Loading...
HomeMy WebLinkAbout2022-08-15 (Regular) Meeting Agenda Packet Please note: If you have a disability and need auxiliary aids or services, please notify the City of Englewood (303-762-2405) at least 48 hours in advance of when services are needed. 1000 Englewood Pkwy - Council Chambers Englewood, CO 80110 AGENDA City Council Regular Meeting Monday, August 15, 2022 ♦ 6:00 PM Council dinner will be provided at 5:30pm To view the meeting, please follow this link to our YouTube live stream link: https://www.youtube.com/channel/UCjs_TNMHcE3ICzSu8gjDYig 1. Study Session Topic a. Director of Public Works Maria D'Andrea will be present to provide an overview of the Complete Streets Initiative & Applicability to Englewood Street Network. 6:00pm- 6:25pm 1a Information Presentation: 15 minutes Discussion:10 minutes b. Director of Public Works Maria D'Andrea will be present to update City Council on progress on this multi-agency study being led by the City of Englewood. 6:25 pm- 6:45pm 1b Information Presentation: 10 minutes Discussion:10 minutes c. Director of Finance Jackie Loh will be present to review the Investment Policy Statement (IPS) for the City's 401(a) and 457 Retirement Plan. 6:45pm-6:55pm 1c Information & Direction Presentation: 5 minutes Discussion: 5 minutes 2. Call to Order 3. Pledge of Allegiance 4. Roll Call 5. Consideration of Minutes of Previous Session a. Minutes of the Regular City Council Meeting of August 1, 2022. 5a Page 1 of 376 Englewood City Council Regular Agenda August 15, 2022 Please note: If you have a disability and need auxiliary aids or services, please notify the City of Englewood (303-762-2405) at least 48 hours in advance of when services are needed. 6. Appointments, Communications, Proclamations, and Recognition 7. Recognition of Scheduled Public Comment Public Comment typically starts at 7:00pm The deadline to sign up to speak for Scheduled Public Comment is Wednesday by 5 p.m., prior to the meeting, through the City Clerk’s Office. This is an opportunity for the public to address City Council. There is an expectation that the presentation will be conducted in a respectful manner. Council may ask questions for clarification, but there will not be any dialogue. Please limit your presentation to five minutes. Written materials for presentation to Council may be submitted to the City Clerk. a. Steven Kelly, an Englewood resident, will address Council. b. Jacob Gilbert, an Englewood resident, will address Council. c. Doug Cohn, an Englewood resident, will address Council. 8. Recognition of Unscheduled Public Comment Public Comment typically starts at 7:00pm If you would like to sign-up to speak virtually for public comment at the upcoming City Council meeting on Monday, August 15th, please visit August 15, 2022 Public Comment link to register, or plan to attend the meeting in person at 1000 Englewood Pkwy, Second Floor- Council Chambers. If registering to speak virtually, you will receive a unique and personalized invitation by email to join the meeting. Every speaker who wants to register should sign-up with their own email address. If you do not have an email address or if you have any questions regarding this process, please reach out to the City Clerk's Office at CityClerk@englewoodco.gov or call 303- 762-2430. Citizens may also submit written public comments to the City Clerk's Office at CityClerk@englewoodco.gov until 12 p.m.Tuesday, August 16th. This is an opportunity for the public to address City Council. There is an expectation that the presentation will be conducted in a respectful manner. Council may ask questions for clarification, but there will not be any dialogue. Please limit your presentation to 3 minutes. Council Response to Public Comment. 9. Consent Agenda Items a. Approval of Ordinances on First Reading i. CB 40 - Allow Court and Prosecution staff to hand documents to defendants and witnesses, and to authorize Court to withdraw bench warrant and instead serve summons to defendants in lieu of arrest 9ai Staff recommends City Council approve a Bill for an Ordinance amending municipal code to authorize prosecution and court staff to serve summons and Page 2 of 376 Englewood City Council Regular Agenda August 15, 2022 Please note: If you have a disability and need auxiliary aids or services, please notify the City of Englewood (303-762-2405) at least 48 hours in advance of when services are needed. subpoenas, and to authorize court to convert a warrant to a summons for service at court in lieu of arrest. Staff: City Attorney Tamara Niles ii. CB 44 -Amending Englewood Municipal Code Title 4, Chapter 1, Section 4-1-2 concerning the annual required adoption of the City's investment policy. 9aii Staff recommends City Council approve a Bill for an Ordinance amending EMC Title 4, Chapter 1, Section 4-1-2 concerning the annual required adoption of the City's investment policy. Staff: Director of Finance Jackie Loh and Budget Administrator Jenny Nolan iii. CB 45 - Intergovernmental Agreement with the City of Centennial to provide interconnectivity between traffic signal systems for public benefit. 9aiii Staff recommends City Council approve a Bill for an Ordinance authorizing an Intergovernmental Agreement (IGA) between the City of Centennial and the City of Englewood to fund a portion of the System-to-System Traffic Signal Communication Project. Staff: Director of Public Works Maria D'Andrea b. Approval of Ordinances on Second Reading. i. CB 36 - Amending Englewood Municipal Code to mirror Colorado statute and provide clarity of offenses for filing in Englewood Municipal Court. 9bi Staff recommends City Council approve an Ordinance amending EMC sections 6-1-10, 7-6A-1, 7-6A-2, 7-6A-3, 7-6A-4, 7-6A-6, 7-6B-1, 7-6F-4, 7-6F-6, and 7- 6F-9, and repeals sections 7-6F-8 and 7-7-1, in order to mirror Colorado statute and provide clarity of offenses for filing in Englewood Municipal Court. Staff: City Attorney Tamara Niles ii. CB 42 - The Colorado Department of Local Affairs (DOLA) Special Initiative Grant 9bii Staff recommends City Council approve an Ordinance to accept a DOLA Special Initiative Grant Staff: Aquatics Manager Brad Anderson iii. CB 43 - IGA with Arapahoe County for Coordinated Election Services 9biii Staff recommends Council approve an Ordinance for an Intergovernmental Agreement between the City of Englewood and Arapahoe County for the November 8, 2022 Coordinated Election. Staff: City Clerk Stephanie Carlile c. Resolutions and Motions i. Approval of Englewood Police Benefit Association (EPBA) Contract 9ci Staff recommends City Council approve, by Motion, a contract for the Englewood Police Benefit Association (EPBA). Staff: Director of Human Resources Shawn Weiske 10. Public Hearing Items Page 3 of 376 Englewood City Council Regular Agenda August 15, 2022 Please note: If you have a disability and need auxiliary aids or services, please notify the City of Englewood (303-762-2405) at least 48 hours in advance of when services are needed. 11. Ordinances, Resolutions and Motions a. Approval of Ordinances on First Reading i. CB 46 - Update to the current off-leash ordinance. 11ai Staff recommends City Council approve a Bill for an Ordinance updating the current off-leash ordinance. Staff: Director of Parks, Recreation, Library and Golf Christina Underhill b. Approval of Ordinances on Second Reading c. Resolutions and Motions i. Approval of a contract to provide security services for EEF and Civic Center properties. 11ci Staff recommends City Council approve, by Motion, contract with Allied Universal Security Services to provide Security Services for the EEF (Englewood Environmental Foundation) properties and for the Civic Center building. This is a Contract for Services for a not-to-exceed amount of $ 500,000.00. Staff: Director of Public Works Maria D'Andrea and Senior Capital Project Specialist Melinda Goblirsch ii. Resolution adopting the changes to the Reserve and Investment Policy 11cii Staff recommends City Council approve a Resolution adopting the changes to the Reserve and Investment Policy. Staff: Director of Finance Jackie Loh and Budget Administrator Jenny Nolan iii. 2022 Budget Supplemental Resolution #3 11ciii Staff recommends City Council approve a Resolution for the 2022 Budget Supplemental #3. Staff: Director of Finance Jackie Loh 12. General Discussion a. Mayor's Choice i. Executive Session for discussion of a personnel matter under C.R.S. Section 24-6-402(2)(f) for the purpose of annual employment reviews and not involving: any specific employees who have requested discussion of the matter in open session; any member of this body or any elected official; the appointment of any person to fill an office of this body or of an elected official; or personnel policies that do not require the discussion of matters personal to particular employees. 12ai ii. Executive Session for a conference with the City attorney for the purpose of receiving legal advice on specific legal questions under C.R.S. Section 24-6- 402(4)(b) Page 4 of 376 Englewood City Council Regular Agenda August 15, 2022 Please note: If you have a disability and need auxiliary aids or services, please notify the City of Englewood (303-762-2405) at least 48 hours in advance of when services are needed. b. Council Members' Choice 13. City Manager’s Report 14. Adjournment Page 5 of 376 STUDY SESSION TO: Mayor and Council FROM: Maria D'Andrea DEPARTMENT: Public Works DATE: August 15, 2022 SUBJECT: Overview of Complete Streets Initiative & Applicability to Englewood Street Network DESCRIPTION: Staff will present an overview of what complete streets is, DRCOG"s efforts in this area, and how this concept can be applied in Englewood. RECOMMENDATION: This item is informational only. No action is required of the City Council. SUMMARY: The city has recently applied for two grants through DRCOG's Arapahoe County Transportation Forum process to design & construct Complete Streets elements on two roadways in Englewood: • Old Hampden Avenue, Broadway to Lafayette Street • South Broadway, US 285 to Belleview Avenue This presentation provides an overview of the Complete Streets concepts and what is being undertaken in the metro area towards this effort. ANALYSIS: According to Smart Growth America and the National Complete Streets Coalition, Complete Streets are streets for everyone. They are designed and operated to prioritize safety, comfort, and access to destinations for all people who use the street, of all ages and abilities, especially those who cannot afford or do not have access to a car. While Complete Streets vary based on a community’s needs, they all make it easy (and safer!) to cross the street, walk to shops, restaurants, jobs, and schools, bicycle to work, and move actively with assistive devices such as wheelchairs. There is no singular design prescription for Complete Streets. Each one is unique and responds to its community context. A complete street may include: sidewalks, bike lanes (or wide paved shoulders), special bus lanes, comfortable and accessible public transportation stops, frequent and safe crosswalks, median islands, accessible pedestrian signals, curb extensions, narrower travel lanes, roundabouts, and more. The context and needs of users are different in rural, suburban, and urban communities, and streets will look different as a result, even when using a Complete Streets approach. DRCOG has recently developed a Regional Complete Streets Toolkit for the Denver region. Complete Streets are safe, context-sensitive, inclusive, equitable and flexible. The Complete Page 6 of 376 Streets approach gives pedestrians, cyclists, transit riders and other multimodal travelers the same access to safe comfortable streets as motor vehicles. Adopted by the DRCOG Board in October 2021, the toolkit will provide guidance for local governments to plan, design and implement Complete Streets. It will provide strategies and give support to decision makers, planners and designers to ensure that multimodal elements are incorporated into transportation projects. The toolkit will also: • Support the development of a safe and comfortable transportation network for all modes and all users. • Promote the use of the latest Complete Streets design criteria and guidelines. • Establish a vision for how and local governments could adopt and apply a Complete Streets policy. • Develop a multimodal street design typology to supplement the traditional functional classification systems by identifying design elements linked to all modes of travel. • Develop a Complete Streets toolkit to create awareness and provide guidance on a variety of street design measures available to local jurisdictions in planning and engineering safe and comfortable Complete Streets for all users of the regional transportation system. This concept is particularly salient in the City’s Wellness District, where many of the neighbors and visitors are elderly, disabled, or seeking medical care. A more welcoming main street can also create a thriving downtown atmosphere by making the area more conducive to outdoor restaurant seating, socializing, taking walks, and other community-friendly activities. This concept is not new to Colorado – in 2020, the City and County of Denver released Complete Streets Design Guidelines(External link) as “guiding principles for the city's public right of way” and there have been successful streetscape projects, such as on Brighton Boulevard(External link) in Five Points. COUNCIL ACTION REQUESTED: No action is requested of the City Council. FINANCIAL IMPLICATIONS: N/A CONNECTION TO STRATEGIC PLAN: Infrastructure and Transportation A city that proactively and in a cost-effective manner invests in, maintains, improves, and plans to protect its infrastructure • Multi-Modal Transportation: Ensure access and increased opportunities for multi-modal transportation • Transportation Safety: Ensure the safety of all while traveling in Englewood • Transportation Infrastructure: Invest in protecting transportation infrastructure in an innovative, sustainable, and cost-effective manner Sustainability A city that stewards its resources for the benefit of current and future generations • Air Quality: Improve public health outcomes through better air quality Page 7 of 376 ATTACHMENTS: Presentation Page 8 of 376 A Complete Streets Approach for the City of Englewood August 15, 2022 Maria D’Andrea, Director of Public Works Page 9 of 376 What is a Complete Street? A set of principles and policies for the planning, design, implementation, operation, and maintenance of roads that carefully considers the safety and accessibility needs of users of all ages and abilities. -National Complete Streets Coalition Page 10 of 376 What is a Complete Street? Ensure the safe & adequate accommodation of all users including: -Pedestrians -Bicyclists -Public transportation users -Children -Older individuals -Individuals with disabilities -Motorists -Freight & delivery drivers Page 11 of 376 o Provide access to adjacent land uses o Support mobility for a variety of users o Conduit for essential utilities o Contribute to the feel & character of a neighborhood Streets play complex roles in our communities.Page 12 of 376 Majority have multiple lanes, high traffic volumes & speed limits above 30 mph, and 97% have adjacent commercial land uses; and 75% are also bordered by low-income communities. Of the top 30 pedestrian crash hot-spot locations in the US…Page 13 of 376 Page 14 of 376 Benefits of Implementing Complete Streets Enhance safety & accessibility Support all modes of transportation Enrich public space Foster economic activity Promote equity Better health & environment Page 15 of 376 Challenges of Implementing Complete Streets Variety of land uses Diverse mix of users Utilitarian focus on moving vehicles –not comfortable for others Limited right-of-way for a wide variety of needs Uses are often incompatible Page 16 of 376 Design Elements of Complete Streets •Modified (typically narrower) vehicle lanes •Bicycle & micromobility (scooters) parking •Bike lanes/Bikeways •Vehicle parking •Transit lanes, bus stops & shelters •Lighting & shade •Placemaking •Mobility hubs •Medians with refuge islands •Access management •Crosswalks & curb ramps •Sidewalks, curb extensions, corner radii •Landscaping, street furniture, trash, etc.Page 17 of 376 DRCOG Complete Streets Toolkit Page 18 of 376 DRCOG Interactive Street Typology Map Page 19 of 376 Old Hampden AvenueRoadway Typology = Neighborhood Connector Street Page 20 of 376 Old Hampden AvenuePage 21 of 376 Old Hampden AvenuePage 22 of 376 Old Hampden AvenuePage 23 of 376 BroadwayRoadway Typology = Regional Connector Street Page 24 of 376 BroadwayPage 25 of 376 BroadwayPage 26 of 376 Next Steps Training Public Education & Outreach Grants Design Guidelines Policy Adoption Page 27 of 376 SS4A Grant Program Safe Streets and Roads for All (SS4A) Established through Bipartisan Infrastructure Law (BIL) $5 billion over the next 5 years Focused on prevention of roadway deaths & serious injuries Page 28 of 376 Questions & Thank You!Page 29 of 376 STUDY SESSION TO: Mayor and Council FROM: Maria D'Andrea DEPARTMENT: Public Works DATE: August 15, 2022 SUBJECT: Update on the Hampden Avenue Mobility and Safety Study DESCRIPTION: Update City Council on progress on this multi-agency study being led by the City of Englewood RECOMMENDATION: Staff will present an overview of the project and efforts to date with the Community Advisory Committee. No direction is requested from the City Council. PREVIOUS COUNCIL ACTION: • On October 4, 2021, the City Council approved a contract with Felsburg, Holt & Ullevig to complete the study. • The City Council passed CB 54 on November 16, 2020, to approve the Intergovernmental Agreement (IGA) between the City and the Colorado Department of Transportation (CDOT) which defines the terms for utilizing the federal funds awarded for this project. • The city signed a letter of support, dated February 19, 2019, committing $140,000 towards the local match of the total $1.6M anticipated project cost. The final cost split results in the city contributing $40,000 to this project. SUMMARY: This field is now required. Please contact City Clerk's office with questions. ANALYSIS: The US 285 (Hampden Avenue) corridor is a major regional arterial providing east-west connectivity between C-470 and I-25. DRCOG's 2016 Annual Report on Roadway Traffic Congestion in the Denver Region identifies the US 285 corridor between Lowell Blvd./Knox Ct., in the city of Sheridan to I-25, in Denver, as a congested corridor (Congestion Mobility Grade of D or F). The intersections of US 285 with Federal Boulevard, University Boulevard, Colorado Boulevard and I-25 are also listed as currently congested. In late-2021, the city initiated the US-285 Congestion Mitigation Study. The project name was changed to the Hampden Avenue Mobility and Safety Study, by the project team, to reflect the urban nature of the section of US 285 that this study will focus on as well as the alternate traffic mode emphasis. The project corridor extends for nearly 6 miles and traverses a number of Page 30 of 376 communities. A project team, consisting of representatives from Englewood, CDOT, Sheridan, Cherry Hills Village, the City and County of Denver, the Regional Transportation District (RTD), and Arapahoe County was established. The primary goal of the Hampden Ave Mobility & Safety Study is to identify a corridor vision that can be translated into both short-term and long-term improvements that address safety concerns and include proposed actions for reducing congestion, improving operational performance, and addressing future transportation needs and multimodal options within the defined Hampden Avenue corridor. The project also looks to preserve community character and seek ways to enhance community amenities and/or placemaking. STUDY GOALS • Develop corridor improvements that will move people through and within the corridor • Improve safety for all road users Increase accommodation of other modes of travel • Develop a long-term vision for the corridor • Develop ‘early action items’ that will address immediate congestion and safety issues • Develop solutions that are in harmony with the community and the environment This project will identify ways to increase the reliability of the existing multimodal network by completing a congestion management study to evaluate measures to reduce traffic delay and increase mobility in the US 285 corridor. This will be accomplished by utilizing the DRCOG Congestion Mitigation Toolkit to address recurring & nonrecurring congestion through the evaluation & recommendation of various mitigation strategies including: active roadway management, travel demand management/alternative travel modes, and physical roadway capacity. The primary goal of the congestion mitigation efforts is to alleviate congestion and encourage travelers to avoid and adapt to congested conditions. Side benefits include the potential for improved air quality and reduced fuel/energy consumption if these strategies are implemented. Missing segments in the pedestrian network and opportunities to improve multi-modal connections will also be evaluated. Improvements will be prioritized for implementation based on benefit provided, ease of implementation, and cost. The prioritized improvements identified in the study would then be eligible for future rounds of federal & state funding. The project is anticipated to be completed in early 2023. COUNCIL ACTION REQUESTED: Staff will present an overview of the project and efforts to date with the Community Advisory Committee. No direction is requested from the City Council. FINANCIAL IMPLICATIONS: This project is being funded through a combination of federal grant money, State (CDOT) funds, and local agency funds. The total budget for the project is $1.6 million. The intergovernmental agreement stipulates an 80% to 20% ratio of grant funds to local matching funds. The grant funding totals $1.6 million, meaning the required local match is $320,000. The local match will be made through $200,000 from CDOT with the remaining $120,000 being split three ways between the cities of Englewood, Sheridan, and Cherry Hills Village, as shown below: Page 31 of 376 Agency Funding Contribution Funding Percentage Federal (FHWA through CDOT) $1,280,000 80% State Matching Funds $200,000 12.5% Local Matching Funds* $120,000 7.5% *$40,000 each from the cities of Englewood, Sheridan & Cherry Hills Village Total $1,600,000 100% Letters of support, including a commitment to the $40,000 contribution, were received from the cities of Sheridan and Cherry Hills Village in support of the project. A letter of support was received from the City and County of Denver. The $40,000 contribution from the City of Englewood is budgeted in Capital Project 30-1001-030. The city will be required to fund the study and, as work progresses, seek reimbursement from CDOT. CONNECTION TO STRATEGIC PLAN: Infrastructure and Transportation A city that proactively and in a cost-effective manner invests in, maintains, improves, and plans to protect its infrastructure • Multi-Modal Transportation: Ensure access and increased opportunities for multi-modal transportation • Transportation Safety: Ensure the safety of all while traveling in Englewood • Transportation Infrastructure: Invest in protecting transportation infrastructure in an innovative, sustainable, and cost-effective manner Sustainability A city that stewards its resources for the benefit of current and future generations • Air Quality: Improve public health outcomes through better air quality OUTREACH/COMMUNICATIONS: This project looks to both inform and engage with the community by ensuring everyone is heard. The corridor communities and stakeholders will contribute to a shared vision for improvements through a proactive approach that identifies issues, develops priorities and solutions while being mindful of impacts to local communities, regional commuters, and the environment. A Community Advisory Committee (CAC) has been established. The CAC is made up of a wide cross section of community leaders, residents, business owners and stakeholder representatives. The role of the CAC members is, primarily, to represent their organization's interests, share information with the broader community, and bring concerns to the group. The group has met three times, to date. An Englewood Engaged page (Hampden Ave. Mobility &amp; Safety Study | Englewood Engaged (englewoodco.gov) has been established on the city's web site. A public survey, with mapping capabilities, was included on the website between June 15 and July 24. Participants had the ability to drop a pin on the map related to safety, congestion, mobility, transit and Page 32 of 376 bicycle/pedestrian concerns or issues along Hampden Ave. The survey had approximately 200 responses. To date, the page has about 380 page views. Project representatives have piggybacked on the following community events to provide information on the project and encourage people to take the on-line survey: •June 22, Englewood Bike to Work Day •June 23, Englewood Neighborhood Nights •July 16, Englewood Farmers Market •July 21, SunSET Concert Series Additional events in Englewood and other communities are planned throughout the summer and fall. A public open house will be held on Tuesday, August 30 at Englewood High School from 4:30 p.m. to 6:30 p.m. Participants will have the opportunity to “choose their own adventure” from a series of stations focused on project overview, public involvement, active transit and drive across the corridor, and next steps. The project team will be staffing each station to answer any questions and collect feedback. ATTACHMENTS: Project Fact Sheet Project Infographic Open House Flyer Presentation Page 33 of 376 STUDY FACT SHEET OVERVIEW Hampden Avenue (U.S. 285) is a critical element of the Colorado transportation network and includes many local roadways, bike routes, transit features, and is adjacent to many well-established and developing neighborhoods and communities. The corridor is regionally important because it affects a significant population of drivers, bus riders, bicyclists, and pedestrians accessing jobs, schools, shopping, or recreation. The City of Englewood and other partners recognize the need to identify a shared corridor vision that considers the needs and priorities of local communities and commuters to improve public safety, reduce congestion, and address future transportation needs through multimodal options and placemaking leading to the commission of this Study. STUDY GOALS Develop corridor improvements that will move people through and within the corridor Improve safety for all road users Increase accommodation of other modes of travel Develop a long-term Vision for the corridor Develop ‘early action items’ that will address immediate congestion and safety issues Develop solutions that are in harmony with the community and the environment STUDY TIMELINE To learn more about the study, review project materials, and receive project updates, please contact the project manager or visit the project site. https://www.engaged.englewoodco.gov/hampden-ave-mobility- safety-study project email coming soon 303 -762- 2500 WHERE WE ARE CURRENTLY Page 34 of 376 4 6 (12’ wide) 2 4 4 21 Study 8 - 10 min 80% OF TRIPS ARE5 MILES OR LESS 1/5 42k-62k 2323 21 TOP 3 CRASH TYPES WERE: TAXI Page 35 of 376 Join us for a Public Open House! The City of Englewood is hosting an open house for the Hampden Avenue Mobility & Safety Study. Tuesday, August 30, 2022 4:30-6:30 p.m. Englewood High School 3800 S Logan St, Englewood, CO 80113 At the open house you can learn about the study, ask questions of City staff and the project team, and provide input. Refreshments will be provided, and kids are welcome to participate in a vision drawing exercise. Visit the project website for directions to the open house, recommended transit routes, and parking options. https://bit.ly/3vj3Bih or by scanning the QR code. About the Study The Hampden Avenue Mobility & Safety Study will identify a corridor vision to inform short-term and long-term transportation improvements. Improvements will address safety concerns and work to minimize congestion on Hampden Avenue (U.S. 285) between Lowell Boulevard and I-25. In addition to mobility improvements, creating a sense of place (enhancing community amenities and preserving community character) along the corridor, are key project outcomes to improve quality of life. Page 36 of 376 Únase a nosotras para una junta comunitaria! La Ciudad de Englewood está organizando una junta para el Estudio de Movilidad y Seguridad de Hampden Avenue. Martes, 30 de agosto de 2022 4:30-6:30 p.m. Englewood High School 3800 S Logan St, Englewood, CO 80113 En la junta puede obtener información sobre el estudio, hacer preguntas al personal de la ciudad y al equipo del proyecto, y brindar su opinión. Se proporcionarán refrescos y los niños pueden participar en un ejercicio de dibujo. Visite el sitio web del proyecto para obtener instrucciones sobre cómo llegar a la junta, las rutas de tránsito recomendadas y las opciones de estacionamiento. https://bit.ly/3vj3Bih o escaneando el código QR. Sobre el estudio El Estudio de Movilidad y Seguridad de Hampden Avenue identificará una visión de corredor para informar mejoras de transporte a corto y largo plazo. Las mejoras abordarán las preocupaciones de seguridad y trabajarán para minimizar la congestión en Hampden Avenue (U.S. 285) entre Lowell Boulevard y la I-25. Además de las mejoras de movilidad, crear un sentido de lugar (mejorar las comodidades de la comunidad y preservar el carácter de la comunidad) a lo largo del corredor son resultados clave del proyecto para mejorar la calidad de vida. Page 37 of 376 Page 38 of 376 Background •Hampden Avenue (U.S. 285) is a critical roadway in Colorado and within the Denver Metro area o Gateway to the Rockies o Major throughfare to jobs, neighborhoods, city centers, and other regional destinations •Multi-jurisdictional •Essential for commercial & regional access •Desire to create a community corridor with shared improvements Page 39 of 376 Posted Speed Limits, Through Travel Lanes, & Average Daily Traffic Volumes Page 40 of 376 Corridor Related Regional Demand (2050)Page 41 of 376 Page 42 of 376 •Develop corridor improvements that will move people through and within the corridor •Improve safety for all road users •Increase accommodation of other modes of travel •Develop a long-term Vision for the corridor •Develop ‘early action items’ that will address immediate congestion and safety issues •Develop solutions that are in harmony with the community and the environment Project Goals Page 43 of 376 Process This process will: 1.Develop alternatives that mitigate or eliminate the existing and future issues identified 2.Evaluate each alternative based on measures of effectiveness identified as part of the project goals 3.Identify environmental impacts of each alternative 4.Develop mitigation strategies for each alternative 5.Incorporate this within the context of the community vision and needs Page 