transportation Vehicles,” 36 CFR part 1192 and 49 CFR part 38;
(iv) U.S. DOT regulations, “Transportation for Individuals with Disabilities: Passenger Vessels,” 49
CFR part 39;
(v) U.S. DOJ regulations, “Nondiscrimination on the Basis of Disability in State and Local Government
Services,” 28 CFR part 35;
(vi) U.S. DOJ regulations, “Nondiscrimination on the Basis of Disability by Public Accommodations
and in Commercial Facilities,” 28 CFR part 36;
(vii) U.S. EEOC, “Regulations to Implement the Equal Employment Provisions of the Americans with
Disabilities Act,” 29 CFR part 1630;
(viii) U.S. Federal Communications Commission regulations, “Telecommunications Relay
Services and Related Customer Premises Equipment for Persons with Disabilities,” 47 CFR part 64,
Subpart F;
(ix) U.S. ATBCB regulations, “Electronic and Information Technology Accessibility Standards,” 36
CFR part 1194;
(x) FTA regulations, “Transportation for Elderly and Handicapped Persons,” 49 CFR part 609,
(xi) FTA Circular 4710.1, “Americans with Disabilities Act: Guidance;” and
(xii) Other applicable federal civil rights and nondiscrimination regulations and guidance .
Section 16. Procurement.
(a) Federal Laws, Regulations, Requirements, and Guidance. The Subrecipient agrees:
(1) To comply with the requirements of 49 U.S.C. chapter 53 and other applicable federal laws, regulations, and
requirements in effect now or later that affect its third party procurements;
(2) To comply with the applicable U.S. DOT Common Rules; and
(3) To follow the most recent edition and any revisions of FTA Circular 4220.1, “Third Party Contracting
Guidance,” to the extent consistent with applicable federal laws, regu lations, requirements, and guidance.
State Requirements
Section 37. Special Notification Requirements for States.
(a) Types of Information. To the extent required under federal law, the State, agrees to provide the following
information about federal assistance awarded for its State Program, Project, or related activities:
(1) The Identification of FTA as the federal agency providing the federal assistance for a State Program or
Project;
(2) The Catalog of Federal Domestic Assistance Number of the program from which the federal assistance for a
State Program or Project is authorized; and
(3) The amount of federal assistance FTA has provided for a State Program or Project.
(b) Documents. The State agrees to provide the information required under this provision in the following documents:
(1) applications for federal assistance, (2) requests for proposals, or solicitations, (3) forms, (4) notifications, (5)
press releases, and (6) other publications.
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EXHIBIT E, VERIFICATION OF PAYMENT
This checklist is to assist the Subrecipient in preparation of its billing packets to State. This checklist
is provided as guidance and is subject to change by State. State shall provide notice of any such
changes to Subrecipient. All items may not apply to your particular entity. State’s goal is to
reimburse Subrecipients as quickly as possible and a well organized and complete billing packet
helps to expedite payment.
Verification of Payment –
General Ledger Report must have the following:
Identify check number or EFT number;
If no check number is available, submit Accounts Payable Distribution report with the
General Ledger;
In-Kind (must be pre-approved by State) and/or cash match;
Date of the report;
Accounting period;
Current period transactions; and
Account coding for all incurred expenditures.
If no General Ledger Report, all of the following are acceptable :
copies of checks;
check registers; and
paycheck stub showing payment number, the amount paid, the check number or
electronic funds transfer (EFT), and the date paid.
State needs to ensure that expenditures incurred by the local agencies have been paid by
Party before State is invoiced by Party.
Payment amounts should match the amount requested on the reimbursement. Additional
explanation and documentation is required for any variances.
In-Kind or Cash Match – If an entity wishes to use these types of match, they must be
approved by State prior to any Work taking place.
If in-kind or cash match is being used for the Local Match, the in-kind or cash match
portion of the project must be included in the project application and the statement of work
attached to the Agreement or purchase order. FTA does not require pre-approval of in-kind
or cash match, but State does.
General ledger must also show the in-kind and/or cash match.
Indirect costs – If an entity wishes to use indirect costs, the rate must be approved by State
prior to applying it to the reimbursements.
If indirect costs are being requested, an approved indirect letter from State or your
cognizant agency for indirect costs, as defined in 2 CCR §200. 19, must be provided. The
letter must state what indirect costs are allowed, the approved rate and the time period for
the approval. The indirect cost plan must be reconciled annually and an updated letter
submitted each year thereafter.
Fringe Benefits- Considered part of the Indirect Cost Rate and must be reviewed and
approved prior to including these costs in the reimbursements.
Submit an approval letter from the cognizant agency for indirect costs, as defined in 2 CCR
§200. 19, that verifies fringe benefit, or
Submit the following fringe benefit rate proposal package to State Audit Division:
Copy of Financial Statement;
Personnel Cost Worksheet;
State of Employee Benefits; and
Cost Policy Statement.
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AGENDA ITEM NO. 5.1
Item Cover Page
DATE:March 5, 2024
TIME:5 min.
SUBMITTED BY:Tom Kassmel, Public Works
ITEM TYPE:Action Items
AGENDA SECTION:Action Items
SUBJECT:Snowmelt Repair Contract Award and Change Order Approval
SUGGESTED ACTION:Authorize the Town Manager to enter into an agreement, in a form
approved by the Town Attorney, with Ewing Trucking & Construction
for excavation services, in an amount not to exceed $175,000.00
Direct the Town Manager to approve a Change Order, as approved by
the Town Attorney, with R&H Mechanical for snowmelt repair
services, in an amount not to exceed $200,000.00
PRESENTER(S):Tom Kassmel
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Council Memo 3-5-24.docx
108
To:Town Council
From:Public Works Department
Date:March 5, 2024
Subject:Snowmelt Repair Contract Award & Change Order Approval
I.SUMMARY
Last year the Town completed necessary repairs on a large portion of the Town
maintained Lionshead Snowmelt system. Initially the Town received two General
Contractor bids for $2.1M and $2.3M. The budget for this first phase was $0.9M.
Considering the costs, the Town decided to GC the project in-house and was able to
complete the project for $0.5M. A savings of ~$1.6 over the lowest competitive bid.
Last years project was successful and cost effective for the Town, thanks in large part to
several Public Works staff members experience, commitment, and relationships with
subcontractors. Staff believes this is the best approach moving forward to complete the
remaining Lionshead Snowmelt repairs and to begin an investigative/repair phase in
Vail Village.
Town staff recommends we manage the project and coordinate the necessary
contractors, staff, and equipment to complete the work. This will require entering a
Time and Material contract with Ewing Trucking and Construction for excavation,
approving a Change Order to R&H Mechanical’s existing Time and Material contract,
and separately contracting with other various contractors for asphalt and paver repair,
and hydro-vacuum excavating.
The excavation portion of the work was recently publicly bid, and the Town received one
response from Ewing Trucking and Construction. Staff has significant experience with
Ewing and believe they will be a great addition to the team. Also given the success last
year with R&H Mechanical, staff believes it would be prudent to extend R&H’s existing
contract with a Change Order, especially considering this first phase of work will be
repairs and investigative work. R&H is very familiar with the Vail Village and Lionshead
Snowmelt systems, and they were the only mechanical subcontractor to bid the work
last year for Lionshead.
Based on last year’s experience we expect this phase of the project to cost $0.5 Million,
similar to last year’s cost in Lionshead, well within the budgeted $1.5 Million.
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Town of Vail Page 2
II.RECOMMENDATION
Direct the Town Manager to enter into a contract, as approved by the Town Attorney,
with Ewing Trucking and Construction in an amount Not to Exceed $175,000.
And direct the Town Manager to approve a Change Order, as approved by the Town
Attorney, with R&H Mechanical in an amount Not to Exceed $200,000.
The Town will also contract separately throughout the project for additional services.
Brick Paver Repair ~$ 35,000
Asphalt Paving ~$ 20,000
Vacuum Excavator ~$ 25,000
Misc. Services ~$ 45,000
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AGENDA ITEM NO. 6.1
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Jamie Leaman-Miller, Community Development
ITEM TYPE:DRB/PEC Update
AGENDA SECTION:DRB/PEC Update (5 min.)
SUBJECT:DRB/PEC Update
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
PEC Results 2-26-24.pdf
DRB Results 2-21-24.pdf
111
Planning and Environmental Commission Minutes
Monday, February 26, 2024
1:00 PM
Vail Town Council Chambers
Present: Scott P McBride
John Rediker
Brad Hagedorn
Robyn Smith
Bobby Lipnick
Absent: Henry Pratt
1. Virtual Link
Register to attend the Planning and Environmental Commission meeting. Once registered,
you will receive a confirmation email containing information about joining this webinar.
2. Call to Order
3. Main Agenda
3.1 A request for a review of a Prescribed Regulation Amendment pursuant to 12-3-7
Amendment, Vail Town Code, to amend Section 12-7B-7 Exterior Alterations or
Modifications and 12-7C-5 Exterior Alterations or Modifications regarding the
development review process for exterior alterations in the Commercial Core 1 (CC1) and
Commercial Core 2 (CC2) districts (PEC24-0003)
Planner: Jamie Leaman-Miller
Applicant Name: Town of Vail
PEC24-0003 Staff Memo.pdf
A. Draft Ordinance Amendment - 12-7B-7 & 12-7C5.pdf
Planner Leaman-Miller gives a presentation on the application. He goes over the two zone districts
that are effected by the proposed changes, Commercial Core 1 and Commercial Core 2. The proposal
is to remove the section that mandates that major exterior alterations be submitted and only reviewed
twice a year. This is contrary to other types of applications and zone districts where applications can
be reviewed at any regularly scheduled PEC meeting.
Rediker asks about the purpose of the original bi-annual review.
Leaman-Miller explains that they likely needed to be reviewed at the same time and they had a lot
of applications at the same time that necessitated them being reviewed.
Rediker asked when this was language was added.
Leaman-Miller answers that it was done in the 1980s and has been waived in times since then, so
not consistently applied.
Jensen asks if this is the only district that has this bi-annual review.
Leaman-Miller states that is correct. Lionshead has a cutoff of 1,000 square feet for exterior alterations
that need to be reviewed by the PEC, but those can be reviewed at any regular PEC meeting.
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1 112
Hagedorn asks about difference between major and minor amendments.
Leaman-Miller goes over the square footage difference between the two, but that is the
only differentiating factor.
McBride asks to see the map again.
No public comment. Public comment closed.
Lipnick goes over the criteria to review and this amendment reserves the PEC’s review of the changes
in the village. Improves the timeliness and efficiency of review. Makes sense to be more fair,
consistent, and streamlines the review process.
Rediker agrees and believes the criteria are met by the application and as noted in staff’s memo.
Better reflects the current state of affairs in Vail Village.
Smith compliments staff on the memo and presentation.
McBride agrees with Lipnick on needing the oversight by PEC and this maintains that requirement.
No notable environmental impacts by this change.
Bobby Lipnick made a motion to Recommend for approval ; Robyn Smith seconded the motion
Passed (6 - 0).
4. Approval of Minutes
4.1 PEC Results 2-12-24
PEC Results 2-12-24.pdf
Robyn Smith made a motion to Approve ; Bill Jensen seconded the motion Passed (5–0–1) (Lipnick
abstained).
5. Information Update
Planner Roy goes over applications for renewal for PEC appointments, geothermal in Ford
Park, Exterior Energy Offset Program, Transportation Master Plan update, West Vail
Commercial and Landscaping code update.
6. Adjournment
Robyn Smith made a motion to Adjourn ; Scott P McBride seconded the motion Passed (6 - 0).
Planning and Environmental Commission Meeting Minutes of February 26, 2024
2 113
Design Review Board Minutes
Wednesday, February 21, 2024
2:00 PM
Vail Town Council Chambers
Present: Kathryn Middleton
Rys Olsen
Herbert Roth
Kit Austin
Erin Iba
1. Virtual Meeting Link
Register to attend Design Review Board Meetings. Once registered, you will receive
a confirmation email containing information about joining this webinar.
2. Call to Order
3. Main Agenda
3.1 DRB24-0024 - 2805 Vail LLC
Final review of new construction (duplex)
Address/ Legal Description: 2805 Bald Mountain Road/Lot 2, Block 2, Vail Village Filing 13
Planner: Jamie Leaman-Miller
Applicant Name: 2805 Vail LLC, represented by Current
Architects DRB24-0024 Plans.pdf
Kathryn Middleton made a motion to Table to the March 6th, 2024 meeting; Herbert Roth seconded
the motion Passed (5 - 0).
3.2 DRB24-0009 - Robins Residence
Final review of new construction (duplex)
Address/ Legal Description: 154 Beaver Dam Road/Lot 27, Block 7, Vail Village Filing 1
Planner: Greg Roy
Applicant Name: Kenneth & Judy Robins, represented by Berglund Architects
DRB24-0009 Plans 2-21-24.pdf
DRB24-0009 Documents 2-21-24.pdf
Kathryn Middleton made a motion to Approve with the findings the application meets 14-10-3, 14-
10-4, 14-10-5; Rys Olsen seconded the motion Passed (5 - 0).
3.3 DRB23-0379 - Red Lion
Final review of an addition (elevator)
Address/ Legal Description: 304 Bridge Street/Lot E - H, Block 5A, Vail Village Filing 1
Planner: Greg Roy
Applicant Name: Red Lion, represented by Pierce Austin
Architects DRB23-0379 Plans 2-21-24.pdf
(Austin recused)
Rys Olsen made a motion to Approve with the findings the application meets 14-10-4, 14-10-5;
Herbert Roth seconded the motion Passed (4 - 0).