44 of 376 •Four distinct corridor segments along Hampden Avenue •Lowell Boulevard/Knox Court to Santa Fe Drive •Santa Fe Drive to Gilpin Street to •Gilpin Street to Colorado Boulevard •Colorado Boulevard to Locust Street Corridor Segments Page 45 of 376 Hampden Avenue Crash Totals, 2015-2019 Year PDO1 Injury Crashes Fatal Crashes Total Crashes 2015 510 124 1 635 2016 506 126 3 635 2017 572 109 3 684 2018 580 144 1 725 2019 497 117 2 616 Total 2,665 620 10 3,295 1PDO = Property Damage Only Page 46 of 376 Top 20 Intersections with Highest Number of Crashes Rank Intersection Total PDO Injury Fatal 1 River Point Pkwy/Brady Ct 201 165 36 2 Lowell Blvd/Knox Ct 136 113 21 2 3 Elati St 134 109 24 1 4 Broadway East 132 116 15 1 5 Inca St 119 103 16 6 Galapago St 111 97 14 7 Logan St 109 86 20 3 8 University Blvd 103 77 26 9 Colorado Blvd 89 73 16 10 Clarkson St 77 52 25 11 I-25 West (SB)73 63 10 12 Downing St 57 46 11 13 Pearl St 56 47 8 1 14 I-25 East (NB)54 41 13 15 Santa Fe Dr NB & SB On/Off Ramp 54 44 10 16 Dahlia St/Happy Canyon Rd 53 37 15 1 17 Gilpin St 51 32 18 1 18 Monroe St 51 26 25 19 Cherokee St 48 45 3 20 Gaylord Ct 45 41 4Page 47 of 376 LOSS Results -Signalized Intersections Crossing Street Expected Total Crashes Observed Total Crashes LOSS* (Total) Expected Inj/Fat Crashes Observed Inj/Fat Crashes LOSS (Inj/Fat) Lowell Blvd/S Knox Ct 20.38 29.8 IV 4.7 5.12 III River Point Pkwy/Brady Ct 20.29 48.41 IV 4.68 7.96 IV Inca St 18.25 25.46 IV 4.32 3.73 II Galapago St 18.25 21.45 III 4.32 3.06 II Elati St 16.96 24.99 IV 4.09 4.83 III Cherokee St 16.69 9.76 I 4.04 1.23 I Sherman St 14.61 28.2 IV 3.67 3.93 III Logan St 14.61 20.46 IV 3.67 4.42 III Clarkson St 16.71 15.23 II 3.87 4.78 III Downing St 15.64 11.62 II 3.86 2.52 II Gilpin St 16.8 10.52 II 4.06 3.85 II University Blvd 16.61 19.83 III 4.03 4.98 III Colorado St 16.11 15.44 II 3.94 3.18 II Dahlia St/Happy Canyon Rd 16.69 10.86 II 3.87 3.33 II Holly St 16.69 9.35 II 3.87 2.84 II * Level of Service of SafetyPage 48 of 376 Westbound Hampden Avenue Cut-Through Traffic (PM)Page 49 of 376 Cherry Hills Cut-Through Traffic Village from W. Hampden/N. University/N. Colorado to E. Quincy Ave (AM) Page 50 of 376 Bike/Trail Facilities Page 51 of 376 Bike Usage –Strava Data Page 52 of 376 CAC Roster SHERIDAN RISING TOGETHER FOR EQUITY/SHERIDAN SCHOOL DISTRICT 2 •Daniel Strange, Board President CITY OF SHERIDAN POLICE DEPARTMENT •Amy Woodward, Media Relations WELLSHIRE GOLF COURSE-C&C PARKS AND RECREATION •Devon Puleo CRAIG HOSPITAL •Dianne Reinhardt, VP of Nursing •John Hall, Director of Facilities and Environmental Services DENVER FIRE DEPARTMENT •Carly Helwick, Assistant Chief HISTORIC DENVER •Shannon Stage, Manager of Preservation CITY OF DENVER’S MAYOR’S BICYCLE ADVISORY COMMITTEE •Stan Poladsky, Member-District 4 DENVER STREETS PARTNERSHIP & BICYCLE COLORADO •Piep van Heuven, Executive Director CITY OF ENGLEWOOD •Dan Poremba, Chief Redevelopment Officer •Madeline Hinkfuss, Neighborhood Resources Coordinator GREATER ENGLEWOOD CHAMBER OF COMMERCE •David Carroll, Executive Director CITY OF ENGLEWOOD POLICE DEPARTMENT •Sam Watson, Chief of Police CITY OF ENGLEWOOD DOWNTOWN DEVELOPMENT AUTHORITY •Hilarie Portell, Executive Director ENGLEWOOD TRANSPORTATION ADVISORY COMMITTEE •Greg Knaddison, Chair COLLEGE VIEW NEIGHBORHOOD ASSOCIATION (RNO) •Kevin Curry GROW & GATHER •George Gastis, Owner THOMAS JEFFERSON HIGH SCHOOL •Mike Christoff, Principal COLORADO ACADEMY •Mike Davis, Head of School VILLAGE OF CHERRY HILLS ART COMMISSION •Pamela Hall, Chair VILLAGE OF CHERRY HILL POLICE DEPARTMENT •Patrick Weathers BUELL MANSION HOMEOWNERS ASSOCIATION •Russell Stewart, Mayor of Cherry Hills Village, President of Buell Mansion HOA CHERRY HILLS VISTA COMMUNITY ASSOCIATION •George Gramer SWEDISH MEDICAL CENTER •Dillon Rai, VP of Operations ATRIA SENIOR LIVING •Shane Brown Page 53 of 376 Project Website •https://www.engaged.englew oodco.gov/hampden-ave- mobility-safety-study Page 54 of 376 Project Factsheet Page 55 of 376 Community Events Are there other community events we should consider attending not included in the table? Event Date(s)Location Neighborhood Nights June 2 & 23 July 6 & 13 August 6 & 18 September 1 & 8 Public Parks throughout City of Englewood 4th of July Independence Day Celebration July 4th Belleview Park & Cornerstone Park SunSET Concert Series July 7, 14, 21, & 28 City of Englewood Englewood Block Party 2022 August 27 3400 Block of S. Broadway, City of Englewood Silent Disco & Food Track Frenzy August 12 City Center Amphitheater, City of Englewood Movies in the Park June 25 August 6 Bates/Logan Park Belleview Park Englewood Chamber of Commerce Idea Lab 101 Monthly (August-September)Virtual Englewood Chamber of Commerce Thought CO-OP Monthly (August-September)Virtual HAMSS & Englewood Chamber of Commerce Open House TBD TBD Summer Movie Night August 20 John Meade Park Sheridan Celebrates September 24 City Hall, City of Sheridan Block Party Trailer TBD City of Englewood Page 56 of 376 •Participants had the ability to drop a pin related to safety, congestion, mobility, transit, and bicycle/pedestrian along 285 •Open June 15 –July 24 •Approximately 200 responses •232 Unique visitors •341 Page views Map-Based Survey Digital Engagement Page 57 of 376 •Request for corridor-wide placemaking efforts (native plants, medians, trees, additional walking paths) •Interest in expanding wayfinding signs (near hospitals and at Broadway intersection) •Lease empty retail space Map-based Survey -Feedback Page 58 of 376 Open House •Tuesday, August 30 •Englewood High School •4:30 p.m. –6:30 p.m.Page 59 of 376 •Methods •E-blasts •Social media posts •Media advisories •Project website •CAC members •Flyer drop spots •Materials •Flyer (digital and printed) •CAC media toolkit •Schedule •Preparing materials in the end of July •First notification to go out first week of August •Several reminders throughout August leading up to the Open House •Media Advisory to be shared two weeks before the open house Advertisement and Promotion Page 60 of 376 Project Schedule Page 61 of 376 Thank You www.englewoodco.gov/hampden-mobility-safety Page 62 of 376 STUDY SESSION TO: Mayor and Council FROM: Jackie Loh DEPARTMENT: Finance DATE: August 15, 2022 SUBJECT: Investment Policy Statement (IPS) for the City's 401(a) and 457 Retirement Plan DESCRIPTION: Staff requests City Council to review the Investment Policy Statement (IPS) for the City's 401(a) and 457 Retirement Plan RECOMMENDATION: Staff requests City Council to review the Investment Policy Statement (IPS) for the City's 401(a) and 457 Retirement Plan PREVIOUS COUNCIL ACTION: N/A SUMMARY: The City’s 401(a) retirement plan (Defined Contribution Plan) is provided to eligible employees that are not covered by the following Defined Benefit Plans: Non-Emergency Retirement Plan (NERP) or the Fire and Police Pension Association plans. The City’s 457 plan is optional and available to all employees. The purpose of the 401(a) and 457 plans is to provide eligible employees with long-term accumulation of retirement savings and earnings through employee and, possibly, employer contributions to individual participant accounts. Both the authority and the responsibility for investing and retirement planning belong to the employees. Policy Objectives The overall objective of this policy is to establish an investment structure that will meet a broad range and diverse set of current and projected financial needs of the 401a and 457 Plans ("Plans") participants. Within this overall objective, the Committee has identified the following additional objectives: 1. To design a prudent process for investment selection and ongoing monitoring. 2. To maintain flexibility in meeting the future needs of the participants. 3. To maximize return within reasonable and prudent levels of risk by providing investment options which cover a broad range of risk and return characteristics. 4. To control costs of the administration and investments of the Plans. 5. To undertake all transactions solely in the interest of the participants and beneficiaries. Page 63 of 376 6. To enable participants to exercise investment control over their individual investments. 7. To make investment education available to participants. In general, the investment policies reflect current and foreseeable economic and market conditions, as well as applicable accounting and statutory requirements. It is intended that this IPS be reviewed periodically and updated as necessary and made available to participants upon request. It is not expected that the IPS will change frequently. In particular, short-term changes in the financial markets should not require adjustments to the IPS. ANALYSIS: In 2019, the City contracted with Innovest Portfolio Solutions, LLC (Innovest) to serve as a co- fiduciary and answer the following questions and provide solutions to the 401(a) and 457 retirement plans: 1. Are there plan features the City should be utilizing? 2. Are the recordkeeping fees reasonable? 3. Are there issues with the investment options available to participants? 4. Are there opportunities to reduce investment fees? In 2020, Innovest followed a prudent due diligent process and identified asset classes and built an investment menu. Changes were made to the list of investment options, resulting in substantial fee savings for employees. In addition, Innovest assisted the City in creating an informal advisory Retirement Plan Committee made up of City employees from Finance and Human Resources. The IPS outlines the responsibilities of the committee members. Once Council adopts the Investment Policy Statement (IPS), the Committee will have the authority to select and monitor the investment options of the plans. The City Attorney's Office (CAO) has retained a legal firm to evaluate the City's pension, disability, and retirement plans to ensure legal compliance, improve efficiency, and recommend best practices. Upon the outside counsel's recommendation, the City will determine whether to formalize the Retirement Plan Committee to ensure due diligence process. The purpose of the IPS is to establish guidelines for effectively selecting, monitoring and evaluating the investment options to be made available to participants in the plans, and setting forth responsibilities of various parties with respect to the investment program for the plans. As a reference point, the Non-Emergency Retirement Plan (NERP) board approved a similar IPS in March 2022. COUNCIL ACTION REQUESTED: Staff requests City Council to review the Investment Policy Statement (IPS) for the City's 401(a) and 457 Retirement Plan. A resolution to adopt the IPS is scheduled for September 6. FINANCIAL IMPLICATIONS: The City has contracted Innovest to be co-fiduciary and provide Defined Contribution Plan Consulting (401(a) and 457 Retirement Plan) and Defined Benefit Plan Consulting (NERP). No additional costs will incur by adopting the IPS. Page 64 of 376 CONNECTION TO STRATEGIC PLAN: The proposal to adopt an IPS for the Defined Contribution Plan aligns with Governance outcomes/results. The Governance outcome is described as follows: A city government that serves the community by being efficient, effective, accountable, and adaptable OUTREACH/COMMUNICATIONS: N/A Page 65 of 376 1 Investment Policy Statement City of Englewood City of Englewood 401(a) Plan City of Englewood 457 Plan Adopted: 2022 Page 66 of 376 2 Contents I. Basic Information A. Purpose of this Investment Policy Statement B. Policy Objectives II. Responsibilities A. Delegation of Authority by the Committee B. Responsibility of Participants C. Conflicts of Interest III. Investment Policies and Guidelines A. Asset Classes and Investment Style Groups B. Self-Directed Brokerage Accounts C. Performance Expectations D. Selection of Fund Managers and Options E. Ongoing Review IV. Fee Policies and Guidelines A. Monitoring Costs B. Plan Fees Overview V. Adoption of the Investment Policy Statement Exhibits A. Key Information B. Investment Options and Benchmarks Page 67 of 376 3 I. Basic Information This Investment Policy, which was adopted by City of Englewood, acting through the Retirement Plan Committee, applies to the 401a and 457 Plans (“Plans”) sponsored by City of Englewood. As described more fully in the Plans Documents, the purpose of the Plans is to provide eligible employees with long-term accumulation of retirement savings and earnings through employee and, possibly, employer contributions to individual participant accounts. Both the authority and the responsibility for investing and retirement planning belong to the employees. The Plans are a component of an individual’s assets to be used at retirement. Exhibit A details key Plans information. A. Purpose of this Investment Policy Statement The Committee has the authority to select and monitor the investment options of the Plans. The purpose of this Investment Policy Statement (IPS) is to establish guidelines for effectively selecting, monitoring and evaluating the investment options to be made available to participants in the Plans, and setting forth responsibilities of various parties with respect to the investment program for the Plans. The investment program for the Plans is defined in various sections of this IPS by: •Stating in this document the Committee’s expectations, objectives, and guidelines with respect to the investment of Plans assets. •Providing guidelines for assembling the various investment options into an overall structure to include various asset classes, investment management styles and asset allocation portfolios so that, when viewed as a whole, the investment options are expected to allow a participant to achieve a sufficient level of overall diversification. •Establishing formalized criteria to monitor, evaluate and compare the performance results achieved by the fund managers on a regular basis and a method by which changes are made. •Outlining fiduciary responsibility, prudence and due diligence requirements that experienced fund managers and other fiduciaries would utilize in managing and overseeing retirement plan assets. B. Policy Objectives The overall objective of this policy is to establish an investment structure that will meet a broad range and diverse set of current and projected financial needs of the Plans participants. Page 68 of 376 4 Within this overall objective, the Committee has identified the following additional objectives: 1. To design a prudent process for investment selection and ongoing monitoring. 2. To maintain flexibility in meeting the future needs of the participants. 3. To maximize return within reasonable and prudent levels of risk by providing investment options which cover a broad range of risk and return characteristics. 4. To control costs of the administration and investments of the Plans. 5. To undertake all transactions solely in the interest of the participants and beneficiaries. 6. To enable participants to exercise investment control over their individual investments. 7. To make investment education available to participants. In general, the investment policies reflect current and foreseeable economic and market conditions, as well as applicable accounting and statutory requirements. It is intended that this IPS be reviewed periodically and updated as necessary and made available to participants upon request. It is not expected that the IPS will change frequently. In particular, short-term changes in the financial markets should not require adjustments to the IPS. II. Responsibilities The Committee is responsible for the prudent administration of this IPS with specific responsibilities that include design of the Plans investment options; establishing investment policy objectives and guidelines; prudent selection of funds to be offered; and ongoing monitoring. The Committee may contract with a consultant to assist in these responsibilities. A. Delegation of Authority by the Committee The Committee is a fiduciary and is responsible for providing the investment framework and for monitoring the investment management of the Plans. As such, the Committee is authorized to delegate certain responsibilities to professional experts in various fields. These may include, but shall not be limited to: 1.Funds and Fund Managers. Each fund manager will have discretion to purchase, sell, or hold specific securities or products that will be used to meet the investment objectives. The Committee, with the assistance of the Investment Management Consultant, will monitor and review each fund's achievement of the objectives for which it was selected. Page 69 of 376 5 2.Investment Management Consultant. This consultant may assist the Committee in establishing investment policy, objectives, and guidelines; selecting funds and fund managers; reviewing such funds and fund managers over time; measuring and evaluating investment performance; and other tasks as deemed appropriate. The Investment Management Consultant is required to be a co-fiduciary. 3.Recordkeeper / Third Party Administrator (TPA). A recordkeeper will track individual participant balances and process participant contributions, disbursements and transfers. The recordkeeper will reconcile participant balances with trust account balances to maintain alignment. The recordkeeper/TPA will also perform testing and produce management reports that ensure the Plans’ compliance with applicable laws and regulations. These services may be bundled with those of the custodian bank. 4.Custodian Bank. A custodian bank will physically (or through agreement with a sub- custodian) maintain possession of securities owned by the Plans, collect dividends and interest payments, redeem maturing securities, and effect receipt and delivery following purchases and sales. The custodian may also perform regular accounting of all assets owned, purchased or sold, as well as movement of assets into and out of the Plans’ accounts. These services may be bundled with those of the third-party administrator/recordkeeper. 5.Additional specialists. Additional specialists such as attorneys, auditors, actuaries and others may be employed by the Committee to assist in meeting its responsibilities and obligations to administer the Plans assets prudently. Such experts may also be deemed to be fiduciaries; they must acknowledge such in writing either by contract or prospectus. All expenses for such experts must be customary and reasonable, and may be borne by the Plans as deemed appropriate and necessary. B. Responsibility of Participants The Plans grant to each participant the right and responsibility to choose how his/her account is to be allocated among the investment options. Each participant is responsible to seek education and training to be prepared to select a combination of investment options based on the participant’s unique time horizon, risk tolerance, return expectation and asset class preferences. C. Conflicts of Interest All Committee members and the Investment Management Consultant will refrain from personal business activity that could create an appearance of impropriety, that could conflict with the proper execution and management of the retirement plan program, or that could impair their ability to make impartial Plans decisions. Page 70 of 376 6 III. Investment Policies And Guidelines A. Asset Classes and Investment Style Groups Asset classes are chosen because of their long-term return histories that are reasonably useful in evaluating probable future standard deviation and correlation. They are selected to balance the risk and rewards of market behavior. Within each of the broad asset classes, options will be diversified to allow participants to choose from a range of equity capitalization and fixed income maturities. To facilitate diversification within asset classes, various style groups will be made available. The Committee may add, delete, or replace a particular asset class or style of investment management if the Committee deems it appropriate to do so. Exhibit B details the current investment lineup and benchmarks for the Plans. B. Self-Directed Brokerage Accounts The self-directed brokerage option is designed for a sophisticated, experienced and knowledgeable investor. The Plans, Committee, Investment Management Consultant and its recordkeeper have no expressed or implied responsibility for the evaluation, selection and/or monitoring of the continued offering of the investment options in any self-directed brokerage account program by the Plans, including no duty to supervise or monitor the Participants' or Beneficiaries' investment experience in the self-directed brokerage account program(s). C. Performance Expectations Over time, each active investment option's overall annualized total return should perform above their benchmark and at or above the median of portfolios of similar style and passive options should track their respective index. The Committee will continually monitor and review funds against this expectation. D. Selection of Fund Managers and Options The Committee, with the assistance of the Investment Management Consultant, will select appropriate fund managers to manage Plans assets. The following minimum criteria must be met: 1. The fund options will be managed by a bank, insurance company, investment management company or investment adviser as defined by the Registered Investment Advisers Act of 1940. Page 71 of 376 7 2. Historical quarterly performance numbers, calculated on a time-weighted basis based on a composite of all fully discretionary accounts of similar investment style, will be utilized for performance screening. 3. Performance evaluation reports that illustrate the risk/return profile of the manager relative to other managers of like investment style will be utilized. 4. Detailed information on the history of the fund management firm, its key personnel, and associated costs will be analyzed. 5. Each fund's investment strategy must be described, and successful adherence to that strategy over time must be documented. 6. Fund managers must compare favorably against a comparable peer group for selection. 7. Each fund manager will acknowledge, through the fund prospectus, the following duties and responsibilities. a. Exercise investment discretion, including holding cash equivalents as an alternative, within stated investment constraints, objectives and guidelines. b. Promptly inform, by prospectus, all significant and/or material matters and changes pertaining to the investment of assets, especially as they relate to its stated investment philosophy and investment management decision process. These factors include, but are not limited to: •Investment strategy •Portfolio structure •Tactical approaches •Ownership •Organizational structure •Financial condition •Professional staff •Recommendations for guideline changes •Internal expenses and management costs •All legal material, SEC and other regulatory agency proceedings affecting the firm c. Utilize the same care, skill, prudence and due diligence under the circumstances then prevailing that experienced investment professionals acting in a like capacity and fully familiar with such matters would use in like activities with like Page 72 of 376 8 aims in accordance and compliance with IRS regulations and all applicable laws, rules and regulations from local, state, federal and international political entities pertaining to fiduciary duties and responsibilities. 8. The Committee and its Investment Management Consultant will determine the appropriateness of each fund manager based on the objectives and guidelines stated in the IPS. 9. Target-Date Retirement portfolios are subject to additional criteria detailed in Section E. E. Ongoing Review 1. Performance Objectives and Review. Investment performance will be reviewed quarterly to determine the continued feasibility of achieving the investment objectives and the continued appropriateness of the IPS for achieving those objectives. Progress toward attainment of the performance expectations of the IPS will be examined; emphasis will be placed on peer group comparisons with managers employing similar styles. It is understood that there are likely to be short-term periods during which performance deviates from appropriate indices and peer comparisons. The Committee will exercise its prerogative to take corrective action by replacing a fund manager at the appropriate time, if so determined. At the Committee’s quarterly meeting, the Committee will consider: a. Manager's consistency with the style mandate expressed in the prospectus; b. Material changes in the manager's organization, investment philosophy and/or personnel; c. Comparison of the manager's results to the appropriate benchmark outlined in Exhibit B; d. The risk associated with each manager’s portfolio, as measured by the variability of quarterly returns (standard deviation), compared with the benchmark index; e. The manager's performance relative to its peers (managers of like investment style or strategy outlined in Exhibit B). As the Committee becomes aware of major organizational changes, it may warrant immediate review of the fund manager. These include, but are not necessarily limited to, the following events: Page 73 of 376 9 •Change in management structure •Significant account losses •Significant growth of new business •Change in ownership •Change in process/philosophy/style •Change in cost 2.Monitoring and Selecting Target-Date Retirement Portfolios. Target-Date Retirement Portfolios, also known as lifecycle or age-based funds, are designed to provide a simple investment solution through a portfolio whose asset allocation mix becomes more conservative over time. Because of the nature of how such portfolios are designed and allocated, they are not only subject to the selection and monitoring criteria listed in other sections of this IPS, but also the additional criteria listed below. a.Glidepath Evaluation will include an understanding of the Target-Date Retirement Portfolio glidepath, including when the glidepath will reach its most conservative asset allocation and whether that will occur at or after the target date. b.Asset Allocation Evaluation will include understanding the fund’s investments – the allocation in different asset classes and sub-asset classes and how these will change over time. c.Underlying Investments Consideration will be given to the stability and continuity of the underlying investments included in the Target-Date Retirement Portfolio. IV. Fee Policies and Guidelines A. Monitoring Costs The Committee will review the service contracts and costs associated with the Plans on an ongoing basis. Areas to be reviewed include: •Fund Managers •Investment Management Consultant •Custodian Bank •Recordkeeper / Third Party Administrator B. Plan Fees Overview It is the Committee's intention to ensure that any fees paid from Plans assets are reasonable and transparent. The Committee retains all discretion and authority necessary to determine the way Plans fees will be paid, including the extent to which the Plans Sponsor will subsidize the cost of the Plans by directly paying Plans expenses and/or the extent to which Plans expenses will be paid from the Plans participant accounts. Page 74 of 376 10 Page 75 of 376 11 V. Adoption of the Investment Policy Statement This policy is hereby adopted by action of the Committee on ____________________________, 2022. City of Englewood _________________ Date Innovest Portfolio Solutions _________________ Date Page 76 of 376 12 Exhibit A: Key Information Plan Name(s)City of Englewood 401(a) Plans City of Englewood 457 Plan Plan Sponsor City of Englewood Plan Type(s)401(a) / 457 Participant Directed Investment Options Yes Frequency to Change Investment Options Generally no restrictions; however, some funds may charge short- term redemption fees. Investment Management Consultant Innovest Portfolio Solutions LLC 4643 South Ulster Street, Suite 1040 Denver, CO 80237 Third Party Administrator MissionSquare Page 77 of 376 13 Exhibit B: Investment Options and Benchmarks Asset Class Style Group Benchmark Peer Group/Style Universe Mutual Fund Name Equity Large Cap Value Equity S&P 500 Value U.S. Large Cap Value Equity MFS Value Equity Large Cap Core Equity S&P 500 Index U.S. Large Cap Core Equity Fidelity 500 Index Equity Large Cap Growth Equity S&P 500 Growth U.S. Large Cap Growth Equity Fidelity Contrafund Equity Mid Cap Value Equity Russell Mid Cap Value Index U.S. Mid Cap Value Equity Victory Sycamore Established Value Equity Mid Cap Growth Equity Russell Mid Cap Growth Index U.S. Mid Cap Growth Equity Hartford Mid Cap Equity Small-Mid Cap Core Equity S&P Completion Index U.S. Small-Mid Cap Core Equity Fidelity Extended Market Index Equity Small Cap Value Equity Russell 2000 Value Index U.S. Small Cap Value Equity Boston Partners Small Cap Value Equity Small Cap Growth Equity Russell 2000 Growth Index U.S. Small Cap Growth Equity Invesco Discovery Equity International Value Equity MSCI EAFE Value Index (Net) International Large Cap Value Equity Dodge & Cox Intl Stock Equity International Core Equity FTSE Global ex USA All Cap Index IM International Multi- Cap Core Equity (MF) Fidelity Total Intl Stock Index Equity International Growth Equity MSCI EAFE Growth Index (Net) International Large Cap Growth Equity Fidelity Diversified International Fixed Income Core Fixed Income Bloomberg U.S. Aggregate Bond Index U.S. Broad Market Core Fixed Income Dodge & Cox Income Fixed Income Core Fixed Income Bloomberg U.S. Aggregate Bond Index U.S. Broad Market Core Fixed Income Fidelity US Bond Index Guaranteed Minimum Withdrawal Benefit N/A N/A N/A MissionSquare Retirement Income Advantage Stable Value Stable Value Ryan 3 Yr GIC Master Index Stable Value MissionSquare PLUS Fund R10 Cash and Equivalents Cash and Equivalents MissionSquare Cash Management Target-Date Retirement Portfolios Target-Date Retirement Portfolios Vanguard Target Composite Index Mixed Asset Target Vanguard Target Retirement Income Vanguard Target Retirement 2015 Vanguard Target Retirement 2020 Vanguard Target Retirement 2025 Vanguard Target Retirement 2030 Vanguard Target Retirement 2035 Vanguard Target Retirement 2040 Vanguard Target Retirement 2045 Vanguard Target Retirement 2050 Vanguard Target Page 78 of 376 14 Retirement 2055 Vanguard Target Retirement 2060 Vanguard Target Retirement 2065 Self-Directed Brokerage Account MissionSquare Brokerage Page 79 of 376 MINUTES City Council Regular Meeting Monday, August 1, 2022 1000 Englewood Parkway - 2nd Floor Council Chambers 6:00 PM 1 Study Session Topic a) Members of the Budget Advisory Committee Bill Lesage, Josh Newell, and Minkyu Jeon were present to review the 2022 Budget Advisory Committee Annual Report. b) Director of Finance Jackie Loh was present to review proposed Financial Policies revisions 2 Call to Order The regular meeting of the Englewood City Council was called to order by Mayor Sierra at 7:04 p.m. 3 Pledge of Allegiance The Pledge of Allegiance was led by Mayor Sierra 4 Roll Call COUNCIL PRESENT: Mayor Othoniel Sierra Mayor Pro Tem Steven Ward Council Member Joe Anderson Council Member Chelsea Nunnenkamp Council Member Rita Russell Council Member Cheryl Wink - attended virtually Council Member Jim Woodward COUNCIL ABSENT: None STAFF PRESENT: City Manager Lewis City Attorney Niles City Clerk Carlile Senior Deputy City Clerk McKinnon Assistant City Manager Dodd Director of Finance Loh Director of Public Works D'Andrea Director of Community Development Power Page 1 of 8 Draft Page 80 of 376 City Council Regular August 1, 2022 Director of Parks, Recreation, Library and Golf Underhill Finance Manager Engel Redevelopment Manager Poremba, Community Development Senior Capital Project Specialist Goblirsch, Public Works Aquatics Manager Anderson, Parks, Recreation, Library & Golf Senior Technical Support Specialist Ramirez, Information Technology Officer Martinez, Police Department 5 Consideration of Minutes of Previous Session a) Minutes of the Regular City Council Meeting of July 25, 2022. Moved by Council Member Joe Anderson Seconded by Council Member Chelsea Nunnenkamp APPROVAL OF THE MINUTES OF THE REGULAR CITY COUNCIL MEETING OF JULY 25, 2022. For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp (Seconded By) x Joe Anderson (Moved By) x Steven Ward x Rita Russell x Cheryl Wink x Jim Woodward x 7 0 0 Motion CARRIED. 