Design Review Board Meeting Minutes of February 21, 2024
1
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4. Staff Approvals
4.1 DRB21-0539.004 - Owens Residence
Final review of a change to approved plans (landscape)
Address/ Legal Description: 272 West Meadow Drive A and B/Lot 9, Vail Village Filing 2
Planner: Jamie Leaman-Miller
Applicant Name: James & Virginia Owens, represented by Berglund Architects
4.2 DRB22-0026.002 - FR18 Holdings LLC
Final review of a change to approved plans (updated exterior plans)
Address/ Legal Description: 366 Forest Road A/Lot 2, Block 1, Vail Village Filing 3
Planner: Greg Roy
Applicant Name: FR18 Holdings, represented by KH Webb Architects
4.3 DRB24-0008 - Village Inn Plaza
Final review of an exterior alteration (re-roof)
Address/ Legal Description: 68 East Meadow Drive/Lot O, Block 5D, Vail Village Filing 1
Planner: Jamie Leaman-Miller
Applicant Name: Village Inn Plaza, represented by Pierce Austin Architects
4.4 DRB24-0016 - Sunwood at Vail Condos
Final review of an exterior alteration (repaint)
Address/ Legal Description: 4594 Meadow Drive/Sunwood at Vail Condominiums
Planner: Jonathan Spence
Applicant Name: Sunwood at Vail Condos, represented by Mountain Valley Property Management
4.5 DRB24-0025 - Lozier Residence
Final review of an exterior alteration (patio door)
Address/ Legal Description: 508 East Lionshead Circle 109/Lot 1, Block 1, Vail Lionshead Filing 1
Planner: Heather Knight
Applicant Name: Leah Lozier, represented by Home Depot
4.6 DRB24-0027 - Timber Falls Condos
Final review of an exterior alteration (repaint/re-stain)
Address/ Legal Description: 4503 Meadow Drive/Timber Falls Condominiums
Planner: Heather Knight
Applicant Name: Timber Falls Condos, represented by Mountain Valley Property Management
4.7 DRB24-0028 - Solaris
Final review of sign application (Brunello Cucinelli)
Address/ Legal Description: 141 East Meadow Drive Retail Condo/Lot P & Tract C, Block 5D, Vail
Village Filing 1 Planner: Jonathan Spence
Applicant Name: Brunello Cucinelli, represented by Suman Architects
4.8 DRB24-0029 - Timber Falls Condos
Final review of an exterior alteration (repaint/re-stain)
Design Review Board Meeting Minutes of February 21, 2024
2
115
Address/ Legal Description: 4510 Timber Falls Court/Timber Falls Condominiums
Planner: Heather Knight
Applicant Name: Timber Falls Condos, represented by Mountain Valley Property Management
4.9 DRB24-0031 - Vail Holdings LLC
Final review of an exterior alteration (landscape)
Address/ Legal Description: 147 Rockledge Road/Lot 9A, Block 7, Vail Village Filing 1 / Raether
Minor Subdivision - Replat Planner: Jonathan Spence
Applicant Name: Vail Holdings, represented by Suman Architects
5. Staff Denials
6. Adjournment
Rys Olsen made a motion to Adjourn ; Herbert Roth seconded the motion Passed (5 - 0).
Design Review Board Meeting Minutes of February 21, 2024
3
116
AGENDA ITEM NO. 7.1
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Abby Oliveira, Economic Development
ITEM TYPE:Information Update
AGENDA SECTION:Information Update
SUBJECT:February 15, 2024 VLMDAC Meeting Minutes
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
VLMDAC meeting minutes February 15, 2024.pdf
117
Vail Local Marketing District Advisory Council
Monthly Meeting
February 15, 2024, 8:30am
Grand View Room
AGENDA
VLMDAC Board Member Attendees:
In Person- Esmarie Faessler (Sonnenalp), Jana Morgan (Sweet Basil) Liana
Moore (Antlers), Theron Gore (East West), Douglas Kessler (Homeowner), Sam
Biszantz (Council Rep/Root & Flower) Kim Fuller (Jaunt Media Collective),
Jonathan Reap (Four Seasons), Patrick Davis (Manor Vail)
Zoom-
Additional attendees:
In Person- Liz Gladitsch (Town of Vail), Michal Bednarczyk (970), Mia Vlaar
(Town of Vail), Chris Romer (Vail Valley Partnership), Carlie Smith (Town of
Vail), Slade (970), Ben Walton (Miles), Kristin Yantis (MYPR), Abby Oliveira
(Town of Vail), Diana Ramirez (Town of Vail), Kristy Slack (Grand Hyatt)
Zoom- Kay Schneider (Vail Valley Partnership), Parker Owens (Bravo!Vail),
Jenna Luberto (BAAG), Jeremy Coleman (BAAG), Ivy Vaughn (Miles), Amanda
McNally (MYPR), Bob Brown (BAAG), Callie Winter (BAAG), Sara Ostrand
(Sweet Basil), Chris Fair (Resonance) Dominic Prevost (Resonance), Simona
Forbes (Resonance), Kim Brussow (Vail Valley Partnership), Juan Vargas
(Miles), Melissa Cherry (Miles), Beth Wright-Cheeseman (Miles), Jeremy Gross
(Town of Vail), Amanda McNally (MYPR)
Call to Order
Esmarie called the meeting to order 8:32 AM
I. SWEARING IN NEW VLMDAC MEMBER Stephanie Bibbens
Patrick Davis was sworn in
II. MONTHLY FINANCIAL REPORT
Dec $842,000 which is down from 2022 2.4%
2023 $5.4mil which is 1% up from 2022 and 3% from budget
III. MINUTES Approval
• VLMDAC January 18 and January 19, 2024 Minutes Approval
Approval first Theron/Lana second /unanimous
IV. INFORMATION & DISCUSSION UPDATES
• EGE Summer Flights
Summer Flights into Eagle on United from Chicago/O’Hare
118
and Houston/IAH starts June 7th, arrivals on Friday and Saturday
evenings and departures on Saturday and Sunday mornings
• Website Updates
A new interactive map will be live this summer
• Brand Platform
Positioning, brand Pillars, Personality, Brand Essence/Tagline were
presented
Positioning in one word-Connector
Brand Pillars-Community, Stewardship, Adventure, Innovation,
Discovery
Brand Personality- Genuine, Caring, Fun, Creative, Inspiring
Brand Essence/Tagline- The Peak of Play, Mountains of Memories,
Libe the unforgettable, Always with you, Make your Magic
The five Brand ideas that need to be narrowed down to three by the
Board
Moving forward- Send Board feedback to Resonance and have another
special meeting with them
• 2024 Goals & Tactics Phase 2
Late Winter Campaign Details- Markets- Arizona, Colorado and Utah
Summer Trip Planning Window- starting April 1st
Ripe Update- Ripe can remove their contact info if all properties decide
they don’t want Ripe involved in the modify or cancel a reservation
Board wants to know what info the properties will receive from Ripe
(specifically emails)
Campaign Enhancements for the Influencer Program were shared
Diversity Equity Inclusion (DEI) Strategy was presented by Miles
• Town of Vail Updates
• Other Business
• Adjournment
Esmarie called the meeting to adjourn 11:16 am first Jana/ second Kim
/unanimous
Upcoming Meetings:
VLMDAC Board Meeting, Thursday, March 21, 2024, Grand View Room
119
AGENDA ITEM NO. 7.2
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Jake Shipe
ITEM TYPE:Information Update
AGENDA SECTION:Information Update
SUBJECT:February 2024 Revenue Update
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
240305 Revenue Update.pdf
120
1
TOWN OF VAIL
REVENUE UPDATE
March 5, 2024
4.0% General Sales Tax
Upon receipt of all sales tax returns, January 2024 collections are estimated to be
$5,845,399, down (1.1)% from 2023 and up 1.0% from the budget. Inflation as
measured by the consumer price index was up 3.1% for the 12-months ending
January 2024. The annual budget totals $45.85 million.
0.5% Housing Fund Sales Tax
Upon receipt of all sales tax returns, January 2024 collections of the 0.5% housing
sales tax are estimated to be $708,824, down (1.7)% from 2023 and up 1.1% from
the amended budget. The annual budget for the housing fund sales tax totals $4.95
million.
Real Estate Transfer Tax (RETT)
RETT collections through February 26 total $1,255,509, up 52.8% from this
time last year. The 2024 RETT budget totals $7.0 million.
Construction Use Tax
Use Tax collections through February 26 total $108,833 compared to
$233,048 from this time last year. The 2024 budget totals $2,040,000.
Lift Tax
Lift tax collections through January 31 total $1,609,419, up 7.1% or $106,004
from 2023. The 2024 budget totals $6,675,000.
Daily Parking Sales
Daily sales from the parking structures from November through February 21
total approximately $4,763,337, down $(182,712), or (3.7)% from this time last
year. This amount includes daily fees charged to parking pass holders.
Parking Pass Sales
Parking pass sale revenue through February 26 for the 2023/2024 winter
season totals $1,141,256, down (9.7)% or $(122,205) from this time last year.
A total of 1,612 passes have been sold this year. A detailed breakout of
2023/24 passes sold by type is provided in the chart on the following page:
121
2
*In order to provide a better customer service experience while staff explores an
alternative pass sales system, the annual fees for the Eagle County Local and Vail
Local passes were waived. Prior year passes were auto-renewed for the
2023/2024 season for pass holders who purchased these passes for the
2022/2023 winter season. Of the 1,582 auto renewed Eagle County Locals passes
1,437 have been used during the 2023/2024 winter season. Of the 1,539 auto
renewed Vail Local passes 1,389 have been used during the 2023/2024 winter
season.
Pass Type
2023/24
Oct-Feb
Sales
2023/24 Auto-
Renewed
Passes
Utilized
Total
2023/24
Passes
2022/23
Oct-Feb
Sales
Change
from
prior
season
Premier 25 - 25 21 4
Vail Village Business Premier 60 - 60 60 0
Lionshead Business Premier 5 - 5 13 (8)
Employee 426 - 426 512 (86)
Employee Plus 351 - 351 353 (2)
Eagle County Local* 393 1,437 1,830 1,828 2
Vail Local* 352 1,389 1,741 1,791 (50)
Total 1,612 2,826 4,438 4,578 (140)
122
2024 Budget % change % change
2019 2020 2021 Budget Variance from 2023 from Budget
January 4,079,994$ 4,076,145$ 3,422,209$ 5,217,125$ 5,911,572$ 5,787,370$ 5,845,399$ 58,029$ -1.12%1.00%
Total 4,079,994$ 4,076,145$ 3,422,209$ 5,217,125$ 5,911,572$ 5,787,370$ 5,845,399$ 58,029$ -1.12%1.00%
February 4,137,087 4,285,633 3,691,850 5,686,585 6,041,107 5,914,315 -
March 4,237,933 2,243,518 4,364,797 5,912,059 6,055,867 6,035,677 -
April 1,445,071 427,518 1,751,528 2,234,296 2,264,891 2,258,798 -
May 763,756 503,828 1,061,516 1,227,974 1,118,011 1,111,919 -
June 1,606,748 1,023,517 2,149,312 2,317,931 2,272,457 2,265,104 -
July 2,480,292 2,084,644 3,491,668 3,507,973 3,409,360 3,399,024 -
August 2,237,050 2,138,838 2,877,550 2,997,389 2,931,054 2,920,600 -
September 1,600,100 1,767,393 2,359,528 2,441,331 2,508,064 2,495,143 -
October 1,165,176 1,371,727 1,734,964 1,729,558 1,771,300 1,652,467 -
November 1,260,314 1,425,461 1,880,397 1,902,643 1,898,593 1,779,167 -
December 4,237,178 3,625,189 5,749,365 5,602,018 5,687,435 5,230,416 -
Total 29,250,698$ 24,973,411$ 34,534,683$ 40,776,882$ 41,869,711$ 40,850,000$ 5,845,399$ 58,029$ -1.12%1.00%
2022 2023 2024 Budget % change % change
Collections Collections Budget Variance from 2023 from Budget
January 645,487$ 720,906$ 700,920$ 708,824$ 7,904$ -1.68%1.13%
Total 645,487$ 720,906$ 700,920$ 708,824$ 7,904$ -1.68%1.13%
February 702,730 736,788 716,760 -
March 719,717 738,228 731,610 -
April 269,018 271,930 273,735 -
May 146,657 132,333 134,640 -
June 280,460 275,113 274,230 -
July 424,602 412,485 411,840 -
August 361,165 352,755 353,925 -
September 294,861 304,068 302,445 -
October 207,397 213,310 200,475 -
November 230,383 228,774 215,820 -
December 671,982 687,486 633,600 -
Total 4,954,459$ 5,074,175$ 4,950,000$ 708,824$ 7,904$ -1.68%1.13%
Town of Vail Revenue Update
March 5, 2024
4.0% GENERAL SALES TAX2024 Budget Comparison
0.5% Collected
Sales Tax
0.5% HOUSING SALES TAX
2024 Budget Comparison
Actual 4.0% Collections 4.0% Collected
Sales Tax20222023
123
Town of Vail Revenue Update
March 5, 2024
4% General Sales Tax Collections By Year
Through January 31
0.5% Housing Sales Tax Collections By Year
Through January 31
•January collections of $708,824 are down (1.7)% from prior year and are up 1.1% from the
amended budget.
$645,487
$720,906
$708,824
$0 $100,000 $200,000 $300,000 $400,000 $500,000 $600,000 $700,000 $800,000
2022
2023
2024
$4,076,145
$3,422,209
$5,217,125
$5,911,572
$5,845,399
$0 $1,000,000 $2,000,000 $3,000,000 $4,000,000 $5,000,000 $6,000,000
2020
2021
2022
2023
2024
•January collections of $5,845,399 are down (1.1)% from prior year and are up 1.0%from the
budget.
•Inflation as measured by the consumer price index was up 3.1% in January.
124
Town of Vail Revenue Update
March 5, 2024
Real Estate Transfer Tax by Year
YTD Through February 2024
Construction Use Tax by Year
YTD Through February 2024
•This chart shows YTD collections of 1% RETT, segmented by real property values. 2023
collections are up 52.8% from the prior year.
$0
$200,000
$400,000
$600,000
$800,000
$1,000,000
$1,200,000
$1,400,000
2020 2021 2022 2023 2024
Sales Less Than $2.5 Million Sales $2.5 to $5 Million Sales $5 to $10 Million Sales Over $10 Million
$935,640
$691,317
$813,834 $821,806
$1,255,509
•Use Tax collections through February 26 total $108,833 compared to $233,048 from this time last
year. This is an decrease of (53.3)%.
$178,354
$292,969
$134,088
$233,048
$108,833
$0
$50,000
$100,000
$150,000
$200,000
$250,000
$300,000
$350,000
2020 2021 2022 2023 2024
125
Town of Vail Revenue Update
March 5, 2024
YTD Lift Tax Collections
YTD Through January 2024
•2024 YTD lift tax collections of $1,609,419 are up 7.1% or $106,004 from the same time last
year.