6 Appointments, Communications, Proclamations, and Recognition There were no Communications, Proclamations, or Appointments. 7 Recognition of Scheduled Public Comment a) Dan Tovado with Confluence Builders addressed Council regarding an upcoming project, The Emerson. b) Jeremiah Kell-Clark, an Englewood resident, addressed Council regarding 5G cell towers. c) Steve Kelly, an Englewood resident, addressed Council regarding fencing at Jason Park. 8 Recognition of Unscheduled Public Comment Page 2 of 8 Draft Page 81 of 376 City Council Regular August 1, 2022 a) Jan Weipert, an Englewood resident, addressed Council regarding a free country and 5G towers. b) Danna Liebert, an Englewood resident, addressed Council regarding native plants and the sustainability of open spaces in parks. c) Marjan Freeman, an Englewood resident, addressed Council regarding the 5G tower. Council Member Russell responded to Public Comment. The meeting recessed at 7:40 p.m. for a break. The meeting reconvened at 7:52 p.m. with seven Council Members present. 9 Consent Agenda Items Council Member Russell removed Agenda Item 9(a)(i) from Consent Agenda. Moved by Council Member Anderson seconded by Council Member Ward to approve Consent Agenda Items 9 (a)(ii-iii) and 9 (b)(i). a) Approval of Ordinances on First Reading i) CB 40 - Amending Title 1, Chapter 7, Sections 1-7A-5 and 1-7A-9 of the Englewood Municipal Code [Clerks Note: This agenda item was removed from the Consent Agenda Motion and considered independently.] Moved by Council Member Rita Russell Seconded by Council Member Jim Woodward COUNCIL BILL NO. 40, INTRODUCED BY COUNCIL MEMBER RUSSELL A BILL FOR AN ORDINANCE AMENDING TITLE 1, CHAPTER 7, SECTIONS 1-7A-5 AND 1-7A-9 OF THE ENGLEWOOD MUNICIPAL CODE TO REDUCE ARRESTS AND IMPROVE EFFICIENCY IN THE SERVICE OF PROCESS FOR MUNICIPAL COURT. For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp x Joe Anderson x Steven Ward x Rita Russell (Moved By) x Cheryl Wink x Page 3 of 8 Draft Page 82 of 376 City Council Regular August 1, 2022 Jim Woodward (Seconded By) x 7 0 0 Motion CARRIED. ii) CB 42 - DOLA Special Initiative Grant COUNCIL BILL NO. 42, INTRODUCED BY COUNCIL MEMBER ANDERSON A BILL FOR AN ORDINANCE AUTHORIZING A GRANT AGREEMENT WITH THE COLORADO DEPARTMENT OF LOCAL AFFAIRS FOR GRANT FUNDS FOR POOLS SPECIAL INITIATIVE 2022 PROGRAM AND ACCEPTANCE OF GRANT FUNDS. iii) CB 43 - IGA with Arapahoe County for Coordinated Election Services COUNCIL BILL NO. 43, INTRODUCED BY COUNCIL MEMBER ANDERSON A BILL FOR AN ORDINANCE APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN ARAPAHOE COUNTY CLERK AND RECORDER AND THE CITY OF ENGLEWOOD, COLORADO, TO CONDUCT A COORDINATED ELECTION ON NOVEMBER 8, 2022. b) Approval of Ordinances on Second Reading. i) CB 38 - Cooperative Agreement Regarding Pass-Through Revenue for School Finance Act Compliance with Englewood Schools. ORDINANCE NO. 35, SERIES OF 2022 (COUNCIL BILL NO. 38 INTRODUCED BY COUNCIL MEMBER WOODWARD) AN ORDINANCE AUTHORIZING A COOPERATIVE AGREEMENT BETWEEN THE ENGLEWOOD DOWNTOWN DEVELOPMENT AUTHORITY, ENGLEWOOD SCHOOLS, AND THE CITY OF ENGLEWOOD REGARDING TAX INCREMENT REVENUES. Moved by Council Member Joe Anderson Seconded by Council Member Steven Ward Motion to approve Consent Agenda items 9(a)(ii-iii) and 9(b)(i). For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp x Joe Anderson (Moved By) x Steven Ward (Seconded By) x Page 4 of 8 Draft Page 83 of 376 City Council Regular August 1, 2022 Rita Russell x Cheryl Wink x Jim Woodward x 7 0 0 Motion CARRIED. c) Resolutions and Motions There were no additional Resolutions or Motions (See Agenda Items 11 (c)(i- ii).) 10 Public Hearing Items No public hearing was scheduled before Council. 11 Ordinances, Resolutions and Motions a) Approval of Ordinances on First Reading There were no additional Ordinances on First Reading (See Agenda Items 9 (a)(i-iii).) b) Approval of Ordinances on Second Reading There were no additional Ordinances on Second Reading (See Agenda Items 9 (b)(i).) c) Resolutions and Motions i) Contract to provide security services for EEF and Civic Center properties. Moved by Council Member Joe Anderson Seconded by Council Member Chelsea Nunnenkamp Motion to table item 11(c)(i) to the Regular City Council meeting of August 15, 2022. For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp (Seconded By) x Joe Anderson (Moved By) x Steven Ward x Rita Russell x Cheryl Wink x Page 5 of 8 Draft Page 84 of 376 City Council Regular August 1, 2022 Jim Woodward x 7 0 0 Motion CARRIED. ii) Quarter Two Updates and Modifications to the City of Englewood Strategic Plan. Moved by Council Member Chelsea Nunnenkamp Seconded by Council Member Jim Woodward Approval of the 2022 Quarter Two updates and modifications to the City of Englewood Strategic Plan. For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp (Moved By) x Joe Anderson x Steven Ward x Rita Russell x Cheryl Wink x Jim Woodward (Seconded By) x 7 0 0 Motion CARRIED. 12 General Discussion a) Mayor's Choice i) Centennial Park off-leash rules were discussed. ii) Separate agendas for Study Sessions and Regular meetings were discussed. b) Council Members' Choice i) Discussion ensued regarding the need for an Executive Session Moved by Council Member Steven Ward Seconded by Council Member Joe Anderson MOTION TO MOVE INTO EXECUTIVE SESSION: EXECUTIVE SESSION FOR A CONFERENCE WITH THE CITY ATTORNEY FOR THE PURPOSE OF RECEIVING LEGAL ADVICE ON SPECIFIC LEGAL QUESTIONS UNDER C.R.S. SECTION 24-6- Page 6 of 8 Draft Page 85 of 376 City Council Regular August 1, 2022 402(4)(B), AS TO THE EFFECTS OF WAIVING ATTORNEY-CLIENT PRIVILEGE FOR DOCUMENTS REQUESTED UNDER CORA For Against Abstained Othoniel Sierra x Chelsea Nunnenkamp x Joe Anderson (Seconded By) x Steven Ward (Moved By) x Rita Russell x Cheryl Wink x Jim Woodward x 6 1 0 Motion CARRIED. The meeting recessed at 9:05 p.m. to go into Executive Session. (Council Member Wink did not attend the executive session. Per Council policy, virtual attendance is not permitted) The meeting reconvened at 9:42 p.m. with all Council Members present. Mayor Sierra recited the following statement: For the record, if any person who participated in the executive session believes that any substantial discussion of any matters not included in the motion to go into the executive session occurred during the executive session, or that any improper action occurred during the executive session in violation of the Open Meetings Law, I would ask that you state your concerns for the record. None stated. Moved by Council Member Othoniel Sierra Seconded by Council Member Joe Anderson TO CLOSE THE EXECUTIVE SESSION For Against Abstained Othoniel Sierra (Moved By) x Chelsea Nunnenkamp x Joe Anderson (Seconded By) x Steven Ward x Rita Russell x Cheryl Wink x Jim Woodward x 6 0 1 Motion CARRIED. Page 7 of 8 Draft Page 86 of 376 City Council Regular August 1, 2022 13 City Manager’s Report 14 Adjournment MAYOR SIERRA MOVED TO ADJOURN. The meeting adjourned at 10:00 p.m. City Clerk Page 8 of 8 Draft Page 87 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Tamara Niles DEPARTMENT: City Attorney's Office DATE: August 15, 2022 SUBJECT: CB 40 - Allow Court and Prosecution staff to hand documents to defendants and witnesses, and to authorize Court to withdraw bench warrant and instead serve summons to defendants in lieu of arrest. DESCRIPTION: CB 40 - Current municipal code authorizes only police officers to serve summons and subpoenas, and to serve warrants without converting to a summons, which requires the person to wait while an officer is summoned and appears at Court to hand documents to them. This amendment will allow Court and Prosecution staff to hand documents to defendants and witnesses, so they aren't required to wait on an officer to arrive. RECOMMENDATION: Approve a bill for an ordinance amending municipal code to authorize prosecution and court staff to serve summons and subpoenas, and to authorize court to convert a warrant to a summons for service at court in lieu of arrest. PREVIOUS COUNCIL ACTION: This council bill was originally adopted unanimously on first reading on August 1, 2022. Municipal Court thereafter requested a slight revision, to change the word "shall" to "may" such that it now reads as follows: C. Summons in Lieu of Warrant. Unless a law enforcement officer presents in writing a basis to believe there is a significant risk of flight or that the victim’s or public’s safety may be compromised, when the prosecuting attorney so recommends, the court may withdraw any outstanding arrest warrant and issue a summons instead of a warrant. The court further has discretion to withdraw any other outstanding warrants issued by the court, when a defendant voluntarily appears before the court. The City Attorney has no objection to this slight revision, and therefore this is back as a first reading, and it will require a second reading in September. SUMMARY: Englewood Police Department requested an evaluation of the current court practice of requiring a police officer to serve defendants at court. In practice, the Court has the documents to be served; a clerk calls EPD; an EPD officer is dispatched to Court; the clerk hands the document to the officer who then hands the documents to the person for service. EPD asked whether this Page 88 of 376 was necessary, and instead, whether the clerk or other persons could hand documents to the person/defendant. Upon evaluation of the issue, the City Attorney's Office concluded that district courts allow service by persons other than police officers, but Englewood Municipal Code--last amended in 1985--did not. Therefore, the proposed amendment authorizes prosecution and court staff (along with other persons authorized to serve documents under state law, such as a private process server). to serve summons and subpoenas. We also concluded that while state rules for criminal cases authorize a court to withdraw an arrest warrant and instead issue a subpoena, Englewood Municipal Code does not contain similar authorization. Thus, in order to again avoid requiring an officer to appear at Court to serve an outstanding warrant and arrest an individual that voluntarily appeared, the ordinance authorizes the Court to withdraw warrants and instead either issue a summons that may be served by court or prosecution staff or to simply voluntarily appear without arrest. COUNCIL ACTION REQUESTED: Approve a bill for an ordinance. FINANCIAL IMPLICATIONS: The amendments will save time for Municipal Court Clerks and EPD's dispatch staff and officers. The exact amount of savings is difficult to quantify, but we estimate a rought approximate savings of $50 per service (or 2 minutes of clerk time, 2 minutes of dispatch time, and 30 minutes of officer time). ATTACHMENTS: Council Bill #40 Page 89 of 376 1 BY AUTHORITY ORDINANCE NO. ____ COUNCIL BILL NO. 40 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER _____________ A BILL FOR AN ORDINANCE AMENDING TITLE 1, CHAPTER 7, SECTIONS 1-7A-5 AND 1-7A-9 OF THE ENGLEWOOD MUNICIPAL CODE TO REDUCE ARRESTS AND IMPROVE EFFICIENCY IN THE SERVICE OF PROCESS FOR MUNICIPAL COURT. WHEREAS, Englewood Municipal Code § 1-7A-8 allows the Municipal Court Clerk or any authorized agent of the court to issue a summons and/or warrant against a defendant; and WHEREAS, Englewood Municipal Code § 1-7A-9 currently only authorizes a police officer to serve (i.e. deliver) a summons or subpoena; and WHEREAS, unlike Colorado Rules of Criminal Procedure 9(a)(3), Englewood Municipal Code § 1-7A-5 currently does not provide an avenue by which a Court can withdraw an arrest warrant and/or issue a summons in lieu of a warrant; and WHEREAS, providing this additional authority allows a defendant to avoid arrest and instead, simply receive documents regarding new criminal charges and voluntarily appear without arrest; and WHEREAS, in practice, when a person needs to be served a document at Municipal Court, the Court Clerk must contact Englewood Police Department to secure a police officer to appear in Court and hand the person a document; and WHEREAS, to increase efficiency, and avoid the requirement that those requiring service of documents wait until a police officer arrives, Englewood Municipal Code should be revised to allow issuance of a summons instead of a warrant and expand the persons authorized to serve (i.e.) hand a subpoena or summons for Municipal Court matters so that Court and Prosecution staff can hand the documents to the person. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. Amendment of Englewood Municipal Code Title 1, Chapter 7A, Section 1-7A-9 of Englewood Municipal Code is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): Page 90 of 376 2 1-7A-9: Service of Process. Any summons or subpoena issued in accordance with this article shall be served by delivering a copy thereof to the person named in such summons or subpoena and may be served in any case by any peace police officer of the City, employee of Englewood Municipal Court or Englewood Municipal Prosecutor’s Office, or by any person authorized to serve process under Colorado Rule of Civil Procedure Rule 4(d), or in any particular case or cases, by any persons designated by the court for that purpose. Section 2. Amendment of Englewood Municipal Code Title 1, Chapter 7A, Section 1-7A-5 of Englewood Municipal Code is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 1-7A-5: Warrants. A. Service of Search Warrant. The official inspector making the inspection under a search the warrant shall give to the owner or occupant of the structure, premises or property inspected, a copy of the search warrant, providing such person is available at the premises at the time of inspection or search. B. Contents of Warrants. Each Municipal Court warrant shall state the name of the defendant, the sections and code or ordinances alleged to have been violated, the date and place of the alleged violation, and that the defendant is alleged to have committed the offense. C. Summons in Lieu of Warrant. Unless a law enforcement officer presents in writing a basis to believe there is a significant risk of flight or that the victim’s or public’s safety may be compromised, when the prosecuting attorney so recommends, the court may withdraw any outstanding arrest warrant and issue a summons instead of a warrant. The court further has discretion to withdraw any other outstanding warrants issued by the court, when a defendant voluntarily appears before the court. Section 3. General Provisions Applicable to this Ordinance The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change Page 91 of 376 3 in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. E. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. F. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. G. Enforcement. To the extent this ordinance establishes a required or prohibited action punishable by law, unless otherwise specifically provided in Englewood Municipal Code or applicable law, violations shall be subject to the General Penalty provisions contained within EMC § 1-4-1. Introduced, read in full, and passed on first reading on the 15th day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 18th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. Othoniel Sierra, Mayor ATTEST: Page 92 of 376 4 Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of a Bill for an Ordinance, introduced, read in full, and passed on first reading on the day of, 2022. Stephanie Carlile Page 93 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Jackie Loh DEPARTMENT: Finance DATE: August 15, 2022 SUBJECT: CB 44 - Amending EMC Title 4, Chapter 1, Section 4-1-2 concerning the annual required adoption of the City's investment policy. DESCRIPTION: CB 44 - Approve a bill for an ordinance amending Englewood Municipal Code Title 4, Chapter 1, Section 4-1-2 concerning the annual required adoption of the City's investment policy. RECOMMENDATION: Staff is present to answer questions posed by City Council regarding an ordinance to modify the Title 4 Chapter 1 Section 4-1-2 of the Englewood Municipal Code removing the annual requirement to adopt the city's investment policy. PREVIOUS COUNCIL ACTION: • August 1, 2022 - Staff reviewed the proposed Englewood Municipal Code changes to Title 4 Chapter 1 Section 4-1-2 concerning the annual required adoption of the City's investment policy. SUMMARY: The recommended changes aligns the code the practice of adopting changes to the investment policy as changes arise. ANALYSIS: 4-1-2: Investment of Municipal Funds. The City shall invest all funds and monies not immediately needed for the operating expenses of the City, except for City employee pension and the Firefighters' Pension Fund, the Volunteer Firefighters' Pension Fund, the Police Officers' Pension Fund, Non-Emergency Employees Retirement Plan Fund and other City employee retirement funds and plans, pursuant to an investment policy which shall be adopted by City Council resolution each year. A. The City shall distribute the investment earnings and losses in the following manner: on a monthly basis, the earnings or losses shall be distributed proportionally, based on the average cash balance available for investment in each fund. Funds with negative cash balance will not share in earnings or losses. COUNCIL ACTION REQUESTED: Page 94 of 376 Staff requests City Council to consider and approve an ordinance to modify the Title 4 Chapter 1 Section 4-1-2 of the Englewood Municipal Code removing the annual requirement to adopt the city's investment policy. FINANCIAL IMPLICATIONS: N/A CONNECTION TO STRATEGIC PLAN: The proposed changes to the Financial Policies connects to the city's revenue and finance goals that align with Governance outcomes/results. The Governance outcome is described as follows: A city government that serves the community by being efficient, effective, accountable, and adaptable OUTREACH/COMMUNICATIONS: N/A ATTACHMENTS: Council Bill #44 Page 95 of 376 1 BY AUTHORITY ORDINANCE NO. ____ COUNCIL BILL NO. 44 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER _________________ A BILL FOR AN ORDINANCE AMENDING ENGLEWOOD MUNICIPAL CODE TITLE 4, CHAPTER 1, SECTION 4-1-2 CONCERNING THE ANNUAL REQUIRED ADOPTION OF THE CITY’S INVESTMENT POLICY. WHEREAS, Englewood Municipal Code provides that the City shall adopt an Investment Policy every year; and WHEREAS, the Investment Policy is required to be adopted annually, even if it is not amended from the prior year; and WHEREAS, removing the annual adoption requirement will require approval of the Investment Policy only when its provisions are modified from the last-adopted Investment Policy. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. Amendment of Englewood Municipal Code Title 4, Chapter 1, Section 4-1-2 of Englewood Municipal Code is hereby amended to read as follows (deleted provisions struck through; new provisions in italics): 4-1-2: Investment of Municipal Funds. The City shall invest all funds and monies not immediately needed for the operating expenses of the City, except for City employee pension and the Firefighters' Pension Fund, the Volunteer Firefighters' Pension Fund, the Police Officers' Pension Fund, Non-Emergency Employees Retirement Plan Fund and other City employee retirement funds and plans, pursuant to an investment policy which shall be adopted by City Council resolution each year. A. The City shall distribute the investment earnings and losses in the following manner: on a monthly basis, the earnings or losses shall be distributed proportionally, based on the average cash balance available for investment in each fund. Funds with negative cash balance will not share in earnings or losses. Section 2. General Provisions Applicable to this Ordinance The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. Page 96 of 376 2 B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. Introduced, read in full, and passed on first reading on the 15th day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 18th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. Othoniel Sierra, Mayor ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Bill for an Ordinance introduced, read in full, and passed on first reading on the 15th day of August, 2022. Stephanie Carlile Page 97 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Maria D'Andrea DEPARTMENT: Public Works DATE: August 15, 2022 SUBJECT: CB 45 - IGA with the City of Centennial for a Traffic Signal System-to-System Communication Project DESCRIPTION: CB 45 - Intergovernmental Agreement with the City of Centennial to provide interconnectivity between traffic signal systems for public benefit. RECOMMENDATION: Staff recommends that the City Council approve a bill for an ordinance authorizing an Intergovernmental Agreement (IGA) between the City of Centennial and the City of Englewood to fund a portion of the System-to-System Traffic Signal Communication Project. SUMMARY: The City of Centennial is undertaking a project to provide enhanced communication and management of traffic signal systems to provide interoperability between neighboring agencies via a System-to-System Traffic Signal Communication Project. Englewood wishes to participate in this project which will provide improved traffic operations resulting in reduced congestion and, thus, improved air quality within the region. The project will also increase the ability of each agency to monitor and manage controller systems in real-time, through resource sharing. It will also allow improved staff oversight to change signal timing operations in the event of an incident that causes congestion on local roads in participating agency jurisdictions, including across jurisdictional boundaries The city's contributory share towards the project is $40,000. Funds are available in the 2022 Capital Improvement Fund for these expenditures. The project is scheduled to be completed by the end of 2023. ANALYSIS: Englewood utilizes Econolite Centracs brand controllers at most of the city's traffic signals. As the name implies, the controller houses the controls and the computerized components, at each signalized intersection, to manage operations of the traffic signal. The City of Centennial, as well as other neighboring communities, use the same brand of controllers. Centennial solicited grant funding to connect their controllers with other agencies in an effort to provide more seamless traffic management across jurisdictional boundaries. As motorists drive throughout the metro area, a particular roadway can cross into multiple cities. The traffic signals on that roadway are managed and owned by various entities depending on the location of the signal and the ownership of the road. For example, all signals within the Page 98 of 376 boundaries of Englewood are owned and managed by the city except for signals located on Colorado Department of Transportation (CDOT)-owned roads such as US 85 and US 285. Signals on border streets can be owned & maintained by either entity. For example, the signal at Yale Avenue & Broadway is owned and maintained by the City and County of Denver. Traffic backups or crashes in one location can cause disruption in other jurisdictions. Therefore, there is public benefit in providing improved traffic signal operations among agencies. This project will connect the participating agencies' Econolite Centracs controllers to allow information sharing and increase situational awareness beyond agency boundaries. Improving traffic operations will result in reduce congestion and thus fewer greenhouse gas emissions thereby improving air quality within the region. The project will also increase the ability of each agency to monitor and manage controller systems in real-time, through resource sharing. It will also increase the timeframe that systems have staff oversight to change signal timing operations in the event of an incident that causes congestion on local roads in participating agency jurisdictions, including across jurisdictional boundaries The City of Centennial will manage the project with input from CDOT and the other participating agencies including: Englewood, Greenwood Village, Littleton, and Arapahoe County. Centennial will administer the funding through an IGA with CDOT. The Econolite Centracs controllers offer a Server-to-Server functionality that enables cross- jurisdictional information sharing and control of Intelligent Transportation Systems (ITS) devices. This system requires establishment of business rules and jurisdictional permissions between agencies. Therefore, a significant element of the project will be establishing these rules. The new system and a regional map will be documented in a formal report, which will detail the system configuration, functionalities, and use cases. Consideration shall be taken for potential future expansions as well as interoperability with the pending Denver Regional Council of Governments (DRCOG) Regional Data Platform and CDOT Statewide Data Platform, in addition to any other regional integration identified during the Systems Engineering process. The resulting ITS applications that will be enabled by the systems interface will be defined during the project process based on the needs of each participating agency. COUNCIL ACTION REQUESTED: Staff recommends that the City Council approve a bill for an ordinance authorizing an Intergovernmental Agreement (IGA) between the City of Centennial and the City of Englewood to fund a portion of the System-to-System Traffic Signal Communication Project. FINANCIAL IMPLICATIONS: Centennial received a federal grant for this project utilizing Congestion Mitigation and Air Quality (CMAQ) funds. The grant required a 20% local match of funds to 80% federal funding. Besides Englewood, Centennial, Littleton, Greenwood Village, and Arapahoe County are all participating in the project and sharing the local match costs equally (5 agencies at $40,000 each). Federal Funds (80%) $800,000 Local Match (20%) $200,000 Total $1,000,000 Page 99 of 376 Englewood's share of the project is $40,000 and will be funded from the Capital Project, Signal Equipment-Upgrade/Replace, 30-1001-013. The current project balance is $266,996.27. Therefore, there is adequate funding available for the city's contribution. CONNECTION TO STRATEGIC PLAN: Sustainability A city that stewards its resources for the benefit of current and future generations Air Quality: Improve public health outcomes through better air quality Infrastructure and Transportation A city that proactively and in a cost-effective manner invests in, maintains, improves, and plans to protect its infrastructure Transportation Infrastructure: Invest in protecting transportation infrastructure in an innovative, sustainable, and cost-effective manner OUTREACH/COMMUNICATIONS: Details of this project will be added to the city's website. No specific public outreach is planned. ATTACHMENTS: Council Bill #45 Intergovernmental Agreement Exhibit A: Centennial CDOT Agreement Page 100 of 376 1 BY AUTHORITY ORDINANCE NO. __ COUNCIL BILL NO. 45 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER A BILL FOR AN ORDINANCE APPROVING AN INTERGOVERNMENTAL AGREEMENT (IGA) BETWEEN THE CITY OF CENTENNIAL AND THE CITY OF ENGLEWOOD REGARDING SYSTEM TO SYSTEM COMMUNICATION PROJECT FUNDING. WHEREAS, the City Of Centennial, home rule municipality of the State of Colorado (the "Centennial"), received federal Congestion Mitigation and Air Quality ("CMAQ") improvement funds from the Colorado Department of Transportation ("CDOT") to design and implement infrastructure system improvements for multiagency operations using Centracs signal control systems to share information, increase situational awareness, and improve real-time incident management (the "S2S Communication Project"); and WHEREAS, the S2S Communication Project will be implemented using the systems engineering analysis process, generally as described in 23 C.F.R. §940.11, and will be primarily funded with federal funds with some contributions from Centennial and other participating jurisdictions; and WHEREAS, the S2S Communication Project may require acquisition of improvements including, for example, software, communication devices, communication media, fiber connections, cabinets, and related improvements (the “Improvements”); and WHEREAS, Centennial is the lead agency on the S2S Communication Project and will be responsible for its completion including producing the reports necessary to meet CDOT’s grant requirements and acquiring Improvements through its procurement process; and WHEREAS, any Improvements needed by a participating jurisdiction to participate in the S2S Communication Project will, unless otherwise limited, become the property and maintenance responsibility of that jurisdiction; and WHEREAS, the City of Englewood desires to participate in the S2S Communication Project including the preparation of any reports necessary to ensure Centennial can meet its obligations to CDOT; and WHEREAS, the City and Centennial are authorized by § 29-1-203, C.R.S. as amended, to enter into contracts or agreements for the sharing of costs for any function, service, or facility authorized to each of the cooperating or contracting parties; and Page 101 of 376 2 WHEREAS, the passage of this ordinance approves an intergovernmental agreement for the City’s participation in the S2S Communication Project and contribute $40,000.00 to the S2S Communication Project costs. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. The City Council of the City of Englewood, Colorado hereby authorizes the Intergovernmental Agreement (IGA) between the City of Centennial and the City of Englewood, Colorado, for System to System Communication Project in the amount of $40,000.00, a copy is attached hereto as Exhibit A Section 2. The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. Page 102 of 376 3 E. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. F. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. G. Enforcement. To the extent this ordinance establishes a required or prohibited action punishable by law, unless otherwise specifically provided in Englewood Municipal Code or applicable law, violations shall be subject to the General Penalty provisions contained within EMC § 1-4-1. Introduced, read in full, and passed on first reading on the 15th day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 18th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. Othoniel Sierra, Mayor ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Bill for an Ordinance introduced, read in full, and passed on first reading on the 15th day of August, 2022. Stephanie Carlile Page 103 of 376 4 Page 104 of 376 INTERGOVERNMENTAL AGREEMENT SYSTEM TO SYSTEM COMMUNICATION PROJECT FUNDING THIS INTERGOVERNMENTAL AGREEMENT ("IGA") is made and entered into this ___ day of _______________, 2022, by and between City of Englewood, a home rule municipality of the State of Colorado ("Englewood"), and City of Centennial, a home rule municipality of the State of Colorado ("Centennial"). Englewood and Centennial are individually referred to herein as "Party" and collectively as the "Parties". RECITALS WHEREAS, the Parties are authorized by § 29-1-203, C.R.S. as amended, to enter into contracts or agreements for the sharing of costs for any function, service, or facility authorized to each of the cooperating or contracting parties; and WHEREAS, in accordance with the intergovernmental agreement in Exhibit A ("CDOT Funding Agreement"), Centennial received federal Congestion Mitigation and Air Quality ("CMAQ") improvement funds from the Colorado Department of Transportation ("CDOT") to design and implement infrastructure systems improvements for multiagency operations using Centracs signal control systems to share information, increase situational awareness, and improve real-time incident management as described in Exhibit A (the "S2S Communication Project"); WHEREAS, the S2S Communication Project will be implemented using the systems engineering analysis process, generally as described in 23 C.F.R. §940.11, and will be primarily funded with federal funds with some contributions from Centennial and other participating jurisdictions; and WHEREAS, the S2S Communication Project may require acquisition of improvements including, for example, software, communication devices, communication media, fiber connections, cabinets, and related improvements (the “Improvements”); and WHEREAS, Centennial is the lead agency on the S2S Communication Project and will be responsible for its completion including producing the reports necessary to meet CDOT’s grant requirements and acquiring Improvements through its procurement process; and WHEREAS, any Improvements needed by a participating jurisdiction to participate in the S2S Communication Project will, unless otherwise limited, become the property and maintenance responsibility of that jurisdiction; and WHEREAS, Englewood desires to participate in the S2S Communication Project including the preparation of any reports necessary to ensure Centennial can meet its obligations to CDOT. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and for other good and valuable consideration, which the Parties agree is sufficient, it is hereby agreed that: Page 105 of 376 2 1. Incorporation of Recitals. The Recitals are incorporated into the IGA. 2. Purpose. The purpose of this IGA is to identify the Parties’ obligations to participate in the S2S Communication Project including how cross-jurisdictional data sharing and cost sharing will be accomplished. 3. Term. This IGA shall be effective September 1, 2022, ("Effective Date") and terminate on December 31, 2025 or on a date prior as agreed to by the Parties. 4. Project Representatives. (a) Englewood Representative. Englewood hereby designates Maria D’Andrea (mdandrea@englewoodco.gov) as the Englewood Representative to coordinate all communication with Centennial related to the S2S Communication Project and issues arising under this IGA. (b) Centennial Representative. Centennial hereby designates Anna Bunce (abunce@centennialco.gov) 303-325-8036) as Centennial Representative to coordinate all communication with Englewood related to the S2S Communication Project and issues arising under this IGA. 5. Centennial Obligations. Centennial will: (a) Lead the systems engineering analysis to identify Improvements and other requirements to complete the S2S Communication Project. (b) Acquire Improvements using appropriate and approved procurement processes to comply with the CDOT Funding Agreement. (c) Complete the S2S Communication Project elements under its approved local agency certification acceptance process. (d) Obtain Improvements on behalf of Englewood and other participating jurisdictions. (e) Coordinate with the Denver Regional Council of Governments to submit federally required CMAQ reporting information to CDOT. (f) Establish and manage the funds for the S2S Communication Project. (g) Establish and maintain a method of prompt and efficient communication concerning the S2S Communication Project to the Englewood representative. (h) Establish a working group that includes Centennial, Englewood, and other participating jurisdictions to complete the S2S Communications Project. (i) Provide Englewood with access to Centennial's Centracs system during the project development and implementation phases of the S2S Communication Project in accordance with the data and systems access principles described in Exhibit B. Page 106 of 376 3 6. TOWN/CITY/COUNTY Obligations. Englewood will be responsible for the following in participating in the S2S Communication Project: (a) Participate in the systems engineering analysis to identify Improvements, system configurations, and other needs for Englewood to connect its Centracs system to Centennial and other participating jurisdictions. (b) Participate in the multi-jurisdiction working group for the S2S Communication Project. (c) Contribute its share of costs for any Improvements within sixty (60) days after receiving an invoice from Centennial in an amount not to exceed $40,000.00. Englewood must authorize Centennial to acquire Improvements on its behalf. Such authorization will be made in writing (including electronic mail) to the Centennial Representative. (d) Accept ownership and maintenance responsibility for any Improvements purchased by Centennial on behalf of Englewood. (e) Provide Centennial with data as requested by the Centennial Representative. (f) Provide Centennial access to its Centracs system during the project development and implementation phases of the S2S Communication Project in accordance with the data and systems access principles described in Exhibit B. 7. CDOT Funding Agreement. The Parties understand and agree that any work under this IGA that will receive reimbursement through the CDOT Funding Agreement must comply with state and federal procurement requirements. 8. Notice. Except as otherwise provided herein, any notice required or permitted by this IGA shall be in writing and shall be deemed to have been sufficiently given for all purposes if sent by certified mail or registered mail, or by other courier agreed to by both Parties, postage and fees prepaid, addressed to the party to whom such notice is to be given, at the address set forth below, or at such other address as has been previously furnished in writing, to the other party. Such notice shall be deemed to have been given when deposited in the United States mail. TOWN/CITY/COUNTY: With a copy to: City of Centennial: City Manager City of Centennial 13133 E. Arapahoe Road Page 107 of 376 4 Centennial, Colorado 80112 With a copy to: Centennial City Attorney Widner Juran LLP 13133 E. Arapahoe Road, Suite 100 Centennial, Colorado 80112 9. Miscellaneous Provisions. (a) This IGA contains all of the terms agreed upon by the Parties related to the cost sharing of the S2S Communication Project. Any amendments or modifications to this IGA must be in writing executed by the Parties in order to be valid and binding. (b) No Party to this IGA shall assign or transfer any of its rights, duties or obligations hereunder without prior written consent of the other Party which consent may be withheld for any or no reason. (c) The provisions of this IGA shall bind and inure to the benefit of the Parties and to their respective permitted assigns. (d) The Parties agree and acknowledge that this IGA may be enforced in law or in equity, by decree of specific performance or damages, or such other legal or equitable relief as may be available subject to the provisions of the laws of the State of Colorado. (e) Except as otherwise stated herein, this IGA is intended to describe the rights and responsibilities of and between the Parties and is not intended to, and shall not be deemed to, confer rights upon any persons or entities not named as parties, nor to limit in any way the powers and responsibilities of the Parties. Nothing contained in this IGA shall give or allow any such claim or right of action by any other or third person or entity under or pursuant to this IGA. It is the express intention of the Parties hereto that any person or entity, other than the Parties to this IGA, receiving services or benefits under this IGA shall be deemed to be incidental beneficiaries only. (f) Each and every covenant, promise or term contained in this IGA shall not merge in any other document executed by either or both Parties to effect or implement the provisions of this IGA but shall survive such instrument. (g) This IGA constitutes the entire agreement of the Parties hereto. The Parties agree that there have been no representations made other than those contained herein, that this IGA constitutes their entire agreement, and further agree that the various promises and covenants contained herein are mutually agreed upon and are in consideration for one another. (h) Article X, Section 20/TABOR: The Parties understand and acknowledge that Centennial is subject to Article X, § 20 of the Colorado Constitution ("TABOR"). Centennial does not intend to violate the terms and requirements of TABOR by the execution of this IGA. It is understood and agreed that this IGA does not create a multi-fiscal year direct or indirect debt or obligation within the meaning of TABOR and, Page 108 of 376 5 therefore, notwithstanding anything in this IGA to the contrary, all payment obligations of the Parties are expressly dependent and conditioned upon the continuing availability of funds for such Party beyond the term of the Party’s current fiscal period ending upon the next succeeding December 31. Financial obligations of the Parties payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available in accordance with the rules, regulations, and resolutions of the individual paying party and other applicable law. Upon the failure to appropriate such funds, this IGA shall be terminated. (i) This IGA may be executed in one or more counterparts, each of which shall be deemed an original and together shall constitute one and the same instrument. (j) The Parties agree to execute any additional documents or take any additional action that is necessary to carry out the intent of this IGA. (k) No waiver of any of the provisions of this IGA shall be deemed to constitute a waiver of any other of the provisions of this IGA, nor shall such waiver constitute a continuing waiver unless otherwise expressly provided herein, nor shall the waiver of any default hereunder be deemed a waiver of any subsequent default hereunder. (l) No elected official, officer, agent or employee of TOWN/CITY/COUNTY or Centennial shall be charged personally or held contractually liable under any term or provision of this IGA, or because of any breach thereof or because of its or their execution or approval of this IGA. (m) The Parties and their respective elected officials, officers, agents and employees are relying upon and do not waive or abrogate, or intend to waive or abrogate by any provision of this IGA the monetary limitations or any other rights, immunities or protections afforded by the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-101 et seq., as the same may be amended from time to time. (n) The Parties enter into this IGA as separate, independent governmental entities and shall maintain such status throughout. IN WITNESS WHEREOF, the Parties have executed this IGA to be effective as of the Effective Date set forth above. [signature page to follow] Page 109 of 376 6 CITY OF ENGLEWOOD ATTEST: By: City Clerk By: Mayor Othoniel Sierra APPROVED AS TO FORM: By: ________________________________ City Attorney’s Office CITY OF CENTENNIAL ATTEST: By: City Clerk or Deputy City Clerk By: Matt Sturgeon, City Manager pursuant to the authority provided by Resolution 2021-R-53 APPROVED AS TO FORM: By: ________________________________ City Attorney’s Office Page 110 of 376 EXHIBIT A CDOT FUNDING IGA Page 111 of 376 EXHIBIT B Data – Systems Access Sharing Standards 1. The Party's computer system used to manage its transportation system shall be firewalled off from other computer systems maintained by the Party. 2. Data shared with the other Party or other participating jurisdictions shall only be used for traffic management purposes and to complete the reporting required to complete the S2S Communication Project. 3. Each Party shall maintain, enforce, and follow security requirements for the data to ensure integrity. 4. Each Party shall retain custody and control over data shared by the other Party or other participating jurisdictions. 5. No Party shall share the data from the other Party or any participating jurisdiction with the public without that entity's consent or knowledge. 6. Each Party will use trusted systems and devices that are configured with security software (i.e., anti-virus, anti-malware, encryption, etc.). Devices must be periodically scanned for restricted/prohibited software. 7. Each party shall incorporate, adopt, and design best practice considerations as recommended in the National Institutes of Standards and Technology (NIST), A guide to Operational Technology (OT) Security 800-82. Page 112 of 376 Page 113 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 2 of 26 TABLE OF CONTENTS 1. PARTIES ................................................................................................................................................. 2 2. TERM AND EFFECTIVE DATE ............................................................................................................ 2 3. AUTHORITY .......................................................................................................................................... 3 4. PURPOSE ................................................................................................................................................ 4 5. DEFINITIONS ......................................................................................................................................... 4 6. STATEMENT OF WORK ....................................................................................................................... 6 7. PAYMENTS ............................................................................................................................................ 9 8. REPORTING - NOTIFICATION .......................................................................................................... 14 9. LOCAL AGENCY RECORDS.............................................................................................................. 14 10. CONFIDENTIAL INFORMATION-STATE RECORDS ...................................................................... 15 11. CONFLICTS OF INTEREST ................................................................................................................ 16 12. INSURANCE ......................................................................................................................................... 16 13. BREACH ............................................................................................................................................... 18 14. REMEDIES............................................................................................................................................ 18 15. DISPUTE RESOLUTION ....................................................................................................................... 19 16. NOTICES AND REPRESENTATIVES .................................................................................................. 20 17. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION ....................................................... 20 18. GOVERNMENTAL IMMUNITY ......................................................................................................... 21 19. STATEWIDE CONTRACT MANAGEMENT SYSTEM ..................................................................... 21 20. GENERAL PROVISIONS ..................................................................................................................... 21 21. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) ....................................... 23 22. FEDERAL REQUIREMENTS .............................................................................................................. 25 23. DISADVANTAGED BUSINESS ENTERPRISE (DBE) ....................................................................... 25 24. DISPUTES ............................................................................................................................................. 26 EXHIBIT A, STATEMENT OF WORK EXHIBIT B, SAMPLE OPTION LETTER EXHIBIT C, FUNDING PROVISIONS EXHIBIT D, LOCAL AGENCY RESOLUTION EXHIBIT E, LOCAL AGENCY AGREEMENT ADMINISTRATION CHECKLIST EXHIBIT F, CERTIFICATION FOR FEDERAL-AID AGREEMENTS EXHIBIT G, DISADVANTAGED BUSINESS ENTERPRISE EXHIBIT H, LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES EXHIBIT I, FEDERAL-AID AGREEMENT PROVISIONS FOR CONSTRUCTION AGREEMENTS EXHIBIT J, ADDITIONAL FEDERAL REQUIREMENTS EXHIBIT K, FFATA SUPPLEMENTAL FEDERAL PROVISIONS EXHIBIT L, SAMPLE SUBRECIPIENT MONITORING AND RISK ASSESSMENT FORM EXHIBIT M, OMB UNIFORM GUIDANCE FOR FEDERAL AWARDS 1. PARTIES This Agreement is entered into by and between Local Agency named on the Signature and Cover Page for this Agreement (“Local Agency”), and the STATE OF COLORADO acting by and through the State agency named on the Signature and Cover Page for this Agreement (the “State” or “CDOT”). Local Agency 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 Agreement Funds shall be expended within the dates shown in Exhibit C for each respective phase (“Phase Performance Period(s)”). The State shall not be bound by any provision of this Agreement before the Effective Date, and shall have no obligation to pay Local Agency for any Work performed or expense incurred before 1) the Effective Date of this original Agreement; 2) before the encumbering document for the respective phase and the official Page 114 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 3 of 26 Notice to Proceed for the respective phase; or 3) after the Final Phase Performance End Date, as shown in Exhibit C. Additionally, the State shall have no obligation to pay Local Agency for any Work performed or expense incurred after the Agreement Expiration Date or after required billing deadline specified in §7.B.i.e., the expiration of Multimodal Transportation Options Funding (“MMOF”) if applicable, whichever is sooner. The State’s obligation to pay Agreement Funds exclusive of MMOF will continue until the Agreement Expiration Date. If Agreement Funds expire before the Agreement Expiration Date, then no payments will be made after expiration of Agreement Funds. B. Initial Term The Parties’ respective performances under this Agreement shall commence on the Agreement Effective Date shown on the Signature and Cover Page for this Agreement and shall terminate on October 12, 2031 as shown on the Signature and Cover Page for this Agreement, unless sooner terminated or further extended in accordance with the terms of this Agreement. C. 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. This subsection shall not apply to a termination of this Agreement by the State for breach by Local Agency, which shall be governed by §14.A.i. i. Method and Content The State shall notify Local Agency of such termination in accordance with §16. The notice shall specify the effective date of the termination and whether it affects all or a portion of this Agreement. ii. Obligations and Rights Upon receipt of a termination notice for termination in the public interest, Local Agency shall be subject to §14.A.i.a iii. Payments If the State terminates this Agreement in the public interest, the State shall pay Local Agency 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 Local Agency for a portion of actual out-of-pocket expenses, not otherwise reimbursed under this Agreement, incurred by Local Agency which are directly attributable to the uncompleted portion of Local Agency’s obligations, provided that the sum of any and all reimbursement shall not exceed the maximum amount payable to Local Agency hereunder. 3. AUTHORITY Authority to enter into this Agreement exists in the law as follows: A. Federal Authority Pursuant to Title I, Subtitle A, of the “Fixing America’s Surface Transportation Act” (FAST Act) of 2015, and to applicable provisions of Title 23 of the United States Code and implementing regulations at Title 23 of the Code of Federal Regulations, as may be amended, (collectively referred to hereinafter as the “Federal Provisions”), certain federal funds have been and are expected to continue to be allocated for transportation projects requested by Local Agency and eligible under the Surface Transportation Improvement Program that has been proposed by the State and approved by the Federal Highway Administration (“FHWA”). B. State Authority Pursuant to CRS §43-1-223 and to applicable portions of the Federal Provisions, the State is responsible for the general administration and supervision of performance of projects in the Program, including the administration of federal funds for a Program project performed by a Local Agency under a contract with the State. This Agreement is executed under the authority of CRS §§29-1-203, 43-1-110; 43-1-116, 43-2- Page 115 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 4 of 26 101(4)(c) and 43-2-104.5. 4. PURPOSE The purpose of this Agreement is to disburse Federal funds to the Local Agency pursuant to CDOT’s Stewardship Agreement with the FHWA. 5. DEFINITIONS The following terms shall be construed and interpreted as follows: A. “Agreement” means this agreement, including all attached Exhibits, all documents incorporated by reference, all referenced statutes, rules and cited authorities, and any future modifications thereto. B. “Agreement Funds” means the funds that have been appropriated, designated, encumbered, or otherwise made available for payment by the State under this Agreement. C. “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 conditions of the Federal Award specifically indicate otherwise. D. “Budget” means the budget for the Work described in Exhibit C. E. “Business Day” means any day in which the State is open and conducting business, but shall not include Saturday, Sunday or any day on which the State observes one of the holidays listed in §24-11-101(1) C.R.S. F. “Consultant” means a professional engineer or designer hired by Local Agency to design the Work Product. G. “Contractor” means the general construction contractor hired by Local Agency to construct the Work. H. “CORA” means the Colorado Open Records Act, §§24-72-200.1 et. seq., C.R.S. I. “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 and Cover Page for this Agreement. J. “Evaluation” means the process of examining Local Agency’s Work and rating it based on criteria established in §6, Exhibit A and Exhibit E. K. “Exhibits” means the following exhibits attached to this Agreement: i. Exhibit A, Statement of Work. ii. Exhibit B, Sample Option Letter. iii. Exhibit C, Funding Provisions iv. Exhibit D, Local Agency Resolution v. Exhibit E, Local Agency Contract Administration Checklist vi. Exhibit F, Certification for Federal-Aid Contracts vii. Exhibit G, Disadvantaged Business Enterprise viii. Exhibit H, Local Agency Procedures for Consultant Services ix. Exhibit I, Federal-Aid Contract Provisions for Construction Contracts x. Exhibit J, Additional Federal Requirements xi. Exhibit K, The Federal Funding Accountability and Transparency Act of 2006 (FFATA) Supplemental Federal Provisions xii. Exhibit L, Sample Sub-Recipient Monitoring and Risk Assessment Form xiii. Exhibit M, Supplemental Provisions for Federal Awards Subject to The Office of Management and Budget Uniform Administrative Requirements, Cost principles, and Audit Requirements for Federal Awards (the “Uniform Guidance”) L. “Federal Award” means an award of Federal financial assistance or a cost-reimbursement contract under the Federal Acquisition Requirements by a Federal Awarding Agency to a 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 contractor 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. Page 116 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 5 of 26 N. “FHWA” means the Federal Highway Administration, which is one of the twelve administrations under the Office of the Secretary of Transportation at the U.S. Department of Transportation. FHWA provides stewardship over the construction, maintenance and preservation of the Nation’s highways and tunnels. FHWA is the Federal Awarding Agency for the Federal Award which is the subject of this Agreement. O “Goods” means any movable material acquired, produced, or delivered by Local Agency as set forth in this Agreement and shall include any movable material acquired, produced, or delivered by Local Agency in connection with the Services. P. “Incident” means any accidental or deliberate event that results in or constitutes an imminent threat of the unauthorized access or disclosure of State Confidential Information or of the unauthorized modification, disruption, or destruction of any State Records. Q. “Initial Term” means the time period defined in §2.B R. “Multimodal Transportation Options Funding” or “MMOF” means money transferred from the general fund to the fund pursuant to C.R.S. §§24-75-219 (5)(a)(III) and (5)(b)(III) and any other money that the general assembly may appropriate or transfer to the fund. S. “Notice to Proceed” means the letter issued by the State to the Local Agency stating the date the Local Agency can begin work subject to the conditions of this Agreement. T. “OMB” means the Executive Office of the President, Office of Management and Budget. U. “Oversight” means the term as it is defined in the Stewardship Agreement between CDOT and the FHWA. V. “Party” means the State or Local Agency, and “Parties” means both the State and Local Agency. W. “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; and any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment information. PII includes, but is not limited to, all information defined as personally identifiable information in §24-72-501 C.R.S. X. “Recipient” means the Colorado Department of Transportation (CDOT) for this Federal Award. Y. “Services” means the services to be performed by Local Agency as set forth in this Agreement, and shall include any services to be rendered by Local Agency in connection with the Goods. Z. “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. AA. “State Fiscal Rules” means the fiscal rules promulgated by the Colorado State Controller pursuant to §24- 30-202(13)(a). BB. “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. CC. “State Purchasing Director” means the position described in the Colorado Procurement Code and its implementing regulations. DD. “State Records” means any and all State data, information, and records, regardless of physical form, including, but not limited to, information subject to disclosure under CORA. EE. “Subcontractor” means third-parties, if any, engaged by Local Agency to aid in performance of the Work. FF. “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. GG. “Uniform Guidance” means the Office of Management and Budget Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, which supersedes requirements from OMB Page 117 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 6 of 26 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. HH. “Work” means the delivery of the Goods and performance of the Services in compliance with CDOT’s Local Agency Manual described in this Agreement. II. “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, 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 in an Exhibit shall be construed and interpreted as defined in that Exhibit. 6. STATEMENT OF WORK Local Agency shall complete the Work as described in this Agreement and in accordance with the provisions of Exhibit A, and the Local Agency Manual. The State shall have no liability to compensate Local Agency for the delivery of any Goods or the performance of any Services that are not specifically set forth in this Agreement. Work may be divided into multiple phases that have separate periods of performance. The State may not compensate for Work that Local Agency performs outside of its designated phase performance period. The performance period of phases, including, but not limited to Design, Construction, Right of Way, Utilities, or Environment phases, are identified in Exhibit C. The State may unilaterally modify Exhibit C from time to time, at its sole discretion, to extend the period of performance for a phase of Work authorized under this Agreement. To exercise this phase performance period extension option, the State will provide written notice to Local Agency in a form substantially equivalent to Exhibit B. The State’s unilateral extension of phase performance periods will not amend or alter in any way the funding provisions or any other terms specified in this Agreement, notwithstanding the options listed under §7.E A. Local Agency Commitments i. Design If the Work includes preliminary design, final design, design work sheets, or special provisions and estimates (collectively referred to as the “Plans”), Local Agency shall ensure that it and its Contractors comply with and are responsible for satisfying the following requirements: a. Perform or provide the Plans to the extent required by the nature of the Work. b. Prepare final design in accordance with the requirements of the latest edition of the American Association of State Highway Transportation Officials (AASHTO) manual or other standard, such as the Uniform Building Code, as approved by the State. c. Prepare provisions and estimates in accordance with the most current version of the State’s Roadway and Bridge Design Manuals and Standard Specifications for Road and Bridge Construction or Local Agency specifications if approved by the State. d. Include details of any required detours in the Plans in order to prevent any interference of the construction Work and to protect the traveling public. e. Stamp the Plans as produced by a Colorado registered professional engineer. f. Provide final assembly of Plans and all other necessary documents. g. Ensure the Plans are accurate and complete. h. Make no further changes in the Plans following the award of the construction contract to Contractor unless agreed to in writing by the Parties. The Plans shall be considered final when approved in writing by CDOT, and when final, they will be deemed incorporated herein. ii. Local Agency Work Page 118 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 7 of 26 a. Local Agency shall comply with the requirements of the Americans With Disabilities Act (ADA) 42 U.S.C. § 12101, et. seq., and applicable federal regulations and standards as contained in the document “ADA Accessibility Requirements in CDOT Transportation Projects”. b. Local Agency shall afford the State ample opportunity to review the Plans and shall make any changes in the Plans that are directed by the State to comply with FHWA requirements. c. Local Agency may enter into a contract with a Consultant to perform all or any portion of the Plans and/or construction administration. Provided, however, if federal-aid funds are involved in the cost of such Work to be done by such Consultant, such Consultant contract (and the performance provision of the Plans under the contract) must comply with all applicable requirements of 23 C.F.R. Part 172 and with any procedures implementing those requirements as provided by the State, including those in Exhibit H. If Local Agency enters into a contract with a Consultant for the Work: 1) Local Agency shall submit a certification that procurement of any Consultant contract complies with the requirements of 23 C.F.R. 172.5(1) prior to entering into such Consultant contract, subject to the State’s approval. If not approved by the State, Local Agency shall not enter into such Consultant contract. 