$1,147,447
$1,550,169
$1,452,347
$1,503,415
$1,609,419
$0 $200,000 $400,000 $600,000 $800,000 $1,000,000 $1,200,000 $1,400,000 $1,600,000
2020
2021
2022
2023
2024
126
Vail Business Review
December 2023
March 5, 2024
The Vail Business Review breaks down the 4.5% sales tax collected for the month of
December and the year. The 4.5% sales tax includes the town’s general 4% sales tax
and the 0.5% housing sales tax supported by Town of Vail voters during the November
2021 election, effective January 1, 2022. The housing sales tax sunsets on December
31, 2051.
December 4.5% sales tax was up 0.6% from the prior year. Retail decreased (2.1%),
lodging increased 3.1%, food and beverage increased 7.1%, and utilities/other
decreased (19.4%). Excluding the out-of-town category, sales tax for the month of
December was up 2.6% compared to prior year.
The year’s 4.5% sales tax was up from the prior year 2.4%. All categories increased:
retail 2.1%, lodging 1.0%, food and beverage 3.6%, and utilities/other 8.5%. Excluding
the out-of-town category, sales tax for the year was up 2.4% compared to 2022.
Town of Vail sales tax forms, the Vail Business Review, and sales tax worksheets are
available on the Internet at vail.gov. You may email me to request to have the Vail
Business Review and the sales tax worksheet emailed to you automatically.
Please remember when reading the Vail Business Review that it is produced from sales
tax collections as opposed to actual gross sales.
If you have any questions or comments, please feel free to call me at (970) 479-2125 or
Carlie Smith, Finance Director, at (970) 479-2119.
Sincerely,
Lauren Noll
Sales Tax Administrator
127
December 2023
Town of Vail Business Review
December Sales Tax Collections by Year
December 2023 Sales Tax
December 2022
Sales Tax Collections by Business Type
2,323,237
Lodging
2,594,683
Food &
Beverage
1,173,279 Utilities &
Other
282,769
$0
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
(2.1%)7.1%(19.4%)
Retail
4,298,037
3,661,185
5,818,556
$0 $1,000,000 $2,000,000 $3,000,000 $4,000,000 $5,000,000 $6,000,000
2019
2020
2021
2022
2023
General Sales Tax
Housing Sales Tax
6,334,404
6,373,968
• December 2023 retail sales decreased (2.1%), lodging increased 3.1%, food and beverage
increased 7.1%, and utilities and other decreased (19.4%).
• The figures above reflect 4.5% sales tax.
Retail
2,372,687
Lodging
2,515,806
Food &
Beverage
1,095,151 Utilities &
Other
350,760
$0
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
3.1%
• This report represents collections of Town of Vail sales tax, as opposed to actual gross sales.
•On January 1st, 2022, Town of Vail sales tax increased from 4.0% to 4.5% on all items except food for
home consumption. Fiscal years 2022 and 2023 include the 0.5% increase to sales tax, depicted
in light blue. Prior years show 4.0% sales tax collections.
•Total December 2022 collections were $6,334,404; December 2023 collections were $6,373,968, up
from the prior year 0.6%.
128
December 2023 Sales Tax
Town of Vail Business Review
December 2022December 2023
Geographic Area Trends by Year
December Sales Tax
Sales Tax by Location
Other Areas
14%
Lionshead
17%
Out of
Town
25%
Vail Village
44%
• Vail Village sales tax increased 4.3%, Lionshead decreased (3.1%), Other Areas increased 4.5%, and Out
of Town decreased (5.4%). Excluding Out of Town collections, all areas were up 2.6%.
• The figures above reflect 4.5% sales tax.
612,043
584,078
827,095
963,048
606,143
1,038,739
502,942
935,660
1,464,878
2,220,005
1,535,304
2,487,843
$0 $500,000 $1,000,000 $1,500,000 $2,000,000 $2,500,000 $3,000,000
2019
2020
2021
2022
2023
Vail Village
Out of Town
Lionshead
Other Areas
• This chart shows December sales tax collections by geographic area over time.
• 2022 and 2023 include the 0.5% increase for housing sales tax, depicted in lighter shades.
General 4.0% sales tax collections are shown in darker shades.
865,059 1,082,859
1,575,489 2,810,997
2,931,140
1,049,098 1,490,057
903,674
Other Areas
14%
Lionshead
17%
Out of
Town
23%
Vail Village
46%
129
Accommodation Services Sales Tax by Year
Retail Business 4.5% Sales Tax Detail
December 2023 Sales Tax
Town of Vail Business Review
$0 $250,000 $500,000 $750,000 $1,000,000 $1,250,000 $1,500,000 $1,750,000 $2,000,000
Apparel
$508,273
Grocery
$325,110
Gallery
$9,918
Gifts
$11,488
Jewelry
$121,365Retail Liquor
$91,555
Retail Other
$431,590
Sporting Goods
$685,927
Online Retailers
$137,850
Retail Home
Occupation
$160
• December 2023 accommodations services increased 3.1% from prior year. Short-term rentals increased 2.6%
and hotels and lodges increased 3.4%.
• 2022 and 2023 include the 0.5% increase for housing sales tax, depicted in lighter shades. General 4.0% sales
tax collections are shown in darker shades.
• Short-term rental sales tax collection numbers include online marketplace facilitators like Airbnb and VRBO.
Revenue collections from facilitators may include some hotels and lodges.
1,810,080
686,414
Hotel and Lodges
Short-Term Rentals
2023 2022 2021
705,074
1,871,490
1,810,732
723,193
130
Retail 366,351.66 409,257.11 ‐10.48%
Lodging 431,723.92 350,527.38 23.16%
F & B 96,251.98 96,963.13 ‐0.73%
Other 9,346.08 8,311.82 12.44%
Total 903,673.64 865,059.44 4.46%
Retail 325,008.72 318,840.51 1.93%
Lodging 519,834.96 563,124.98 ‐7.69%
F & B 197,530.83 194,711.76 1.45%
Other 6,723.48 6,181.42 8.77%
Total 1,049,097.99 1,082,858.67 ‐3.12%
Retail 506,275.66 569,600.44 ‐11.12%
Lodging 748,517.41 711,879.77 5.15%
F & B 2,424.59 2,287.58 5.99%
Other 232,839.19 291,720.81 ‐20.18%
Total 1,490,056.85 1,575,488.61 ‐5.42%
Retail 1,125,601.06 1,074,989.24 4.71%
Lodging 894,606.81 890,273.46 0.49%
F & B 877,071.43 801,188.33 9.47%
Other 33,860.25 44,546.43 ‐23.99%
Total 2,931,139.55 2,810,997.46 4.27%
Retail 2,323,237.10 2,372,687.29 ‐2.08%
Lodging 2,594,683.10 2,515,805.59 3.14%
F & B 1,173,278.83 1,095,150.80 7.13%
Other 282,769.00 350,760.48 ‐19.38%
Total 6,373,968.03 6,334,404.17 0.62%
Retail Apparel 508,273.34 487,095.42 4.35%
Retail Food 325,110.28 360,441.13 ‐9.80%
Retail Gallery 9,917.64 12,929.50 ‐23.29%
Retail Gift 11,488.45 10,815.81 6.22%
Retail Home Occupation 159.60 349.07 ‐54.28%
Retail Jewelry 121,365.20 131,649.17 ‐7.81%
Retail Liquor 91,555.28 101,202.12 ‐9.53%
Retail Other 431,589.71 461,077.78 ‐6.40%
Retail Sport 685,927.49 644,749.48 6.39%
Retail Online Retailer 137,850.11 162,377.82 ‐15.11%
Total 2,323,237.10 2,372,687.30 ‐2.08%
Total ‐ All Areas
Lionshead
Out of Town
Vail Village
Retail Summary
Cascade Village / East Vail / Sandstone / West Vail
Town of Vail Business Review
December 4.5% Sales Tax
2023 Collections 2022 Collections YoY % Change
131
2023
Town of Vail Business Review
Annual Sales Tax Collections by Year
2023 Sales Tax
2022
Sales Tax Collections by Business Type
16,270,236
Lodging
17,559,141
Food &
Beverage
10,068,863
Utilities &
Other
2,947,721
$0
$2,000,000
$4,000,000
$6,000,000
$8,000,000
$10,000,000
$12,000,000
$14,000,000
$16,000,000
$18,000,000
2.1%3.6%8.5%
Retail
29,375,583
25,003,521
34,619,535
$0 $10,000,000 $20,000,000 $30,000,000 $40,000,000 $50,000,000
2019
2020
2021
2022
2023
General Sales Tax
Housing Sales Tax
45,756,786
46,845,962
• 2023 retail sales increased 2.1%, lodging increased 1.0%, food and beverage increased 3.6%, and
utilities and other increased 8.5%.
• The figures above reflect 4.5% sales tax.
Retail
15,933,368
Lodging
17,383,543
Food &
Beverage
9,724,136
Utilities &
Other
2,715,738
$0
$2,000,000
$4,000,000
$6,000,000
$8,000,000
$10,000,000
$12,000,000
$14,000,000
$16,000,000
$18,000,000
1.0%
• This report represents collections of Town of Vail sales tax, as opposed to actual gross sales.
• On January 1st, 2022, Town of Vail sales tax increased from 4.0% to 4.5% on all items except food for
home consumption. 2022 and 2023 above include the 0.5% increase to sales tax, depicted in light
blue. Prior years show 4.0% sales tax collections.
• Total 2022 collections were $45,756,786; total 2023 collections were $46,845,962, up from the prior year
2.4%.
132
2023 Sales Tax
Town of Vail Business Review
20222023
Geographic Area Trends by Year
Annual Sales Tax
Sales Tax by Location
Other Areas
15%
Lionshead
16%
Out of
Town
26%
Vail Village
43%
• Vail Village sales tax increased 3.2%, Lionshead increased 2.8%, Other Areas decreased (0.3%), and Out
of Town increased 2.3%. Excluding Out of Town collections, all areas were up 2.4%.
• The figures above reflect 4.5% sales tax.
4,804,819
4,188,175
5,076,849
6,195,709
4,465,541
5,193,091
4,247,821
5,017,358
9,625,321
14,127,234
11,332,447
14,724,275
$0 $5,000,000 $10,000,000 $15,000,000 $20,000,000
2019
2020
2021
2022
2023
Vail Village
Out of Town
Lionshead
Other Areas
• This chart shows annual sales tax collections by geographic area over time.
• 2022 and 2023 include the 0.5% increase for housing sales tax, depicted in lighter shades.
General 4.0% sales tax collections are shown in darker shades.
6,752,905
7,239,104 12,027,844 19,736,934
20,366,712
7,441,100
12,308,602
6,729,547
Other Areas
14%
Lionshead
16%
Out of
Town
26%
Vail Village
44%
133
Accommodation Services Sales Tax by Year
Retail Business 4.5% Sales Tax Detail
2023 Sales Tax
Town of Vail Business Review
$0 $2,000,000 $4,000,000 $6,000,000 $8,000,000 $10,000,000 $12,000,000 $14,000,000
Apparel
$3,349,198
Grocery
$2,322,782
Gallery
$235,683
Gifts
$77,333
Jewelry
$686,323Retail Liquor
$692,743
Retail Other
$4,383,547
Sporting Goods
$3,480,302
Online Retailers
$1,038,473
Retail Home
Occupation
$3,853
• 2023 accommodations services increased 1.0% from prior year. Short-term rentals increased 3.7% and hotels
and lodges decreased (0.2%).
• 2022 and 2023 include the 0.5% increase for housing sales tax, depicted in lighter shades. General 4.0% sales
tax collections are shown in darker shades.
• Short-term rental sales tax collection numbers include online marketplace facilitators like Airbnb and VRBO.
Revenue collections from facilitators may include some hotels and lodges.
8,420,753
3,884,800
Hotel and Lodges
Short-Term Rentals
2023 2022 2021
5,233,139
12,130,682
12,150,405
5,428,459
134
Retail 2,608,743.72 2,629,527.59 ‐0.79%
Lodging 2,928,185.45 2,905,418.16 0.78%
F & B 1,076,546.97 1,102,883.71 ‐2.39%
Other 116,071.30 115,075.14 0.87%
Total 6,729,547.44 6,752,904.60 ‐0.35%
Retail 1,830,860.95 1,815,996.76 0.82%
Lodging 3,609,310.07 3,589,130.21 0.56%
F & B 1,856,318.57 1,784,906.61 4.00%
Other 144,610.38 49,070.16 194.70%
Total 7,441,099.97 7,239,103.74 2.79%
Retail 4,942,951.88 4,917,346.82 0.52%
Lodging 4,870,658.22 4,793,266.78 1.61%
F & B 25,951.18 24,562.27 5.65%
Other 2,469,041.07 2,292,667.74 7.69%
Total 12,308,602.35 12,027,843.61 2.33%
Retail 6,887,679.93 6,570,496.86 4.83%
Lodging 6,150,987.04 6,095,728.21 0.91%
F & B 7,110,046.22 6,811,783.16 4.38%
Other 217,998.61 258,925.45 ‐15.81%
Total 20,366,711.80 19,736,933.68 3.19%
Retail 16,270,236.48 15,933,368.03 2.11%
Lodging 17,559,140.78 17,383,543.36 1.01%
F & B 10,068,862.94 9,724,135.75 3.55%
Other 2,947,721.36 2,715,738.49 8.54%
Total 46,845,961.56 45,756,785.63 2.38%
Retail Apparel 3,349,197.93 3,169,573.02 5.67%
Retail Food 2,322,781.72 2,263,143.12 2.64%
Retail Gallery 235,683.29 158,913.53 48.31%
Retail Gift 77,332.54 75,323.45 2.67%
Retail Home Occupation 3,853.44 3,582.38 7.57%
Retail Jewelry 686,322.99 682,662.20 0.54%
Retail Liquor 692,742.78 760,459.25 ‐8.90%
Retail Other 4,383,546.70 4,497,342.64 ‐2.53%
Retail Sport 3,480,302.13 3,332,194.10 4.44%
Retail Online Retailer 1,038,472.97 990,174.33 4.88%
Total 16,270,236.48 15,933,368.03 2.11%
Total ‐ All Areas
Lionshead
Out of Town
Vail Village
Retail Summary
Cascade Village / East Vail / Sandstone / West Vail
Town of Vail Business Review
Annual 4.5% Sales Tax
2023 Collections 2022 Collections YoY % Change
135
AGENDA ITEM NO. 7.3
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Martha Anderson, Housing
ITEM TYPE:Information Update
AGENDA SECTION:Information Update
SUBJECT:2023 EHU Compliance Status Update
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
2023 EHU Compliance Status Update Memo 03052024.pdf
136
Memorandum
To: Vail Town Council
From: Martha Anderson, Senior Housing Coordinator
Missy Johnson, Housing Coordinator
Date: March 5, 2024
Subject: 2023 Deed-Restricted Employee Housing Compliance Status Report
I. SUMMARY
The Town of Vail Housing Department is charged with verifying compliance for 1,034
deed-restricted properties in the Town of Vail, annually. Housing staff sent letters to
owners of all non-compliant properties on February 2, 2024, reminding each of their
obligation to provide documentation demonstrating compliance and requirement to pay
the late fee by no later than February 29, 2024.