2) Local Agency shall ensure that all changes in the Consultant contract have prior approval by the State and FHWA and that they are in writing. Immediately after the Consultant contract has been awarded, one copy of the executed Consultant contract and any amendments shall be submitted to the State. 3) Local Agency shall require that all billings under the Consultant contract comply with the State’s standardized billing format. Examples of the billing formats are available from the CDOT Agreements Office. 4) Local Agency (and any Consultant) shall comply with 23 C.F.R. 172.5(b) and (d) and use the CDOT procedures described in Exhibit H to administer the Consultant contract. 5) Local Agency may expedite any CDOT approval of its procurement process and/or Consultant contract by submitting a letter to CDOT from Local Agency’s attorney/authorized representative certifying compliance with Exhibit H and 23 C.F.R. 172.5(b)and (d). 6) Local Agency shall ensure that the Consultant contract complies with the requirements of 49 CFR 18.36(i) and contains the following language verbatim: (a) The design work under this Agreement shall be compatible with the requirements of the contract between Local Agency and the State (which is incorporated herein by this reference) for the design/construction of the project. The State is an intended third-party beneficiary of this agreement for that purpose. (b) Upon advertisement of the project work for construction, the consultant shall make available services as requested by the State to assist the State in the evaluation of construction and the resolution of construction problems that may arise during the construction of the project. (c) The consultant shall review the construction Contractor’s shop drawings for conformance with the contract documents and compliance with the provisions of the State’s publication, Standard Specifications for Road and Bridge Construction, in connection with this work. (d) The State, in its sole discretion, may review construction plans, special provisions and estimates and may require Local Agency to make such changes therein as the State determines necessary to comply with State and FHWA requirements. iii. Construction If the Work includes construction, Local Agency shall perform the construction in accordance with the approved design plans and/or administer the construction in accordance with Exhibit E. Such administration shall include Work inspection and testing; approving sources of materials; performing required plant and shop inspections; documentation of contract payments, testing and inspection activities; preparing and approving pay estimates; preparing, approving and securing the funding for Page 119 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 8 of 26 contract modification orders and minor contract revisions; processing construction Contractor claims; construction supervision; and meeting the quality control requirements of the FHWA/CDOT Stewardship Agreement, as described in Exhibit E. a. The State may, after providing written notice of the reason for the suspension to Local Agency, suspend the Work, wholly or in part, due to the failure of Local Agency or its Contractor to correct conditions which are unsafe for workers or for such periods as the State may deem necessary due to unsuitable weather, or for conditions considered unsuitable for the prosecution of the Work, or for any other condition or reason deemed by the State to be in the public interest. b. Local Agency shall be responsible for the following: 1) Appointing a qualified professional engineer, licensed in the State of Colorado, as Local Agency Project Engineer (LAPE), to perform engineering administration. The LAPE shall administer the Work in accordance with this Agreement, the requirements of the construction contract and applicable State procedures, as defined in the CDOT Local Agency Manual (https://www.codot.gov/business/designsupport/bulletins_manuals/2006-local-agency- manual). 2) For the construction Services, advertising the call for bids, following its approval by the State, and awarding the construction contract(s) to the lowest responsible bidder(s). (a) All Local Agency’s advertising and bid awards pursuant to this Agreement shall comply with applicable requirements of 23 U.S.C. §112 and 23 C.F.R. Parts 633 and 635 and C.R.S. § 24-92-101 et seq. Those requirements include, without limitation, that Local Agency and its Contractor(s) incorporate Form 1273 (Exhibit I) in its entirety, verbatim, into any subcontract(s) for Services as terms and conditions thereof, as required by 23 C.F.R. 633.102(e). (b) Local Agency may accept or reject the proposal of the apparent low bidder for Work on which competitive bids have been received. Local Agency must accept or reject such bids within 3 working days after they are publicly opened. (c) If Local Agency accepts bids and makes awards that exceed the amount of available Agreement Funds, Local Agency shall provide the additional funds necessary to complete the Work or not award such bids. (d) The requirements of §6.A.iii.b.2 also apply to any advertising and bid awards made by the State. (e) The State (and in some cases FHWA) must approve in advance all Force Account Construction, and Local Agency shall not initiate any such Services until the State issues a written Notice to Proceed. iv. Right of Way (ROW) and Acquisition/Relocation a. If Local Agency purchases a ROW for a State highway, including areas of influence, Local Agency shall convey the ROW to CDOT promptly upon the completion of the project/construction. b. Any acquisition/relocation activities shall comply with all applicable federal and State statutes and regulations, including but not limited to, the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, the Uniform Relocation Assistance and Real Property Acquisition Policies for Federal and Federally Assisted Programs, as amended (49 C.F.R. Part 24), CDOT’s Right of Way Manual, and CDOT’s Policy and Procedural Directives. c. The Parties’ respective responsibilities for ensuring compliance with acquisition, relocation and incidentals depend on the level of federal participation as detailed in CDOT’s Right of Way Manual (located at http://www.codot.gov/business/manuals/right-of-way); however, the State always retains oversight responsibilities. d. The Parties’ respective responsibilities at each level of federal participation in CDOT’s Right of Way Manual, and the State’s reimbursement of Local Agency costs will be determined pursuant the following categories: Page 120 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 9 of 26 1) Right of way acquisition (3111) for federal participation and non-participation; 2) Relocation activities, if applicable (3109); 3) Right of way incidentals, if applicable (expenses incidental to acquisition/relocation of right of way – 3114). v. Utilities If necessary, Local Agency shall be responsible for obtaining the proper clearance or approval from any utility company that may become involved in the Work. Prior to the Work being advertised for bids, Local Agency shall certify in writing to the State that all such clearances have been obtained. vi. Railroads If the Work involves modification of a railroad company’s facilities and such modification will be accomplished by the railroad company, Local Agency shall make timely application to the Public Utilities Commission (“PUC”) requesting its order providing for the installation of the proposed improvements. Local Agency shall not proceed with that part of the Work before obtaining the PUC’s order. Local Agency shall also establish contact with the railroad company involved for the purpose of complying with applicable provisions of 23 C.F.R. 646, subpart B, concerning federal-aid projects involving railroad facilities, and: a. Execute an agreement with the railroad company setting out what work is to be accomplished and the location(s) thereof, and which costs shall be eligible for federal participation. b. Obtain the railroad’s detailed estimate of the cost of the Work. c. Establish future maintenance responsibilities for the proposed installation. d. Proscribe in the agreement the future use or dispositions of the proposed improvements in the event of abandonment or elimination of a grade crossing. e. Establish future repair and/or replacement responsibilities, as between the railroad company and the Local Agency, in the event of accidental destruction or damage to the installation. vii. Environmental Obligations Local Agency shall perform all Work in accordance with the requirements of current federal and State environmental regulations, including the National Environmental Policy Act of 1969 (NEPA) as applicable. viii. Maintenance Obligations Local Agency shall maintain and operate the Work constructed under this Agreement at its own cost and expense during their useful life, in a manner satisfactory to the State and FHWA. Local Agency shall conduct such maintenance and operations in accordance with all applicable statutes, ordinances, and regulations pertaining to maintaining such improvements. The State and FHWA may make periodic inspections to verify that such improvements are being adequately maintained. ix. Monitoring Obligations Local Agency shall respond in a timely manner to and participate fully with the monitoring activities described in §7.F.vi. B. State’s Commitments i. The State will perform a final project inspection of the Work as a quality control/assurance activity. When all Work has been satisfactorily completed, the State will sign the FHWA Form 1212. ii. Notwithstanding any consents or approvals given by the State for the Plans, the State shall not be liable or responsible in any manner for the structural design, details or construction of any Work constituting major structures designed by, or that are the responsibility of, Local Agency, as identified in Exhibit E. 7. PAYMENTS A. Maximum Amount Page 121 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 10 of 26 Payments to Local Agency are limited to the unpaid, obligated balance of the Agreement Funds set forth in Exhibit C. The State shall not pay Local Agency any amount under this Agreement that exceeds the Agreement Maximum set forth in Exhibit C. B. Payment Procedures i. Invoices and Payment a. The State shall pay Local Agency in the amounts and in accordance with conditions set forth in Exhibit C. b. Local Agency 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 Local Agency 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 Local Agency 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 the Agreement. e. If a project is funded in part by the State with MMOF there is an expiration date for the funds. The expiration date applies to grants and local funds used to match grants. In order to receive payment from the State or credit for the match, Work must be completed prior to the expiration date of funding and invoiced in compliance with C.R.S. §§24-75-102(a) and 24-30-202(11). Billing for this work must be submitted 30 days prior to the end of the State Fiscal Year which is June 30th. ii. Interest Amounts not paid by the State within 45 days after the State’s acceptance of the invoice shall bear interest on the unpaid balance beginning on the 46th 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. Local Agency 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 Local Agency disputes any calculation, determination, or amount of any payment, Local Agency shall notify the State in writing of its dispute within 30 days following the earlier to occur of Local Agency’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 Local Agency 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 a. The State is prohibited by law from making commitments beyond the term of the current State Fiscal Year. Payment to Local Agency beyond the current State Fiscal Year is contingent on the appropriation and continuing availability of Agreement 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 Agreement Funds, the State’s obligation to pay Local Agency 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 Agreement Funds, and the State’s liability for such payments shall be limited to the amount remaining of such Agreement 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 Page 122 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 11 of 26 this termination shall otherwise be treated as if this Agreement were terminated in the public interest as described in §2.C. b. If the agreement funds are terminated, the State can terminate the contract early. Payment due for work done to the date of termination will be processed in a manner consistent with §2.C. v. Erroneous Payments The State may recover, at the State’s discretion, payments made to Local Agency in error for any reason, including, but not limited to, overpayments or improper payments, and unexpended or excess funds received by Local Agency. The State may recover such payments by deduction from subsequent payments under this Agreement, deduction from any payment due under any other contracts, grants or agreements between the State and Local Agency, or by any other appropriate method for collecting debts owed to the State. The close out of a Federal Award does not affect the right of FHWA 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 in §9.A.). C. Matching Funds Local Agency shall provide matching funds as provided in §7.A. and Exhibit C. Local Agency 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. Local Agency’s obligation to pay all or any part of any matching funds, whether direct or contingent, only extend to funds duly and lawfully appropriated for the purposes of this Agreement by the authorized representatives of Local Agency and paid into Local Agency’s treasury. Local Agency represents to the State that the amount designated “Local Agency Matching Funds” in Exhibit C has been legally appropriated for the purpose of this Agreement by its authorized representatives and paid into its treasury. Local Agency may evidence such obligation by an appropriate ordinance/resolution or other authority letter expressly authorizing Local Agency to enter into this Agreement and to expend its match share of the Work. A copy of any such ordinance/resolution or authority letter is attached hereto as Exhibit D. Local Agency 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 Local Agency. Local Agency shall not pay or be liable for any claimed interest, late charges, fees, taxes, or penalties of any nature, except as required by Local Agency’s laws or policies. D. Reimbursement of Local Agency Costs The State shall reimburse Local Agency’s allowable costs, not exceeding the maximum total amount described in Exhibit C and §7. The applicable principles described in 2 C.F.R. Part 200 shall govern the State’s obligation to reimburse all costs incurred by Local Agency and submitted to the State for reimbursement hereunder, and Local Agency shall comply with all such principles. The State shall reimburse Local Agency for the federal-aid share of properly documented costs related to the Work after review and approval thereof, subject to the provisions of this Agreement and Exhibit C. Local Agency costs for Work performed 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. Local Agency costs for Work performed after any Performance Period End Date for a respective phase of the Work, is not reimbursable. Allowable costs shall be: i. Reasonable and necessary to accomplish the Work and for the Goods and Services provided. ii. Actual net cost to Local Agency (i.e. the price paid minus any items of value received by Local Agency that reduce the cost actually incurred). E. Unilateral Modification of Agreement Funds Budget by State Option Letter The State may, at its discretion, issue an “Option Letter” to Local Agency to add or modify Work phases in the Work schedule in Exhibit C if such modifications do not increase total budgeted Agreement Funds. Such Option Letters shall amend and update Exhibit C, Sections 2 or 4 of the Table, and sub-sections B and C of the Exhibit C. Option Letters shall not be deemed valid until signed by the State Controller or an authorized delegate. Modification of Exhibit C by unilateral Option Letter is permitted only in the specific scenarios listed below. The State will exercise such options by providing Local Agency a fully executed Option Letter, in a form substantially equivalent to Exhibit B. Such Option Letters will be incorporated into this Agreement. Page 123 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 12 of 26 i. Option to Begin a Phase and/or Increase or Decrease the Encumbrance Amount The State may require by Option Letter that Local Agency begin a new Work phase that may include Design, Construction, Environmental, Utilities, ROW Incidentals or Miscellaneous Work (but may not include Right of Way Acquisition/Relocation or Railroads) as detailed in Exhibit A. Such Option Letters may not modify the other terms and conditions stated in this Agreement, and must decrease the amount budgeted and encumbered for one or more other Work phases so that the total amount of budgeted Agreement Funds remains the same. The State may also issue a unilateral Option Letter to simultaneously increase and decrease the total encumbrance amount of two or more existing Work phases, as long as the total amount of budgeted Agreement Funds remains the same, replacing the original Agreement Funding exhibit (Exhibit C) with an updated Exhibit C-1 (with subsequent exhibits labeled C-2, C-3, etc.). ii. Option to Transfer Funds from One Phase to Another Phase. The State may require or permit Local Agency to transfer Agreement Funds from one Work phase (Design, Construction, Environmental, Utilities, ROW Incidentals or Miscellaneous) to another phase as a result of changes to State, federal, and local match funding. In such case, the original funding exhibit (Exhibit C) will be replaced with an updated Exhibit C-1 (with subsequent exhibits labeled C-2, C-3, etc.) attached to the Option Letter. The Agreement Funds transferred from one Work phase to another are subject to the same terms and conditions stated in the original Agreement with the total budgeted Agreement Funds remaining the same. The State may unilaterally exercise this option by providing a fully executed Option Letter to Local Agency within thirty (30) days before the initial targeted start date of the Work phase, in a form substantially equivalent to Exhibit B. iii. Option to Exercise Options i and ii. The State may require Local Agency to add a Work phase as detailed in Exhibit A, and encumber and transfer Agreement Funds from one Work phase to another. The original funding exhibit (Exhibit C) in the original Agreement will be replaced with an updated Exhibit C-1 (with subsequent exhibits labeled C-2, C-3, etc.) attached to the Option Letter. The addition of a Work phase and encumbrance and transfer of Agreement Funds are subject to the same terms and conditions stated in the original Agreement with the total budgeted Agreement Funds remaining the same. The State may unilaterally exercise this option by providing a fully executed Option Letter to Local Agency within 30 days before the initial targeted start date of the Work phase, in a form substantially equivalent to Exhibit B. iv. Option to Update a Work Phase Performance Period and/or modify information required under the OMB Uniform Guidance, as outlined in Exhibit C. The State may update any information contained in Exhibit C, Sections 2 and 4 of the Table, and sub-sections B and C of the Exhibit C. F. Accounting Local Agency shall establish and maintain accounting systems in accordance with generally accepted accounting standards (a separate set of accounts, or as a separate and integral part of its current accounting scheme). Such accounting systems shall, at a minimum, provide as follows: i. Local Agency Performing the Work If Local Agency is performing the Work, it shall document all allowable costs, including any approved Services contributed by Local Agency or subcontractors, using payrolls, time records, invoices, contracts, vouchers, and other applicable records. ii. Local Agency-Checks or Draws Checks issued or draws made by Local Agency shall be made or drawn against properly signed vouchers detailing the purpose thereof. Local Agency shall keep on file all checks, payrolls, invoices, contracts, vouchers, orders, and other accounting documents in the office of Local Agency, clearly identified, readily accessible, and to the extent feasible, separate and apart from all other Work documents. iii. State-Administrative Services The State may perform any necessary administrative support services required hereunder. Local Agency shall reimburse the State for the costs of any such services from the budgeted Agreement Funds as Page 124 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 13 of 26 provided for in Exhibit C. If FHWA Agreement Funds are or become unavailable, or if Local Agency terminates this Agreement prior to the Work being approved by the State or otherwise completed, then all actual incurred costs of such services and assistance provided by the State shall be reimbursed to the State by Local Agency at its sole expense. iv. Local Agency-Invoices Local Agency’s invoices shall describe in detail the reimbursable costs incurred by Local Agency for which it seeks reimbursement, the dates such costs were incurred and the amounts thereof, and Local Agency shall not submit more than one invoice per month. v. Invoicing Within 60 Days The State shall not be liable to reimburse Local Agency for any costs invoiced more than 60 days after the date on which the costs were incurred, including costs included in Local Agency’s final invoice. The State may withhold final payment to Local Agency at the State’s sole discretion until completion of final audit. Any costs incurred by Local Agency that are not allowable under 2 C.F.R. Part 200 shall be Local Agency’s responsibility, and the State will deduct such disallowed costs from any payments due to Local Agency. The State will not reimburse costs for Work performed after the Performance Period End Date for a respective Work phase. The State will not reimburse costs for Work performed prior to Performance Period End Date, but for which an invoice is received more than 60 days after the Performance Period End Date. vi. Risk Assessment & Monitoring Pursuant to 2 C.F.R. 200.331(b), – CDOT will evaluate Local Agency’s risk of noncompliance with federal statutes, regulations, and terms and conditions of this Agreement. Local Agency shall complete a Risk Assessment Form (Exhibit L) when that may be requested by CDOT. The risk assessment is a quantitative and/or qualitative determination of the potential for Local Agency’s non-compliance with the requirements of the Federal Award. The risk assessment will evaluate some or all of the following factors: • Experience: Factors associated with the experience and history of the Subrecipient with the same or similar Federal Awards or grants. • Monitoring/Audit: Factors associated with the results of the Subrecipient’s previous audits or monitoring visits, including those performed by the Federal Awarding Agency, when the Subrecipient also receives direct federal funding. Include audit results if Subrecipient receives single audit, where the specific award being assessed was selected as a major program. • Operation: Factors associated with the significant aspects of the Subrecipient’s operations, in which failure could impact the Subrecipient’s ability to perform and account for the contracted goods or services. • Financial: Factors associated with the Subrecipient’s financial stability and ability to comply with financial requirements of the Federal Award. • Internal Controls: Factors associated with safeguarding assets and resources, deterring and detecting errors, fraud and theft, ensuring accuracy and completeness of accounting data, producing reliable and timely financial and management information, and ensuring adherence to its policies and plans. • Impact: Factors associated with the potential impact of a Subrecipient’s non-compliance to the overall success of the program objectives. • Program Management: Factors associated with processes to manage critical personnel, approved written procedures, and knowledge of rules and regulations regarding federal-aid projects. Following Local Agency’s completion of the Risk Assessment Tool (Exhibit L), CDOT will determine the level of monitoring it will apply to Local Agency’s performance of the Work. This risk assessment may be re-evaluated after CDOT begins performing monitoring activities. G. Close Out Page 125 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 14 of 26 Local Agency shall close out this Award within 90 days after the Final Phase Performance End Date. Close out requires Local Agency’s submission to the State of all deliverables defined in this Agreement, and Local Agency’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 FHWA has not closed this Federal Award within 1 year and 90 days after the Final Phase Performance End Date due to Local Agency’s failure to submit required documentation, then Local Agency may be prohibited from applying for new Federal Awards through the State until such documentation is submitted and accepted. 8. REPORTING - NOTIFICATION A. Quarterly Reports In addition to any reports required pursuant to §19 or pursuant to any exhibit, for any contract having a term longer than 3 months, Local Agency 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 (5) Business Days following the end of each calendar quarter or at such time as otherwise specified by the State. B. Litigation Reporting If Local Agency 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 Local Agency’s ability to perform its obligations under this Agreement, Local Agency 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 in §16. C. Performance and Final Status Local Agency shall submit all financial, performance and other reports to the State no later than 60 calendar days after the Final Phase Performance End Date or sooner termination of this Agreement, containing an Evaluation of Subrecipient’s performance and the final status of Subrecipient’s obligations hereunder. D. Violations Reporting Local Agency must disclose, in a timely manner, in writing to the State and FHWA, all violations of federal or State criminal law involving fraud, bribery, or gratuity violations potentially affecting the Federal Award. Penalties for noncompliance may include suspension or debarment (2 CFR Part 180 and 31 U.S.C. 3321). 9. LOCAL AGENCY RECORDS A. Maintenance Local Agency 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 or the delivery of Services (including, but not limited to the operation of programs) or Goods hereunder. Local Agency shall maintain such records for a period (the “Record Retention 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. If any litigation, claim, or audit related to this Award starts before expiration 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 agency for audit, oversight or indirect costs, and the State, may notify Local Agency 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 Local Agency shall permit the State to audit, inspect, examine, excerpt, copy, and transcribe Local Agency Records during the Record Retention Period. Local Agency shall make Local Agency Records available during normal business hours at Local Agency’s office or place of business, or at other mutually agreed upon Page 126 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 15 of 26 times or locations, upon no fewer than 2 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 will monitor Local Agency’s performance of its obligations under this Agreement using procedures as determined by the State. The State shall monitor Local Agency’s performance in a manner that does not unduly interfere with Local Agency’s performance of the Work. D. Final Audit Report Local Agency shall promptly submit to the State a copy of any final audit report of an audit performed on Local Agency’s records that relates to or affects this Agreement or the Work, whether the audit is conducted by Local Agency or a third party. 