As a result, owners of 2 deed-restricted properties, out of the 6 previously non-compliant
properties, submitted the required documentation by the February 29 deadline.
The names of the property owners for the 4 non-compliant properties are:
1. Aspen Financial Group c/o Alan Suridis, 2388 Garmisch Drive Unit 3-B2
2. Norma Jean Boackle Ajlouny & Pamela Hughes, 1835 West Gore Creek Drive
3. Max Beleck, 2373 Lower Traverse Way Unit C
4. Kevin Bentley, 2823 Kinnikinnick Road Unit 8B
As of 12 noon, February 29, 2024, 1,030 deed-restricted properties are compliant with
the annual compliance requirement and the team continues to review the submittals for
proper residential usage and required supporting documentation.
II. NEXT STEPS
Beginning March 4, 2024, the housing staff, in collaboration with the Police Department,
began preparing evidentiary files for four residences and owners in anticipation of issuing
summons for failure to comply with the deed restriction terms. Once a summons has been
written, the issue of non-compliance will transition from a compliance matter to an
enforcement matter.
137
AGENDA ITEM NO. 8.1
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Stephanie Bibbens, Town Manager
ITEM TYPE:Town Manager Report
AGENDA SECTION:Matters from Mayor, Council, Town Manager and Committee Reports
(20 min.)
SUBJECT:Town Manager Report
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
TM Update 010524
138
Town Managers Update
March 5, 2024
1. Strategic Goals & Actions
On February 26th and 27th the Town Council met and reviewed public feedback received
from residents, guests, and businesses regarding priority issues the town should consider
addressing. The Council then identified 5 areas of focus and developed goals for each area
of focus. Staff will integrate this direction into a strategic plan for the Town Council’s review
and approval in the coming 1-2 months.
2. Letter to CDOT
Staff is requesting Council’s direction to send the Colorado Department of Transportation a
letter enquiring about the status of funding for the I-70 Vail Pass project.
3. Other
There may be other topics the Town Manager will bring to the Town Council’s attention.
139
AGENDA ITEM NO. 8.2
Item Cover Page
DATE:March 5, 2024
SUBMITTED BY:Stephanie Bibbens, Town Manager
ITEM TYPE:Town Manager Report
AGENDA SECTION:Matters from Mayor, Council, Town Manager and Committee Reports
(20 min.)
SUBJECT:Council Matters and Status Report
SUGGESTED ACTION:
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
240305 Matters.docx
140
COUNCIL MATTERS
Status Report
Report for March 5, 2024
Town Council thanked parking staff for managing the Donovan parking lot for
Saturday’s event, especially on such a cold day!And thank you to Public Safety for
excellent handling of Saturday’s concert.
Town Council directed staff to come back with a conversation about turf grass.
Town Council requested a step-up in enforcement of vehicle idling laws.
Town Council requested a future work session discussion of internal Town of Vail
housing policy
Social Media Listening
https://share.sproutsocial.com/view/90c450fb-1de2-4993-8450-fb1de2f99322
The new Town Council preview reels have done especially well on Instagram with high Impressions for
that channel, powered by people liking and sharing the videos to their own Stories:
141
In the News______________________________________________________
Feb. 14
Ford Park Parking Closed
https://www.realvail.com/vails-ford-park-parking-closed-over-presidents-day-for-john-summit-
show/a18396/
Feb. 15
Park City Lite-Deed Program
https://townlift.com/2024/02/park-city-lite-deed-housing-program-seeks-pilot-renewal-for-
upcoming-year/
Feb. 17
10th Mountain Division Ski-In
https://www.vaildaily.com/news/the-10th-mountain-division-ski-in-will-return-to-ski-cooper-vail-
for-its-49th-year/
Feb. 19
West Vail Commercial Area
https://www.vaildaily.com/news/how-should-west-vails-commercial-core-be-redeveloped/
RTA Summer Routes
https://www.vaildaily.com/news/eco-transit-will-increase-frequency-on-these-routes-this-
summer/
Community Meeting
https://www.vaildaily.com/news/vail-to-host-2024-community-meeting-on-march-5/
https://www.realvail.com/community-invited-to-vails-annual-town-meeting-on-march-5-including-
eck-celebration/a18442/
Feb. 21
Municipal Bonds for Housing
https://www.bnnbloomberg.ca/colorado-ski-town-sells-housing-bonds-in-bid-to-retain-teachers-
1.2037433
Feb. 22
142
Post Office Repairs
https://www.vaildaily.com/news/postal-service-promises-repairs-after-vails-former-mayor-says-
our-post-office-is-a-mess/
Feb. 23
Use of Narcan at John Summit Concert
https://www.vaildaily.com/news/concert-in-vail-over-presidents-day-weekend-sees-multiple-
narcan-deployments/
Feb. 24
Geothermal for Snowmelt
https://www.vaildaily.com/news/vail-sees-geothermal-potential-for-decarbonizing-its-snowmelt-
system/
Short Term Rental Bills
https://www.vaildaily.com/news/as-fight-over-how-to-tax-short-term-rentals-heats-up-bill-
incentivizing-renting-to-locals-moves-closer-to-colorado-governors-desk/
Pitkin Creek Avalanche
https://www.vaildaily.com/news/gore-range-avalanche-injures-a-pair-of-locals-and-a-dog-near-
east-vail/
Steve Zuckerman
https://www.vaildaily.com/news/eagle-county-paramedic-dies-in-backcountry-rescue/
https://www.realvail.com/eagle-county-paramedic-services-mourns-death-of-paramedic-steve-
zuckerman/a18467/
Feb. 27
Affordable Housing Legislation
https://www.vaildaily.com/news/colorado-democrats-are-pursuing-bills-to-reshape-the-
affordable-housing-landscape-just-not-in-ski-towns/
Upcoming Dates
March 5 (TODAY!)Annual Community Meeting 4:30pm
143
AGENDA ITEM NO. 11.1
Item Cover Page
DATE:March 5, 2024
TIME:45 min.
SUBMITTED BY:Steph Johnson, Town Manager
ITEM TYPE:Presentation/Discussion
AGENDA SECTION:Meeting with State Senator Dylan Roberts and State
Representative Meghan Lukens at 3:30pm
SUBJECT:Legislative Update
SUGGESTED ACTION:Listen to presentation and provide feedback.
PRESENTER(S):State Senator Dylan Roberts & State Representative Meghan Lukens
VAIL TOWN COUNCIL AGENDA ITEM REPORT
ATTACHMENTS:
Legislative Update 030524.docx
144
To:Vail Town Council
From:Russell Forrest, Town Manager
Date:March 5, 2024
Subject:State of Colorado Legislative Update
1.PURPOSE AND INTRODUCTION
On Tuesday, March 5
th Senator Robert Dylan and Representative Megan Lukens will join the
Town Council virtually from Denver to provide a legislative update and discuss bills that may be
of interest to the Town of Vail and other ski towns.
2.BILLS OF INTEREST
The following is a summary of bills that may be of interest to the Vail Town Council to further
discuss with the Senator and Representative. It should be noted that these bills are evolving
rapidly in some cases. All bills currently being considered can be found in the website for the
Colorado General Assembly. The Colorado Municipal League also has a very good website
that follows bills of municipal interest and CML may take positions on various bills. Specific Bills
of Interest may include:
Housing/Land Use
Bill Title Description
HB24-
1007
Prohibit
Residential
Occupancy
Limits
The bill prohibits local governments from enacting or enforcing
residential occupancy limits unless those limits are tied to a
minimum square footage per person requirement that is
necessary to regulate safety, health, and welfare. CML and
many Fire Chiefs are opposed
HB 24-
1152
Accessory
Dwelling Units
The bill creates a series of requirements related to accessory
dwelling units. The bill establishes unique requirements for
subject jurisdictions and for qualifying as an accessory dwelling
unit supportive jurisdiction (supportive jurisdiction). CML opposes
unless amended.While CML share's the state's goal of expanding
housing options, this bill encroaches on traditional land use and
zoning authority of home rule municipalities.
HB24-1152 imposes top-down residential zoning standards on
select municipalities in Metropolitan Planning Organizations
(MPOs) by making accessory dwelling units (ADUs) a “use by
right” in single family zones. The bill would prohibit local
145
Town of Vail Page 2
governments from maintaining parking requirements, owner-
occupancy rules, and so-called “restrictive” design or dimension
standards.
HB24-
1107
Judicial Review
of Local Land
Use Decision
The bill requires a court to award reasonable attorney fees to a
prevailing defendant in an action for judicial review of a local land
use decision, except for an action brought by the land use
applicant before the governmental entity. Filing an action for
judicial review of a local land use decision does not affect the
validity of the local land use decision. The bill authorizes a
governmental entity and the public to rely on the local land use
decision in good faith for all purposes until the action for judicial
review is resolved
HB24-
1125
Tax Credit
Commercial
Building
Conversion
The bill creates a new refundable tax credit to be claimed in tax
years commencing on or after January 1, 2026, and before
January 1, 2036. The credit may be claimed for certain costs
related to the conversion of a commercial structure to a residential
structure. CML supports this bill.
HB24-
1175
Local
Governments
Rights to
Property for
Affordable
Housing
The bill requires the seller of such property to give notice to the
local government at least 2 years before the first expiration of an
existing affordability restriction on the property and again when
the seller takes certain actions as a precursor to selling the
property. CML supports if amended but this would be challenging
to administer and implement.
HB24-
1299
Classification of
Short-Term
Rental Units for
Purpose of
Property Tax
Treatment
This bill defines a short-term rental as a “unit that is not the
owner’s primary or secondary residence.” A secondary residence
is defined as “a residential improvement that is not the owner’s
primary residence but at which the owner stays part-time. An
owner shall not have more than one secondary residence.”
HB24-
1316
Middle-Income
Housing Tax
Credit
The bill creates a pilot program for an income tax credit for
owners of qualified housing developments focused on rental
housing for middle-income individuals and families. Middle-
income individuals and families are those individuals and families
with an annual household income between 80% and 120% of the
area median income of the households of the same size in the
county in which the housing development is located; except that,
for rural resort counties, the annual income is between 80% and
140% of the area median income of the households of the same
size in the county in which the housing development is located.
SB24-
033
Lodging
Property Tax
Treatment
This bill would classify residences used for short term rentals (less
than 30 days) as lodging property if used for more than 90 days in
a year as a short-term rental. Though valued on the market
approach, such property would be taxed at the rate for lodging
property. The Vail Valley Partnership has taken a position of
opposition to this bill in that it would negatively impact a large
percentage of our lodging in the Vail Valley, particularly
condominium hotels.
146
Town of Vail Page 3
HB24-
1308
Effective
Implementation
of Affordable
Housing
Programs
Concerning provisions to facilitate the effective implementation of
programs for affordable housing, and, in connection therewith,
adding annual reporting requirements by the division of housing
concerning applications for affordable housing programs and
money in and issued from the housing development grant fund;
creating a process for reviewing and approving applications for all
affordable housing programs by the division of housing; and
allowing a credit for donated land to count toward eligibility for
affordable housing funding created by the voters' approval of
proposition 123.
SB 24-
092
Cost Effective
Energy Codes
The bill requires any provision of any energy code adopted by a
county or municipality on or after January 1, 2026, to be cost
effective. "Cost effective" means, using the existing energy
efficiency standards and requirements as a base of comparison,
that the economic benefits of the proposed energy efficiency
standards and requirements will exceed the economic costs of
those standards and requirements based upon an incremental
multi-year analysis… CML supports if amended
SB24-
002
Local
Government
Property Tax
Credits Rebates
This bill concerns the authority of a local government to establish
a property tax incentive program to address an area of specific
local concern related to the use of real property in the
government’s jurisdiction, and, in connection therewith,
authorizing counties and municipalities to offer limited property tax
credits or rebates to incentive program participants. CML is now
in support of this bill after securing amendments that ensure local
governments’ choice in property tax relief tools.
No Bill
number
yet.
Click to
see text.
Sustainable
Affordable
Housing
Assistance
The bill’s sponsors, Sen. Barbara Kirkmeyer and Sen. Rachel
Zenzinger, shared some of the philosophies behind the draft this
past weekend in a Denver Post op-ed, "Unveiling our bipartisan
response to Colorado’s housing crisis.” Prioritizing partnership
over preemption, the bill proposes that municipalities assess
housing needs and develop specific plans to address them with a
focus on affordability, largely using methodologies created by the
Department of Local Affairs (DOLA). DOLA’s support will include
technical assistance, a statewide housing needs assessment, and
menus of strategies to increase affordable housing and avoid
displacement. Additionally, the bill aims to integrate elements into
master and comprehensive plans that address water and strategic
growth needs, with funding prioritization based on local
government participation, aligning with the League's support for
community-driven affordable housing initiatives.
SB24-
106
Right to Remedy
Construction
Defects
This bill creates a right for a construction professional to remedy a
construction defect or hire a third party to perform the work;
binding arbitration to resolve claims; and requires approval of a
two-thirds majority of unit owners to bring a claim.
147
Town of Vail Page 4
OTHER
Bill Title Description
HB 24-
1028
Overdose
Prevention
Centers
Bill specifies that the governing body of a municipality, which
includes a city, town, and city and county, may authorize the
operation of an overdose prevention center within the
municipality's boundaries for the purpose of saving the lives of
persons at risk of preventable overdoses
HB24-
1178 Local
Government
Authority to
Regulate
Pesticides
Current law prohibits a local government from creating laws that
regulate the use of pesticides by pesticide applicators regulated
by state or federal law. The bill allows a local government to
create and enforce laws regulating the sale or use of pesticides to
protect the health and safety of the community with certain
exceptions.
Town of Vail has provided a letter of support and CML supports
HB24-
1168
Equal Access to
Public Meetings
The bill requires state and local public bodies (public bodies) to
ensure that the following accessibility requirements are
implemented by July 1, 2025. CML opposes. This bill in analysis
would impose requirement on local government for s
148