10. CONFIDENTIAL INFORMATION-STATE RECORDS A. Confidentiality Local Agency shall hold and maintain, and cause all Subcontractors to hold and maintain, any and all State Records that the State provides or makes available to Local Agency for the sole and exclusive benefit of the State, unless those State Records are otherwise publicly available at the time of disclosure or are subject to disclosure by Local Agency under CORA. Local Agency shall not, without prior written approval of the State, use for Local Agency’s own benefit, publish, copy, or otherwise disclose to any third party, or permit the use by any third party for its benefit or to the detriment of the State, any State Records, except as otherwise stated in this Agreement. Local Agency shall provide for the security of all State Confidential Information in accordance with all policies promulgated by the Colorado Office of Information Security and all applicable laws, rules, policies, publications, and guidelines. Local Agency shall immediately forward any request or demand for State Records to the State’s principal representative. B. Other Entity Access and Nondisclosure Agreements Local Agency 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. Local Agency shall ensure all such agents, employees, assigns, and Subcontractors sign nondisclosure agreements with provisions at least as protective as those in this Agreement, and that the nondisclosure agreements are in force at all times the agent, employee, assign or Subcontractor has access to any State Confidential Information. Local Agency shall provide copies of those signed nondisclosure agreements to the State upon request. C. Use, Security, and Retention Local Agency shall use, hold and maintain State Confidential Information in compliance with any and all applicable laws and regulations in facilities located within the United States, and shall maintain a secure environment that ensures confidentiality of all State Confidential Information wherever located. Local Agency shall provide the State with access, subject to Local Agency’s reasonable security 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, Local Agency shall return State Records provided to Local Agency or destroy such State Records and certify to the State that it has done so, as directed by the State. If Local Agency is prevented by law or regulation from returning or destroying State Confidential Information, Local Agency warrants it will guarantee the confidentiality of, and cease to use, such State Confidential Information. D. Incident Notice and Remediation If Local Agency becomes aware of any Incident, it 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 Local Agency can establish that none of Local Agency or any of its agents, employees, assigns or Subcontractors are the cause or source of the Incident, Local Agency shall be responsible for the cost of notifying each person who may have been impacted by the Incident. After an Incident, Local Agency shall take steps to reduce the risk of incurring a similar type of Incident in the future as directed by the State, which Page 127 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 16 of 26 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. 11. CONFLICTS OF INTEREST A. Actual Conflicts of Interest Local Agency 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 Local Agency under this Agreement. Such a conflict of interest would arise when a Local Agency 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 management or oversight of this Agreement. Officers, employees and agents of Local Agency may neither solicit nor accept gratuities, favors or anything of monetary value from contractors or parties to subcontracts. B. Apparent Conflicts of Interest Local Agency 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, Local Agency shall refrain from any practices, activities or relationships that reasonably appear to be in conflict with the full performance of Local Agency’s obligations under this Agreement. C. Disclosure to the State If a conflict or the appearance of a conflict arises, or if Local Agency is uncertain whether a conflict or the appearance of a conflict has arisen, Local Agency 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. 12. INSURANCE Local Agency 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 with an AM Best rating of A-VIII or better. A. Local Agency Insurance Local Agency is a "public entity" within the meaning of the Colorado Governmental Immunity Act, §24-10- 101, et seq., C.R.S. (the “GIA”) and shall maintain 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. B. Subcontractor Requirements Local Agency shall ensure that each Subcontractor that is a public entity within the meaning of the GIA, maintains at all times during the terms of this Agreement, such liability insurance, by commercial policy or self-insurance, as is necessary to meet the Subcontractor’s obligations under the GIA. Local Agency shall ensure that each Subcontractor that is not a public entity within the meaning of the GIA, maintains at all times during the terms of this Agreement all of the following insurance policies: i. Workers’ Compensation Workers’ compensation insurance as required by state statute, and employers’ liability insurance covering all Local Agency or Subcontractor employees acting within the course and scope of their employment. ii. General Liability Commercial general liability insurance written on an Insurance Services Office occurrence form, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows: a. $1,000,000 each occurrence; b. $1,000,000 general aggregate; Page 128 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 17 of 26 c. $1,000,000 products and completed operations aggregate; and d. $50,000 any 1 fire. iii. 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. iv. Protected Information Liability insurance covering all loss of State Confidential Information, such as PII, PHI, PCI, Tax Information, and CJI, and claims based on alleged violations of privacy rights through improper use or disclosure of protected information with minimum limits as follows: a. $1,000,000 each occurrence; and b. $2,000,000 general aggregate. v. Professional Liability Insurance Professional liability insurance covering any damages caused by an error, omission or any negligent act with minimum limits as follows: a. $1,000,000 each occurrence; and b. $1,000,000 general aggregate. vi. Crime Insurance Crime insurance including employee dishonesty coverage with minimum limits as follows: a. $1,000,000 each occurrence; and b. $1,000,000 general aggregate. C. 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 Local Agency and Subcontractors. In the event of cancellation of any commercial general liability policy, the carrier shall provide at least 10 days prior written notice to CDOT. D. Primacy of Coverage Coverage required of Local Agency and each Subcontractor shall be primary over any insurance or self- insurance program carried by Local Agency or the State. E. Cancellation All commercial 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 Local Agency and Local Agency shall forward such notice to the State in accordance with §16 within 7 days of Local Agency’s receipt of such notice. F. Subrogation Waiver All commercial insurance policies secured or maintained by Local Agency 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 Local Agency or the State, its agencies, institutions, organizations, officers, agents, employees, and volunteers. G. Certificates For each commercial insurance plan provided by Local Agency under this Agreement, Local Agency shall provide to the State certificates evidencing Local Agency’s insurance coverage required in this Agreement within 7 Business Days following the Effective Date. Local Agency shall provide to the State certificates evidencing Subcontractor insurance coverage required under this Agreement within 7 Business Days following the Effective Date, except that, if Local Agency’s subcontract is not in effect as of the Effective Page 129 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 18 of 26 Date, Local Agency shall provide to the State certificates showing Subcontractor insurance coverage required under this Agreement within 7 Business Days following Local Agency’s execution of the subcontract. No later than 15 days before the expiration date of Local Agency’s or any Subcontractor’s coverage, Local Agency 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, Local Agency shall, within 7 Business Days following the request by the State, supply to the State evidence satisfactory to the State of compliance with the provisions of this §12. 13. BREACH A. Defined 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, shall be a breach. The institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Local Agency, or the appointment of a receiver or similar officer for Local Agency 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. B. Notice and Cure Period In the event of a breach, the aggrieved Party shall give written notice of breach to the other Party. If the notified Party does not cure the breach, at its sole expense, within 30 days after the delivery of written notice, the Party may exercise any of the remedies as described in §14 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 the Agreement in order to protect the public interest of the State. 14. REMEDIES A. State’s Remedies If Local Agency 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 §13.B, shall have all of the remedies listed in this §14.A. 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 In the event of Local Agency’s uncured breach, the State may terminate this entire Agreement or any part of this Agreement. Local Agency shall continue performance of this Agreement to the extent not terminated, if any. a. Obligations and Rights To the extent specified in any termination notice, Local Agency 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, Local Agency 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, Local Agency shall assign to the State all of Local Agency's rights, title, and interest in and to such terminated orders or subcontracts. Upon termination, Local Agency shall take timely, reasonable and necessary action to protect and preserve property in the possession of Local Agency but in which the State has an interest. At the State’s request, Local Agency shall return materials owned by the State in Local Agency’s possession at the time of any termination. Local Agency 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 Local Agency for accepted Work received as of the date of termination. If, after termination by the State, the State agrees that Local Agency was not in breach or that Local Agency'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.C. Page 130 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 19 of 26 c. Damages and Withholding Notwithstanding any other remedial action by the State, Local Agency shall remain liable to the State for any damages sustained by the State in connection with any breach by Local Agency, and the State may withhold payment to Local Agency for the purpose of mitigating the State’s damages until such time as the exact amount of damages due to the State from Local Agency is determined. The State may withhold any amount that may be due Local Agency 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 replacement 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 Local Agency’s performance with respect to all or any portion of the Work pending corrective action as specified by the State without entitling Local Agency to an adjustment in price or cost or an adjustment in the performance schedule. Local Agency 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 Local Agency after the suspension of performance. b. Withhold Payment Withhold payment to Local Agency until Local Agency corrects its Work. c. Deny Payment Deny payment for Work not performed, or that due to Local Agency’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 from the Work of any of Local Agency’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 a patent, copyright, trademark, trade secret, or other intellectual property right, Local Agency shall, as approved by the State (a) secure that right to use such Work for the State or Local Agency; (b) replace the Work with noninfringing Work or modify the Work so that it becomes noninfringing; or, (c) remove any infringing Work and refund the amount paid for such Work to the State. B. Local Agency’s Remedies If the State is in breach of any provision of this Agreement and does not cure such breach, Local Agency, following the notice and cure period in §13.B and the dispute resolution process in §15 shall have all remedies available at law and equity. 15. 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 Local Agency for resolution. B. Resolution of Controversies If the initial resolution described in §15.A fails to resolve the dispute within 10 Business Days, Contractor shall submit any alleged breach of this Contract by the State to the Procurement Official of CDOT as Page 131 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 20 of 26 described in §24-101-301(30), C.R.S. for resolution in accordance with the provisions of §§24-106-109, 24- 109-101.1, 24-109-101.5, 24-109-106, 24-109-107, 24-109-201 through 24-109-206, and 24-109-501 through 24-109-505, C.R.S., (the “Resolution Statutes”), except that if Contractor wishes to challenge any decision rendered by the Procurement Official, Contractor’s challenge shall be an appeal to the executive director of the Department of Personnel and Administration, or their delegate, under the Resolution Statutes before Contractor pursues any further action as permitted by such statutes. Except as otherwise stated in this Section, all requirements of the Resolution Statutes shall apply including, without limitation, time limitations. 16. NOTICES AND REPRESENTATIVES Each individual identified below 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 (i) by hand with receipt required, (ii) by certified or registered mail to such Party’s principal representative at the address set forth below or (iii) as an email with read receipt requested to the principal representative at the email address, if any, set forth below. 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 below. Either Party may change its principal representative or principal representative contact information by notice submitted in accordance with this §16 without a formal amendment to this Agreement. Unless otherwise provided in this Agreement, notices shall be effective upon delivery of the written notice. For the State Colorado Department of Transportation (CDOT) Chris Vokurka, P.E., PTOE Engineering 2829 W. Howard Place Denver, CO 80204 303-512-4058 Christopher.Vokurka@state.co.us For the Local Agency City Of Centennial Anna Bunce, P.E., PTOE 7272 S. Eagle St. Centennial, CO 80112 303-325-8036 ABunce@centennialco.gov 17. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION A. Work Product Local Agency assigns to the State and its successors and assigns, the entire right, title, and interest in and to all causes of action, either in law or in equity, for past, present, or future infringement of intellectual property rights related to the Work Product and all works based on, derived from, or incorporating the Work Product. Whether or not Local Agency is under contract with the State at the time, Local Agency shall execute applications, assignments, and other documents, and shall render all other reasonable assistance requested by the State, to enable the State to secure patents, copyrights, licenses and other intellectual property rights related to the Work Product. The Parties intend the Work Product to be works made for hire. i. Copyrights To the extent that the Work Product (or any portion of the Work Product) would not be considered works made for hire under applicable law, Local Agency hereby assigns to the State, the entire right, title, and interest in and to copyrights in all Work Product and all works based upon, derived from, or incorporating the Work Product; all copyright applications, registrations, extensions, or renewals relating to all Work Product and all works based upon, derived from, or incorporating the Work Product; and all moral rights Page 132 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 21 of 26 or similar rights with respect to the Work Product throughout the world. To the extent that Local Agency cannot make any of the assignments required by this section, Local Agency hereby grants to the State a perpetual, irrevocable, royalty-free license to use, modify, copy, publish, display, perform, transfer, distribute, sell, and create derivative works of the Work Product and all works based upon, derived from, or incorporating the Work Product by all means and methods and in any format now known or invented in the future. The State may assign and license its rights under this license. ii. Patents In addition, Local Agency grants to the State (and to recipients of Work Product distributed by or on behalf of the State) a perpetual, worldwide, no-charge, royalty-free, irrevocable patent license to make, have made, use, distribute, sell, offer for sale, import, transfer, and otherwise utilize, operate, modify and propagate the contents of the Work Product. Such license applies only to those patent claims licensable by Local Agency that are necessarily infringed by the Work Product alone, or by the combination of the Work Product with anything else used by the State. B. Exclusive Property of the State Except to the extent specifically provided elsewhere in this Agreement, any pre-existing State Records, State software, research, reports, studies, photographs, negatives, or other documents, drawings, models, materials, data, and information shall be the exclusive property of the State (collectively, “State Materials”). Local Agency shall not use, willingly allow, cause or permit Work Product or State Materials to be used for any purpose other than the performance of Local Agency’s obligations in this Agreement without the prior written consent of the State. Upon termination of this Agreement for any reason, Local Agency shall provide all Work Product and State Materials to the State in a form and manner as directed by the State. 18. GOVERNMENTAL IMMUNITY Liability for claims for injuries to persons or property arising from the negligence of the Parties, their departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the GIA; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State’s risk management statutes, §§24-30-1501, et seq. C.R.S. 19. STATEWIDE CONTRACT MANAGEMENT SYSTEM If the maximum amount payable to Local Agency under this Agreement is $100,000 or greater, either on the Effective Date or at anytime thereafter, this §19 shall apply. Local Agency agrees to be governed by and comply with the provisions of §24-102-205, §24-102-206, §24-103-601, §24-103.5-101 and §24-105-102 C.R.S. regarding the monitoring of vendor performance and the reporting of contract performance information in the State’s contract management system (“Contract Management System” or “CMS”). Local Agency’s performance shall be subject to evaluation and review in accordance with the terms and conditions of this Agreement, Colorado statutes governing CMS, and State Fiscal Rules and State Controller policies. 20. GENERAL PROVISIONS A. Assignment Local Agency’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 Local Agency’s rights and obligations approved by the State shall be subject to the provisions of this Agreement B. Subcontracts Local Agency shall not enter into any subcontract in connection with its obligations under this Agreement without the prior, written approval of the State. Local Agency shall submit to the State a copy of each such subcontract upon request by the State. All subcontracts entered into by Local Agency 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. C. Binding Effect Except as otherwise provided in §20.A. all provisions of this Agreement, including the benefits and burdens, shall extend to and be binding upon the Parties’ respective successors and assigns. Page 133 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 22 of 26 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. Jurisdiction and Venue 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. 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 contract amendments, shall conform to the policies promulgated 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. Order of Precedence In the event of a conflict or inconsistency between this Agreement and any exhibits or attachment such conflict or inconsistency shall be resolved by reference to the documents in the following order of priority: i. Colorado Special Provisions in the main body of this Agreement. ii. The provisions of the other sections of the main body of this Agreement. iii Exhibit A, Statement of Work. iv. Exhibit D, Local Agency Resolution. v. Exhibit C, Funding Provisions. vi. Exhibit B, Sample Option Letter. vii. Exhibit E, Local Agency Contract Administration Checklist. viii. Other exhibits in descending order of their attachment. 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 the Agreement. M. Survival of Certain Agreement Terms Page 134 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 23 of 26 Any provision of this Agreement that imposes an obligation on a Party after termination or expiration of the Agreement shall survive the termination or expiration of the Agreement and shall be enforceable by the other Party. N. Third Party Beneficiaries Except for the Parties’ respective successors and assigns described in §20.C, 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 the Agreement, and do not create any rights for such third parties. O. 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. P. CORA Disclosure To the extent not prohibited by federal law, this Agreement and the performance measures and standards required under §24-103.5-101 C.R.S., if any, are subject to public release through the CORA. Q. Standard and Manner of Performance Local Agency shall perform its obligations under this Agreement in accordance with the highest standards of care, skill and diligence in Local Agency’s industry, trade, or profession. R. Licenses, Permits, and Other Authorizations. Local Agency 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 subcontract, all license, certifications, permits and other authorizations required to perform their obligations in relation to this Agreement. 21. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) These Special Provisions apply to all contracts except where noted in italics. A. STATUTORY APPROVAL. §24-30-202(1), C.R.S. This Contract shall not be valid until it has been approved by the Colorado State Controller or designee. If this Contract is for a Major Information Technology Project, as defined in §24-37.5-102(2.6), then this Contract 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 Immunity 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 Contract 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 Contractor shall perform its duties hereunder as an independent contractor and not as an employee. Neither Contractor nor any agent or employee of Contractor shall be deemed to be an agent or employee of the State. Page 135 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 24 of 26 Contractor shall not have authorization, express or implied, to bind the State to any agreement, liability or understanding, except as expressly set forth herein. Contractor and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. Contractor shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Contract. Contractor 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. Contractor 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 Contract. 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 Contract shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the City and County of Denver. G. PROHIBITED TERMS. Any term included in this Contract that requires the State to indemnify or hold Contractor harmless; requires the State to agree to binding arbitration; limits Contractor’s liability for damages resulting from death, bodily injury, or damage to tangible property; or that conflicts with this provision in any way shall be void ab initio. Nothing in this Contract shall be construed as a waiver of any provision of §24-106-109 C.R.S. Any term included in this Contract that limits Contractor’s liability that is not void under this section shall apply only in excess of any insurance to be maintained under this Contract, and no insurance policy shall be interpreted as being subject to any limitations of liability of this Contract. H. SOFTWARE PIRACY PROHIBITION. State or other public funds payable under this Contract shall not be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. Contractor hereby certifies and warrants that, during the term of this Contract and any extensions, Contractor has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that Contractor is in violation of this provision, the State may exercise any remedy available at law or in equity or under this Contract, including, without limitation, immediate termination of this Contract 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 Contract. Contractor has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of Contractor’s services and Contractor 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 Contractor in error for any reason, including, but not limited to, overpayments or improper payments, and unexpended or excess funds received by Contractor by deduction from subsequent payments under this Contract, deduction from any payment due Page 136 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 25 of 26 under any other contracts, grants or agreements between the State and Contractor, 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] Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this Contract and will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Contract, through participation in the E-Verify Program or the State verification program established pursuant to §8-17.5-102(5)(c), C.R.S., Contractor shall not knowingly employ or contract with an illegal alien to perform work under this Contract or enter into a contract with a Subcontractor that fails to certify to Contractor that the Subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Contract. Contractor (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 Contract is being performed, (ii) shall notify the Subcontractor and the contracting State agency or institution of higher education within 3 days if Contractor has actual knowledge that a Subcontractor is employing or contracting with an illegal alien for work under this Contract, (iii) shall terminate the subcontract if a Subcontractor does not stop employing or contracting with the illegal alien within 3 days of receiving the notice, and (iv) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Employment. If Contractor participates in the Department program, Contractor shall deliver to the contracting State agency, Institution of Higher Education or political subdivision, a written, notarized affirmation, affirming that Contractor has examined the legal work status of such employee, and shall comply with all of the other requirements of the Department program. If Contractor 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 Contract for breach and, if so terminated, Contractor shall be liable for damages. L. PUBLIC CONTRACTS WITH NATURAL PERSONS. §§24-76.5-101, et seq., C.R.S. Contractor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that Contractor (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 Contract. R e vi s e d 11 - 1 - 18 22. FEDERAL REQUIREMENTS Local Agency and/or their contractors, subcontractors, and consultants shall at all times during the execution of this Agreement strictly adhere to, and comply with, all applicable federal and State laws, and their implementing regulations, as they currently exist and may hereafter be amended. A summary of applicable federal provisions are attached hereto as Exhibit F, Exhibit I, Exhibit J, Exhibit K and Exhibit M are hereby incorporated by this reference. 23. DISADVANTAGED BUSINESS ENTERPRISE (DBE) Local Agency will comply with all requirements of Exhibit G and Local Agency Contract Administration Checklist regarding DBE requirements for the Work, except that if Local Agency desires to use its own DBE program to implement and administer the DBE provisions of 49 C.F.R. Part 26 under this Agreement, it must submit a copy of its program’s requirements to the State for review and approval before the execution of this Agreement. If Local Agency uses any State- approved DBE program for this Agreement, Local Agency shall be solely responsible to defend that DBE program and its use of that program against all legal and other challenges or complaints, at its sole cost and expense. Such responsibility includes, without limitation, determinations concerning DBE eligibility requirements and certification, adequate legal and factual bases for DBE goals and good faith efforts. State approval (if provided) of Local Agency’s DBE program does not waive or modify the sole responsibility of Local Agency for use of its program. Page 137 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 PO # / OLA #: 331002623 Routing #: 22-HA1-XC-00229 Document Builder Generated Rev. 04/22/2020 Page 26 of 26 24. DISPUTES Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising under this Agreement which is not disposed of by agreement shall be decided by the Chief Engineer of the Department of Transportation. The decision of the Chief Engineer will be final and conclusive unless, within 30 calendar days after the date of receipt of a copy of such written decision, Local Agency mails or otherwise furnishes to the State a written appeal addressed to the Executive Director of CDOT. In connection with any appeal proceeding under this clause, Local Agency shall be afforded an opportunity to be heard and to offer evidence in support of its appeal. Pending final decision of a dispute hereunder, Local Agency shall proceed diligently with the performance of this Agreement in accordance with the Chief Engineer’s decision. The decision of the Executive Director or his duly authorized representative for the determination of such appeals shall be final and conclusive and serve as final agency action. This dispute clause does not preclude consideration of questions of law in connection with decisions provided for herein. Nothing in this Agreement, however, shall be construed as making final the decision of any administrative official, representative, or board on a question of law. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK Page 138 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 EXHIBIT A STATEMENT OF WORK System-to-System (S2S) Communication AQC M193-021 24737 This project will connect the participating agencies Centracs systems to permit information sharing and increase situational awareness beyond agency boundaries. Increase ability to monitor and control Centracs systems in real-time, through resource sharing with other agencies, and increase timeframe that systems have operation-staff oversight to change signal timing operations in the event of an incident that causes congestion on local roads in participating agency jurisdictions, including across jurisdictions. This project will follow the Systems Engineering Analysis Process. The design element will include a regional map. The new system and map will be evaluated in a formal report, which will detail the system configuration, functionalities, and use cases. The City of Centennial will complete the project elements under its approved LACA process. All improvements, including software, communications devices, communication media, cabinets, etc. installed within a participating agency will become the property and maintenance responsibility of the respective participating agency. FHWA requires benefits be reported for projects that receive CMAQ funds. The Local Agency shall coordinate with the State’s Metropolitan Planning Organizations (MPO), or Transportation Planning Region (TPR), to submit the federally required CMAQ reporting information to CDOT. THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK. Exhibit A – Page 1 of 1 Page 139 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 EXHIBIT B SAMPLE IGA OPTION LETTER Date State Fiscal Year Option Letter No. Project Code Original Agreement # Vendor Name: Option to unilaterally add phasing to include Design, Construction, Environmental, Utilities, ROW incidentals or Miscellaneous and to update encumbrance amount(s). Option to unilaterally transfer funds from one phase to another phase. Option to unilaterally add phasing to include Design, Construction, Environmental, Utilities, ROW incidentals or Miscellaneous, to update encumbrance amount(s), and to unilaterally transfer funds from one phase to another phase. Option to unilaterally extend the performance of this Agreement and/or update a Work Phase Performance Period. Option A In accordance with the terms of the original Agreement between the State of Colorado, Department of Transportation and the Local Agency), the State hereby exercises the option to authorize the Local Agency to add a phase and to encumber funds for the phase based on changes in funding availability and authorization. The total encumbrance is (or increased) by $0.00. A new Exhibit C-1 is made part of the original Agreement and replaces Exhibit C. Option B In accordance with the terms of the original Agreement between the State of Colorado, Department of Transportation and the Local Agency, the State hereby exercises the option to transfer funds based on variance in actual phase costs and original phase estimates. A new Exhibit C-1 is made part of the original Agreement and replaces Exhibit C. Option C In accordance with the terms of the original Agreement between the State of Colorado, Department of Transportation and the Local Agency, the State hereby exercises the option to 1) release the Local Agency to begin a phase; 2) to encumber funds for the phase based upon changes in funding availability and authorization; and 3) to transfer funds from phases based on variance in actual phase costs and original phase estimates. A new Exhibit C-1 is made part of the original Agreement and replaces Exhibit C. Exhibit B - Page 1 of 2 Page 140 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 CRS §24-30-202 requires the State Controller to approve all State Agreements. This Agreement is not valid until signed and dated below by the State Controller or delegate. Contractor is not authorized to begin performance until such time. If the Local Agency begins performing prior thereto, the State of Colorado is not obligated to pay the Local Agency for such performance or for any goods and/or services provided hereunder. Option D In accordance with the terms of the original Agreement between the State of Colorado, Department of Transportation and the Local Agency, the State hereby exercises the option extend the performance of this Agreement and/or update a Work Phase Performance Period. The total encumbrance as a result of this option and all previous options and/or amendments is now $0.00, as referenced in Exhibit C-1. The total budgeted funds to satisfy services/goods ordered under the Agreement remains the same: as referenced in Exhibit C-1. The effective date of this option letter is upon approval of the State Controller or delegate. STATE OF COLORADO Jared S. Polis Department of Transportation By: Stephen Harelson, P.E., Chief Engineer (For) Shoshana M. Lew, Executive Director Date: ALL AGREEMENTS MUST BE APPROVED BY THE STATE CONTROLLER STATE OF COLORADO STATE CONTROLLER Robert Jaros, CPA, MBA, JD By: Colorado Department of Transportation Date: Exhibit B - Page 2 of 2 Page 141 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit C – Page 1 of 2 EXHIBIT C FUNDING PROVISIONS EXHIBIT C – FUNDING PROVISIONS AQC M193-021 (24737) A. Cost of Work Estimate The Local Agency has estimated the total cost the Work to be $1,000,000.00, which is to be funded as follows: 1. BUDGETED FUNDS a. Federal Funds (80.00% of Participating Costs) b. Local Agency Matching Funds (20.00% of Participating Costs) $800,000.00 $200,000.00 TOTAL BUDGETED FUNDS $1,000,000.00 2. OMB UNIFORM GUIDANCE a. Federal Award Identification Number (FAIN): b. Federal Award Date (also Phase Performance StartDate): c. Amount of Federal Funds Obligated: d. Total Amount of Federal Award: e. Name of Federal Awarding Agency: f. CFDA # Highway Planning andConstruction g. Is the Award for R&D? h. Indirect Cost Rate (if applicable) TBD See Below $0.00 $800,000.00 FHWA CFDA 20.205 No N/A 3. ESTIMATED PAYMENT TO LOCAL AGENCY a. Federal Funds Budgeted b. Less Estimated Federal Share of CDOT-Incurred Costs $800,000.00 $0.00 TOTAL ESTIMATED PAYMENT TO LOCAL AGENCY $800,000.00 4. FOR CDOT ENCUMBRANCEPURPOSES a. Total Encumbrance Amount b. Less ROW Acquisition 3111 and/or ROW Relocation 3109 $1,000,000.00 $0.00 Net to be encumbered as follows: $1,000,000.00 Note: No funds are currently available. Design and Construction funds will become available after execution of an Option letter (Exhibit B) or formal Amendment. WBS Element 24737.20.10 Performance Period Start*/End Date TBD / TBD Const. 3301 $0.00 *The Local Agency should not begin work until all three of the following are in place: 1) Phase Performance Period Start Date; 2) the execution of the document encumbering funds for the respective phase; and 3) Local Agency receipt of the official Notice to Proceed. Any work performed before these three milestones are achieved will not be reimbursable. Page 142 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit C - Page 2 of 2 B. Matching Funds The matching ratio for the federal participating funds for this Work is 80.00% federal-aid funds to 20.00% Local Agency funds, it being understood that such ratio applies only to the $1,000,000.00 that is eligible for federal participation, it being further understood that all non-participating costs are borne by the Local Agency at 100%. If the total participating cost of performance of the Work exceeds $1,000,000.00, and additional federal funds are made available for the Work, the Local Agency shall pay 20.00% of all such costs eligible for federal participation and 100% of all non-participating costs; if additional federal funds are not made available, the Local Agency shall pay all such excess costs. If the total participating cost of performance of the Work is less than $1,000,000.00, then the amounts of Local Agency and federal-aid funds will be decreased in accordance with the funding ratio described herein. The performance of the Work shall be at no cost to the State. C. Maximum Amount Payable The maximum amount payable to the Local Agency under this Agreement shall be $800,000.00 (for CDOT accounting purposes, the federal funds of $800,000.00 and the Local Agency matching funds of $200,000.00 will be encumbered for a total encumbrance of $1,000,000.00), unless such amount is increased by an appropriate written modification to this Agreement executed before any increased cost is incurred. It is understood and agreed by the parties hereto that the total cost of the Work stated hereinbefore is the best estimate available, based on the design data as approved at the time of execution of this Agreement, and that such cost is subject to revisions (in accord with the procedure in the previous sentence) agreeable to the parties prior to bid andaward. The maximum amount payable shall be reduced without amendment when the actual amount of the Local Agency’s awarded contract is less than the budgeted total of the federal participating funds and the Local Agency matching funds. The maximum amount payable shall be reduced through the execution of an Option Letter as described in Section 7. E. of this contract. D. Single Audit Act Amendment All state and local government and non-profit organizations receiving $750,000 or more from all funding sources defined as federal financial assistance for Single Audit Act Amendment purposes shall comply with the audit requirements of 2 CFR part 200, subpart F (Audit Requirements) see also, 49 C.F.R. 18.20 through 18.26. The Single Audit Act Amendment requirements applicable to the Local Agency receiving federal funds are as follows: i. Expenditure less than $750,000 If the Local Agency expends less than $750,000 in Federal funds (all federal sources, not just Highway funds) in its fiscal year then this requirement does not apply. ii. Expenditure of $750,000 or more-Highway Funds Only If the Local Agency expends $750,000 or more, in Federal funds, but only received federal Highway funds (Catalog of Federal Domestic Assistance, CFDA 20.205) then a program specific audit shall be performed. This audit will examine the “financial” procedures and processes for this program area. iii. Expenditure of $750,000 or more-Multiple Funding Sources If the Local Agency expends $750,000 or more in Federal funds, and the Federal funds are from multiple sources (FTA, HUD, NPS, etc.) then the Single Audit Act applies, which is an audit on the entire organization/entity. iv. Independent CPA Single Audit shall only be conducted by an independent CPA, not by an auditor on staff. An audit is an allowable direct or indirect cost. Page 143 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit D - Page 1 of 3 EXHIBIT D -- LOCAL AGENCY RESOLUTION Page 144 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit D - Page 2 of 3 City of Centennial Resolution No. 2021-R-53 Page 2 Project as long as the aggregate compensation payable by the City for all contracts so executed are within the amounts budgeted and appropriated for the S2S Communication Project. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Centennial, Colorado that: Section 1. The City Council hereby (a) adopts the above recitations as findings of the City Council; (b) authorizes the City Manager and the City Attorney, in consultation with the Mayor, to make such changes as may be needed to the IGA for the S2S Communication Project in order to correct any nonmaterial errors or language that will not increase the financial obligations of the City; and (c) authorizes the City Manager to execute the IGA with COOT following review by the City Attorney's Office; and (d) authorizes the City Manager to execute any and all other necessary letters, orders, or documents as may be required to facilitate the completion of the S2S Communication Project identified in this Resolution. Section 2. The City Council authorizes the City Manager to execute on behalf of the City of Centennial such construction contracts, letters, orders and other documents necessary or desirable to complete the S2S Communication Project within the budget therefor as set forth and identified in the City's budget, as the same may be amended from time to time (the "Project Budget"). If costs and expenses associated with completing the S2S Communication Project exceed the Project Budget, such that a supplemental appropriation is required to be approved by City Council following a public hearing thereon, the signature authority set forth in this Resolution shall be temporarily suspended until such time as the City Council has considered and approved the supplemental appropriation(s) approving the funding necessary to complete the S2S Communication Project. Section 3. During the pendency of the S2S Communication Project, the City Manager shall provide periodic updates to City Council regarding the status thereof, if and as requested by City Council. Section 4. The City Council shall indemnify, hold harmless, and defend the City Manager in the exercise of the powers granted by this Resolution provided that such exercise is made in a reasonable and good faith reliance on the authority granted by this Resolution and such exercise is within the scope of the City Manager's duties and authorities as the chief administrative official of the City of Centennial. Section 5. adoption. Effective Date. This Resolution shall be effective immediately upon Page 145 of 376 Page 146 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Previous editions are obsolete and may not be used. Exhibit E- Page 1 of 4 CDOT Form 1243 7/15 Page 1 of 4 EXHIBIT E - LOCAL AGENCY AGREEMENT ADMINISTRATION CHECKLIST COLORADO DEPARTMENT OF TRANSPORTATION LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST Project No. AQC M193-021 STIP No. Project Code 24737 Region R1 Project Location City of Centennial Date 09/26/21 Project Description Develop a multiagency operations concept for jurisdictions with Centracs signal control systems. Design and implement infrastructure and systems improvements to close identified gaps to achieve concept, which is largely envisioned as SPM and incident management. Local Agency City of Centennial Local Agency Project Manager Thomas Udell CDOT Resident Engineer Ben Kiene CDOT Project Manager Chris Vokurka INSTRUCTIONS: This checklist shall be utilized to establish the contract administration responsibilities of the individual parties to this agreement. The checklist becomes an attachment to the Local Agency agreement. Section numbers correspond to the applicable chapters of the CDOT Local Agency Manual. The checklist shall be prepared by placing an "X" under the responsible party, opposite each of the tasks. The “X” denotes the party responsible for initiating and executing the task. Only one responsible party should be selected. When neither CDOT nor the Local Agency is responsible for a task, not applicable (NA) shall be noted. In addition, a “#” will denote that CDOT must concur or approve. Tasks that will be performed by Headquarters staff will be indicated. The Regions, in accordance with established policies and procedures, will determine who will perform all other tasks that are the responsibility of CDOT. The checklist shall be prepared by the CDOT Resident Engineer or the CDOT Project Manager, in cooperation with the Local Agency Project Manager, and submitted to the Region Program Engineer. If contract administration responsibilities change, the CDOT Resident Engineer, in cooperation with the Local Agency Project Manager, will prepare and distribute a revised checklist. Note: Failure to comply with applicable Federal and State requirements may result in the loss of Federal or State participation in funding. NO. DESCRIPTION OF TASK RESPONSIBLE PARTY LA CDOT TIP / STIP AND LONG-RANGE PLANS 2.1 Review Project to ensure it is consist with STIP and amendments thereto X FEDERAL FUNDING OBLIGATION AND AUTHORIZATION 4.1 Authorize funding by phases (CDOT Form 418 - Federal-aid Program Data. Requires FHWA concurrence/involvement) X PROJECT DEVELOPMENT 5.1 Prepare Design Data - CDOT Form 463 X 5.2 Prepare Local Agency/CDOT Inter-Governmental Agreement (see also Chapter 3) X 5.3 Conduct Consultant Selection/Execute Consultant Agreement • Project Development • Construction Contract Administration (including Fabrication Inspection Services) X X 5.4 Conduct Design Scoping Review Meeting X 5.5 Conduct Public Involvement X 5.6 Conduct Field Inspection Review (FIR) X 5.7 Conduct Environmental Processes (may require FHWA concurrence/involvement) X Page 147 of 376 Page 148 of 376 Page 149 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit E- Page 4 of 4 NO. DESCRIPTION OF TASK RESPONSIBLE PARTY LA CDOT • Hot mix asphalt N/A 9.9 Check Final Materials Documentation N/A 9.10 Complete and Distribute Final Materials Documentation N/A CONSTRUCTION CIVIL RIGHTS AND LABOR COMPLIANCE 10.1 Fulfill Project Bulletin Board and Pre-Construction Packet Requirements X 10.2 Process CDOT Form 205 - Sublet Permit Application Review and sign completed CDOT Form 205 for each subcontractor, and submit to EEO/Civil Rights Specialist X 10.3 Conduct Equal Employment Opportunity and Labor Compliance Verification Employee Interviews. Complete CDOT Form 280 X 10.4 Monitor Disadvantaged Business Enterprise Participation to Ensure Compliance with the “Commercially Useful Function” Requirements X 10.5 Conduct Interviews When Project Utilizes On-the-Job Trainees. Complete CDOT Form 200 - OJT Training Questionnaire X 10.6 Check Certified Payrolls (Contact the Region EEO/Civil Rights Specialists for training requirements.) X 10.7 Submit FHWA Form 1391 - Highway Construction Contractor’s Annual EEO Report X FINALS 11.1 Conduct Final Project Inspection. Complete and submit CDOT Form 1212 - Final Acceptance Report (Resident Engineer with mandatory Local Agency participation.) X X 11.2 Write Final Project Acceptance Letter X 11.3 Advertise for Final Settlement X 11.4 Prepare and Distribute Final As-Constructed Plans X 11.5 Prepare EEO Certification X 11.6 Check Final Quantities, Plans, and Pay Estimate; Check Project Documentation; and submit Final Certifications X 11.7 Check Material Documentation and Accept Final Material Certification (See Chapter 9) X 11.8 Obtain CDOT Form 1419 from the Contractor and Submit to the Resident Engineer X 11.9 (FHWA Form 47 discontinued) X 11.10 Complete and Submit CDOT Form 1212 – Final Acceptance Report (by CDOT) X 11.11 Process Final Payment X 11.12 Complete and Submit CDOT Form 950 - Project Closure X 11.13 Retain Project Records for Six Years from Date of Project Closure X 11.14 Retain Final Version of Local Agency Contract Administration Checklist X cc: CDOT Resident Engineer/Project Manager CDOT Region Program Engineer CDOT Region EEO/Civil Rights Specialist CDOT Region Materials Engineer CDOT Contracts and Market Analysis Branch Local Agency Project Manager Previous editions are obsolete and may not be used. CDOT Form 1243 7/15 Page 4 of 4 Page 150 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit F - Page 1 of 1 EXHIBIT F CERTIFICATION FOR FEDERAL-AID CONTRACTS The Local Agency certifies, by signing this Agreement, to the best of its knowledge and belief, that: No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, Agreement, loan, or cooperative agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer of Congress, or an employee of a Member of Congress in connection with this Federal contract, Agreement, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub- recipients shall certify and disclose accordingly. Page 151 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit G - Page 1 of 1 EXHIBIT G DISADVANTAGED BUSINESS ENTERPRISE SECTION 1. Policy. It is the policy of the Colorado Department of Transportation (CDOT) that disadvantaged business enterprises shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds under this agreement, pursuant to 49 CFR Part 26. Consequently, the 49 CFR Part IE DBE requirements the Colorado Department of Transportation DBE Program (or a Local Agency DBE Program approved in advance by the State) apply to this agreement. SECTION 2. DBE Obligation. The recipient or its the Local Agency agrees to ensure that disadvantaged business enterprises as determined by the Office of Certification at the Colorado Department of Regulatory Agencies have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds provided under this agreement. In this regard, all participants or contractors shall take all necessary and reasonable steps in accordance with the CDOT DBE program (or a Local Agency DBE Program approved in advance by the State) to ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts. Recipients and their contractors shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of CDOT assisted contracts. SECTION 3 DBE Program. The Local Agency (sub-recipient) shall be responsible for obtaining the Disadvantaged Business Enterprise Program of the Colorado Department of Transportation, 1988, as amended, and shall comply with the applicable provisions of the program. (If applicable). A copy of the DBE Program is available from and will be mailed to the Local Agency upon request: Business Programs Office Colorado Department of Transportation 2829 West Howard Place Denver, Colorado 80204 Phone: (303) 757-9007 REVISED 1/22/98 REQUIRED BY 49 CFR PART 26 Page 152 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit H - Page 1 of 2 EXHIBIT H LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES Title 23 Code of Federal Regulations (CFR) 172 applies to a federally funded Local Agency project agreement administered by CDOT that involves professional consultant services. 23 CFR 172.1 states “The policies and procedures involve federally funded contracts for engineering and design related services for projects subject to the provisions of 23 U.S.C. 112(a) and are issued to ensure that a qualified consultant is obtained through an equitable selection process, that prescribed work is properly accomplished in a timely manner, and at fair and reasonable cost” and according to 23 CFR 172.5 “Price shall not be used as a factor in the analysis and selection phase.” Therefore, local agencies must comply with these CFR requirements when obtaining professional consultant services under a federally funded consultant contract administered by CDOT. CDOT has formulated its procedures in Procedural Directive (P.D.) 400.1 and the related operations guidebook titled "Obtaining Professional Consultant Services". This directive and guidebook incorporate requirements from both Federal and State regulations, i.e., 23 CFR 172 and CRS §24-30-1401 et seq. Copies of the directive and the guidebook may be obtained upon request from CDOT's Agreements and Consultant Management Unit. [Local agencies should have their own written procedures on file for each method of procurement that addresses the items in 23 CFR 172]. Because the procedures and laws described in the Procedural Directive and the guidebook are quite lengthy, the subsequent steps serve as a short-hand guide to CDOT procedures that a Local Agency must follow in obtaining professional consultant services. This guidance follows the format of 23 CFR 172. The steps are: 1. The contracting Local Agency shall document the need for obtaining professional services. 2. Prior to solicitation for consultant services, the contracting Local Agency shall develop a detailed scope of work and a list of evaluation factors and their relative importance. The evaluation factors are those identified in C.R.S. 24-30-1403. Also, a detailed cost estimate should be prepared for use during negotiations. 3. The contracting agency must advertise for contracts in conformity with the requirements of C.R.S. 24-30- 1405. The public notice period, when such notice is required, is a minimum of 15 days prior to the selection of the three most qualified firms and the advertising should be done in one or more daily newspapers of general circulation. 4. The Local Agency shall not advertise any federal aid contract without prior review by the CDOT Regional Civil Rights Office (RCRO) to determine whether the contract shall be subject to a DBE contract goal. If the RCRO determines a goal is necessary, then the Local Agency shall include the goal and the applicable provisions within the advertisement. The Local Agency shall not award a contract to any Contractor or Consultant without the confirmation by the CDOT Civil Rights and Business Resource Center that the Contractor or Consultant has demonstrated good faith efforts. The Local Agency shall work with the CDOT RCRO to ensure compliance with the established terms during the performance of the contract. 5. The Local Agency shall require that all contractors pay subcontractors for satisfactory performance of work no later than 30 days after the receipt of payment for that work from the contractor. For construction projects, this time period shall be reduced to seven days in accordance with Colorado Revised Statute 24-91-103(2). If the Local Agency withholds retainage from contractors and/or allows contractors to withhold retainage from subcontractors, such retainage provisions must comply with 49 CFR 26.29. 6. Payments to all Subconsultants shall be made within thirty days of receipt of payment from [the Local Agency] or no later than ninety days from the date of the submission of a complete invoice from the Subconsultant, whichever occurs first. If the Consultant has good cause to dispute an amount invoiced by a Subconsultant, the Consultant shall notify [the Local Agency] no later than the required date for payment. Such notification shall include the amount disputed and justification for the withholding. The Consultant shall maintain records of payment that show amounts paid to all Subconsultants. Good cause does not include the Consultant’s failure to submit an invoice to the Local Agency or to deposit payments made. 7. The analysis and selection of the consultants shall be done in accordance with CRS §24-30-1403. This section of the regulation identifies the criteria to be used in the evaluation of CDOT pre-qualified prime consultants and their team. It also shows which criteria are used to short-list and to make a final selection. The short-list is based on the following evaluation factors: a. Qualifications, Page 153 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit H - Page 2 of 2 b. Approach to the Work, c. Ability to furnish professionalservices. d. Anticipated design concepts, and e. Alternative methods of approach for furnishing the professional services. Evaluation factors for final selection are the consultant's: a. Abilities of their personnel, b. Past performance, c. Willingness to meet the time and budgetrequirement, d. Location, e. Current and projected work load, f. Volume of previously awarded contracts, and g. Involvement of minority consultants. 8. Once a consultant is selected, the Local Agency enters into negotiations with the consultant to obtain a fair and reasonable price for the anticipated work. Pre-negotiation audits are prepared for contracts expected to be greater than $50,000. Federal reimbursements for costs are limited to those costs allowable under the cost principles of 48 CFR 31. Fixed fees (profit) are determined with consideration given to size, complexity, duration, and degree of risk involved in the work. Profit is in the range of six to 15 percent of the total direct and indirect costs. 9. A qualified Local Agency employee shall be responsible and in charge of the Work to ensure that the work being pursued is complete, accurate, and consistent with the terms, conditions, and specifications of the contract. At the end of Work, the Local Agency prepares a performance evaluation (a CDOT form is available) on the consultant. CRS §§24-30-1401 THROUGH 24-30-1408, 23 CFR PART 172, AND P.D. 400.1, PROVIDE ADDITIONAL DETAILS FOR COMPLYING WITH THE PRECEEDING EIGHT (8) STEPS. Page 154 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 1 of 11 FHWA-1273 -- Revised May 1, 2012 EXHIBIT I FEDERAL-AID CONTRACT PROVISIONS FOR CONSTRUCTION CONTRACTS I. General II. Nondiscrimination III. Nonsegregated Facilities IV. Davis-Bacon and Related Act Provisions V. Contract Work Hours and Safety Standards Act Provisions VI. Subletting or Assigning the Contract VII. Safety: AccidentPrevention VIII. False Statements Concerning HighwayProjects IX. Implementation of Clean Air Act and Federal Water Pollution Control Act X. Compliance with Government wide Suspension and DebarmentRequirements XI. Certification Regarding Use of Contract Funds for Lobbying ATTACHMENTS A. Employment and Materials Preference for Appalachian Development Highway System or Appalachian Local Access Road Contracts (included in Appalachian contracts only) I. GENERAL 1. Form FHWA-1273 must be physically incorporated in each construction contract funded under Title 23 (excluding emergency contracts solely intended for debris removal). The contractor (or subcontractor) must insert this form in each subcontract and further require its inclusion in all lower tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services). The applicable requirements of Form FHWA-1273 are incorporated by reference for work done under any purchase order, rental agreement or agreement for other services. The prime contractor shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. Form FHWA-1273 must be included in all Federal-aid design- build contracts, in all subcontracts and in lower tier subcontracts (excluding subcontracts for design services, purchase orders, rental agreements and other agreements for supplies or services). The design-builder shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. Contracting agencies may reference Form FHWA-1273 in bid proposal or request for proposal documents, however, the Form FHWA-1273 must be physically incorporated (not referenced) in all contracts, subcontracts and lower-tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services related to a constructioncontract). 2. Subject to the applicability criteria noted in the following sections, these contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractor's immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 3. A breach of any of the stipulations contained in these Required Contract Provisions may be sufficient grounds for withholding of progress payments, withholding of final payment, termination of the contract, suspension/debarment or any other action determined to be appropriate by the contracting agency and FHWA. 4. Selection of Labor: During the performance of this contract, the contractor shall not use convict labor for any purpose within the limits of a construction project on a Federal-aid highway unless it is labor performed by convicts who are on parole, supervised release, or probation. The term Federal-aid highway does not include roadways functionally classified as local roads or rural minor collectors. II. NONDISCRIMINATION The provisions of this section related to 23 CFR Part 230 are applicable to all Federal-aid construction contracts and to all related construction subcontracts of $10,000 or more. The provisions of 23 CFR Part 230 are not applicable to material supply, engineering, or architectural service contracts. In addition, the contractor and all subcontractors must comply with the following policies: Executive Order 11246, 41 CFR 60, 29 CFR 1625-1627, Title 23 USC Section 140, the Rehabilitation Act of 1973, as amended (29 USC 794), Title VI of the Civil Rights Act of 1964, as amended, and related regulations including 49 CFR Parts 21, 26 and 27; and 23 CFR Parts 200, 230, and 633. The contractor and all subcontractors must comply with: the requirements of the Equal Opportunity Clause in 41 CFR 60- 1.4(b) and, for all construction contracts exceeding $10,000, the Standard Federal Equal Employment Opportunity Construction Contract Specifications in 41 CFR 60-4.3. Note: The U.S. Department of Labor has exclusive authority to determine compliance with Executive Order 11246 and the policies of the Secretary of Labor including 41 CFR 60, and 29 CFR 1625-1627. The contracting agency and the FHWA have the authority and the responsibility to ensure compliance with Title 23 USC Section 140, the Rehabilitation Act of 1973, as amended (29 USC 794), and Title VI of the Civil Rights Act of 1964, as amended, and related regulations including 49 CFR Parts 21, 26 and 27; and 23 CFR Parts 200, 230, and 633. The following provision is adopted from 23 CFR 230, Appendix A, with appropriate revisions to conform to the U.S. Department of Labor (US DOL) and FHWA requirements. 1. Equal Employment Opportunity: Equal employment opportunity (EEO) requirements not to discriminate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules, regulations (28 CFR 35, 29 CFR 1630, 29 CFR 1625-1627, 41 CFR 60 and 49 CFR 27) and orders of the Secretary of Labor as modified by the provisions prescribed herein, and imposed pursuant to 23 U.S.C. 140 shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this contract. The provisions of the Americans with Disabilities Act of 1990 (42 U.S.C. 12101 et seq.) set forth under 28 CFR 35 and 29 CFR 1630 are incorporated by reference in this contract. In the execution of this contract, the contractor agrees to comply with the following minimum specific requirement activities of EEO: Page 155 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 2 of 11 a. The contractor will work with the contracting agency and the Federal Government to ensure that it has made every good faith effort to provide equal opportunity with respect to all of its terms and conditions of employment and in their review of activities under thecontract. b. The contractor will accept as its operating policy the following statement: "It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, pre-apprenticeship, and/or on-the- jobtraining." 2. EEO Officer: The contractor will designate and make known to the contracting officers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active EEO program and who must be assigned adequate authority and responsibility to do so. 3. Dissemination of Policy: All members of the contractor's staff who are authorized to hire, supervise, promote, and discharge employees, or who recommend such action, or who are substantially involved in such action, will be made fully cognizant of, and will implement, the contractor's EEO policy and contractual responsibilities to provide EEO in each grade and classification of employment. To ensure that the above agreement will be met, the following actions will be taken asa minimum: a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policyand its implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer. b. All new supervisory or personnel office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty withthe contractor. c. All personnel who are engaged in direct recruitment for the project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minorities andwomen. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees, applicants for employment and potential employees. e. The contractor's EEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means. 4. Recruitment: When advertising for employees, the contractor will include in all advertisements for employees the notation: "An Equal Opportunity Employer." All such advertisements will be placed in publications having a large circulation among minorities and women in the area from which the project work force would normally be derived. a. The contractor will, unless precluded by a valid bargaining agreement, conduct systematic and direct recruitment through public and private employee referral sources likely to yield qualified minorities and women. To meet this requirement, the contractor will identify sources of potential minority group employees, and establish with such identified sources procedures whereby minority and women applicants may be referred to the contractor for employment consideration. b. In the event the contractor has a valid bargaining agreement providing for exclusive hiring hall referrals, the contractor is expected to observe the provisions of that agreement to the extent that the system meets the contractor's compliance with EEO contract provisions. Where implementation of such an agreement has the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Federal nondiscriminationprovisions. c. The contractor will encourage its present employees to refer minorities and women as applicants for employment. Information and procedures with regard to referring such applicants will be discussed withemployees. 5. Personnel Actions: Wages, working conditions, and employee benefits shall be established and administered, and personnel actions of every type, including hiring, upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color, religion, sex, national origin, age or disability. The following procedures shall be followed: a. The contractor will conduct periodic inspections of project sites to insure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wagepractices. c. The contractor will periodically review selected personnel actions in depth to determine whether there is evidence of discrimination. Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons. d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with its obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall include such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of their avenues of appeal. 6. Training andPromotion: The contractor will assist in locating, qualifying, and increasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved. a. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs, i.e., apprenticeship, and on-the-job training programs for the geographical area of contract performance. In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a). b. The contractor will advise employees and applicants for employment of available training programs and entrance requirements foreach. c. The contractor will periodically review the training and promotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion. Page 156 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 3 of 11 7. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use good faith efforts to obtain the cooperation of such unions to increase opportunities for minorities and women. Actions by the contractor, either directly or through a contractor's association acting as agent, will include the procedures set forth below: a. The contractor will use good faith efforts to develop, in cooperation with the unions, joint training programs aimed toward qualifying more minorities and women for membership in the unions and increasing the skills of minorities and women so that they may qualify for higherpaying employment. b. The contractor will use good faith efforts to incorporate an EEO clause into each union agreement to the end that such union will be contractually bound to refer applicants without regard to their race, color, religion, sex, national origin, age or disability. c. The contractor is to obtain information as to the referral practices and policies of the labor union except that to the extent such information is within the exclusive possession of the labor union and such labor union refuses to furnish such information to the contractor, the contractor shall so certify to the contracting agency and shall set forth what efforts have been made to obtain such information. d. In the event the union is unable to provide the contractor with a reasonable flow of referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to race, color, religion, sex, national origin, age or disability; making full efforts to obtain qualified and/or qualifiable minorities and women. The failure of a union to provide sufficient referrals (even though it is obligated to provide exclusive referrals under the terms of a collective bargaining agreement) does not relieve the contractor from the requirements of this paragraph. In the event the union referral practice prevents the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, such contractor shall immediately notify the contractingagency. 8. Reasonable Accommodation for Applicants / Employees with Disabilities: The contractor must be familiar with the requirements for and comply with the Americans with Disabilities Act and all rules and regulations established there under. Employers must provide reasonable accommodation in all employment activities unless to do so would cause an undue hardship. 9. Selection of Subcontractors, Procurement of Materials and Leasing of Equipment: The contractor shall not discriminate on the grounds of race, color, religion, sex, national origin, age or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of thiscontract. a. The contractor shall notify all potential subcontractors and suppliers and lessors of their EEO obligations under this contract. b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations. 10. Assurance Required by 49 CFR 26.13(b): a. The requirements of 49 CFR Part 26 and the State DOT’s U.S. DOT-approved DBE program are incorporated by reference. b. The contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the contracting agency deems appropriate. 11. Records and Reports: The contractor shall keep such records as necessary to document compliance with the EEO requirements. Such records shall be retained for a period of three years following the date of the final payment to the contractor for all contract work and shall be available at reasonable times and places for inspection by authorized representatives of the contracting agency and theFHWA. a. The records kept by the contractor shall document the following: (1) The number and work hours of minority and non- minority group members and women employed in each work classification on the project; (2) The progress and efforts being made in cooperation with unions, when applicable, to increase employment opportunities for minorities and women; and (3) The progress and efforts being made in locating, hiring, training, qualifying, and upgrading minorities and women; b. The contractors and subcontractors will submit an annual report to the contracting agency each July for the duration of the project, indicating the number of minority, women, and non- minority group employees currently engaged in each work classification required by the contract work. This information is to be reported on Form FHWA-1391. The staffing data should represent the project work force on board in all or any part of the last payroll period preceding the end of July. If on-the- job training is being required by special provision, the contractor will be required to collect and report training data. The employment data should reflect the work force on board during all or any part of the last payroll period precedingthe end of July. III. NONSEGREGATEDFACILITIES This provision is applicable to all Federal-aid construction contracts and to all related construction subcontracts of $10,000 or more. The contractor must ensure that facilities provided for employees are provided in such a manner that segregation on the basis of race, color, religion, sex, or national origin cannot result. The contractor may neither require such segregated use by written or oral policies nor tolerate such use by employee custom. The contractor's obligation extends further to ensure that its employees are not assigned to perform their services at any location, under the contractor's control, where the facilities are segregated. The term "facilities" includes waiting rooms, work areas, restaurants and other eating areas, time clocks, restrooms, washrooms, locker rooms, and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing provided for employees. The contractor shall provide separate or single- user restrooms and necessary dressing or sleeping areas to assure privacy between sexes. IV. DAVIS-BACON AND RELATED ACTPROVISIONS This section is applicable to all Federal-aid construction projects exceeding $2,000 and to all related subcontracts and lower-tier subcontracts (regardless of subcontract size). The requirements apply to all projects located within the right-of- way of a roadway that is functionally classified as Federal-aid highway. This excludes roadways functionally classified as local roads or rural minor collectors, which are exempt. Contracting agencies may elect to apply these requirements to other projects. Page 157 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 4 of 11 The following provisions are from the U.S. Department of Labor regulations in 29 CFR 5.5 “Contract provisions and related matters” with minor revisions to conform to the FHWA- 1273 format and FHWA program requirements. 1. Minimum wages a. All laborers and mechanics employed or working upon the site of the work, will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph 1.d. of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under paragraph 1.b. of this section) and the Davis-Bacon poster (WH–1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. b. (1) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met: (i) The work to be performed by the classification requested is not performed by a classification in the wage determination; and (ii) The classification is utilized in the area by the construction industry; and (iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wagedetermination. (2) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30- day period that additional time isnecessary. (3) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Wage and Hour Administrator for determination. The Wage and Hour Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time isnecessary. (4) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs 1.b.(2) or 1.b.(3) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. c. Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. d. If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account, assets for the meeting of obligations under the plan or program. Page 158 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 5 of 11 2. Withholding The contracting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor under this contract, or any other Federal contract with the same prime contractor, or any other federally- assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the contracting agency may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. 3. Payrolls and basicrecords a. Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis- Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicableprograms. b. (1) The contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to the contracting agency. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the contracting agency for transmission to the State DOT, the FHWA or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the contracting agency. (2) Each payroll submitted shall be accompanied by a “Statement of Compliance,” signed by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following: (i) That the payroll for the payroll period contains the information required to be provided under §5.5(a)(3) (ii) of Regulations, 29 CFR part 5, the appropriate information is being maintained under §5.5 (a)(3)(i) of Regulations, 29 CFR part 5, and that such information is correct and complete; (ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3; (iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH–347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph 3.b.(2) of this section. (4) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United States Code. c. The contractor or subcontractor shall make the records required under paragraph 3.a. of this section available for inspection, copying, or transcription by authorized representatives of the contracting agency, the State DOT, the FHWA, or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the FHWA may, after written notice to the contractor, the contracting agency or the State DOT, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5 12. 4. Apprentices andtrainees a. Apprentices (programs of the USDOL). Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. Page 159 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 6 of 11 The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. b. Trainees (programs of the USDOL). Except as provided in 29 CFR 5 16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicablewage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. c. Equal employment opportunity. The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30. d. Apprentices and Trainees (programs of the U.S.DOT). Apprentices and trainees working under apprenticeship and skill training programs which have been certified by the Secretary of Transportation as promoting EEO in connection with Federal- aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV. The straight time hourly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to journeymen shall not be greater than permitted by the terms of the particular program. 5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in thiscontract. 6. Subcontracts. The contractor or subcontractor shall insert Form FHWA-1273 in any subcontracts and also require the subcontractors to include Form FHWA-1273 in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5.5. 7. Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12. 8. Compliance with Davis-Bacon and Related Act requirements. All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract. 9. Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. Page 160 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 7 of 11 10. Certification of eligibility. a. By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). b. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR5.12(a)(1). c. The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. V. CONTRACT WORK HOURS ANDSAFETY STANDARDS ACT The following clauses apply to any Federal-aid construction contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses shall be inserted in addition to the clauses required by 29 CFR 5.5(a) or 29 CFR 4.6. As used in this paragraph, the terms laborers and mechanics include watchmen and guards. 1. Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in suchworkweek. 2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (1.) of this section, the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1.) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1.) of this section. 3. Withholding for unpaid wages and liquidated damages. The FHWA or the contacting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph(2.) of this section. 4. Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (1.) through (4.) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1.) through (4.) of thissection. VI. SUBLETTING OR ASSIGNINGTHECONTRACT This provision is applicable to all Federal-aid construction contracts on the National Highway System. 1. The contractor shall perform with its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere in the contract) of the total original contract price, excluding any specialty items designated by the contracting agency. Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contractor's own organization (23 CFR 635.116). a. The term “perform work with its own organization” refers to workers employed or leased by the prime contractor, and equipment owned or rented by the prime contractor, with or without operators. Such term does not include employees or equipment of a subcontractor or lower tier subcontractor, agents of the prime contractor, or any other assignees. The term may include payments for the costs of hiring leased employees from an employee leasing firm meeting all relevant Federal and State regulatory requirements. Leased employees may only be included in this term if the prime contractor meets all of the following conditions: (1) the prime contractor maintains control over the supervision of the day-to-day activities of the leased employees; (2) the prime contractor remains responsible for the quality of the work of the leasedemployees; (3) the prime contractor retains all power to accept or exclude individual employees from work on the project; and (4) the prime contractor remains ultimately responsible for the payment of predetermined minimum wages, the submission of payrolls, statements of compliance and all other Federal regulatory requirements. b. "Specialty Items" shall be construed to be limited to work that requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid or propose on the contract as a whole and in general are to be limited to minor components of the overall contract. 2. The contract amount upon which the requirements set forth in paragraph (1) of Section VI is computed includes the cost of material and manufactured products which are to be purchased or produced by the contractor under the contract provisions. 3. The contractor shall furnish (a) a competent superintendent or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the contracting officer determines is necessary to assure the performance of the contract. Page 161 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 8 of 11 4. No portion of the contract shall be sublet, assigned or otherwise disposed of except with the written consent of the contracting officer, or authorized representative, and such consent when given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the contracting agency has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract 5. The 30% self-performance requirement of paragraph (1) is not applicable to design-build contracts; however, contracting agencies may establish their own self-performance requirements. VII. SAFETY: ACCIDENTPREVENTION This provision is applicable to all Federal-aid construction contracts and to all related subcontracts. 1. In the performance of this contract the contractor shall comply with all applicable Federal, State, and local laws governing safety, health, and sanitation (23 CFR 635). The contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as it determines, or as the contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of the work covered by thecontract. 2. It is a condition of this contract, and shall be made a condition of each subcontract, which the contractor enters into pursuant to this contract, that the contractor and any subcontractor shall not permit any employee, in performance of the contract, to work in surroundings or under conditions which are unsanitary, hazardous or dangerous to his/her health or safety, as determined under construction safety and health standards (29 CFR 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704). 3. Pursuant to 29 CFR 1926.3, it is a condition of this contract that the Secretary of Labor or authorized representativethereof, shall have right of entry to any site of contract performance to inspect or investigate the matter of compliance with the construction safety and health standards and to carry out the duties of the Secretary under Section 107 of the Contract Work Hours and Safety Standards Act (40U.S.C.3704). VIII. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS This provision is applicable to all Federal-aid construction contracts and to all related subcontracts. In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal- aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, Form FHWA-1022 shall be posted on each Federal-aid highway project (23 CFR 635) in one or more places where it is readily availabletoallpersonsconcerned with theproject: 18 U.S.C. 1020 reads as follows: Page 162 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 9 of 11 "Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans,maps,specifications, contracts, orcostsof construction on any highway or related project submitted for approval to the Secretary of Transportation;or Whoever knowingly makes any false statement, false representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be furnished, in connection with the construction of any highway or related projectapproved by the Secretary of Transportation; or Whoever knowingly makes any false statement or false representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 1, 1916, (39 Stat. 355), as amended and supplemented; Shall be fined under this title or imprisoned not more than 5 years or both." IX. IMPLEMENTATION OF CLEAN AIR ACT ANDFEDERAL WATER POLLUTION CONTROLACT This provision is applicable to all Federal-aid construction contracts and to all related subcontracts. By submission of this bid/proposal or the execution of this contract, or subcontract, as appropriate, the bidder, proposer, Federal-aid construction contractor, or subcontractor, as appropriate, will be deemed to have stipulated as follows: 1. That any person who is or will be utilized in the performance of this contract is not prohibited from receiving an award due to a violation of Section 508 of the Clean Water Act or Section 306 of the Clean Air Act. 2. That the contractor agrees to include or cause to be included the requirements of paragraph (1) of this Section X in every subcontract, and further agrees to take such action as the contracting agency may direct as a means of enforcing such requirements. X. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more – as defined in 2 CFR Parts 180 and 1200. 1. Instructions for Certification– First Tier Participants: a. By signing and submitting this proposal, the prospective first tier participant is providing the certification set out below. b. The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. Page 163 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 10 of 11 The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. c. The certification in this clause is a material representation of fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. d. The prospective first tier participant shall provide immediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. e. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180 and 1200. “First Tier Covered Transactions” refers to any covered transaction between a grantee or subgrantee of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a grantee or subgrantee of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). f. The prospective first tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering intothis transaction. g. The prospective first tier participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the Excluded Parties List System website (https://www.epls.gov/), which is compiled by the General Services Administration. i. Nothing contained in the foregoing shall be construed to require the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of businessdealings. j. Except for transactions authorized under paragraph (f) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause ordefault. * * * * * 2. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion – First Tier Participants: a. The prospective first tier participant certifies to the best of its knowledge and belief, that it and its principals: (1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency; (2) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements,orreceivingstolenproperty; (3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph(a)(2) of this certification; and (4) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. b. Where the prospective participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. 2. Instructions for Certification - LowerTier Participants: (Applicable to all subcontracts, purchase orders and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 CFR Parts 180 and 1200) a. By signing and submitting this proposal, the prospective lower tier is providingthecertificationset out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. Page 164 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 11 of 11 c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. d. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180 and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. “First Tier Covered Transactions” refers to any covered transaction between a grantee or subgrantee of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a grantee or subgrantee of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such assubcontractorsand suppliers). e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. f. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactionsexceedingthe$25,000 threshold. g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the Excluded Parties List System website (https://www.epls.gov/), which is compiled by the General Services Administration. h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. Except for transactions authorized under paragraph e of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. * * * * * Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion--Lower Tier Participants: 1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency. 2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. * * * * * XI. CERTIFICATION REGARDING USE OF CONTRACT FUNDS FOR LOBBYING This provision is applicable to all Federal-aid construction contracts and to all related subcontracts which exceed $100,000 (49 CFR 20). 1. The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each suchfailure. 3. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. Page 165 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit I - Page 12 of 11 ATTACHMENT A - EMPLOYMENT AND MATERIALS PREFERENCE FOR APPALACHIAN DEVELOPMENT HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS ROAD CONTRACTS This provision is applicable to all Federal-aid projects funded under the AppalachianRegionalDevelopment Actof1965. 1. During the performance of this contract, the contractor undertaking to do work which is, or reasonably may be, done as on-site work, shall give preference to qualified persons who regularly reside in the labor area as designated by the DOL wherein the contract work is situated, or the subregion, or the Appalachian counties of the State whereinthecontract work issituated, except: a. To the extent that qualified persons regularly residing in the area are not available. b. For the reasonable needs of the contractor to employ supervisory or specially experienced personnel necessary to assure an efficient execution of thecontractwork. c. For the obligation of the contractor to offer employment to present or former employees as the result of a lawful collective bargaining contract, provided that the number of nonresident persons employed under this subparagraph (1c) shall not exceed 20 percent of the total number of employees employed by the contractor on the contract work, except as providedin subparagraph(4) below. 2. The contractor shall place a joborder with the State Employment Service indicating(a) the classifications of the laborers, mechanics and other employees required to perform the contract work, (b) the number of employees required in each classification, (c) the date on which the participantestimatessuchemployeeswillbe required, and (d) any other pertinent information required by the State Employment Service to completethe job order form. The job order may be placed with the State Employment Service in writing or by telephone. If during the course of the contract work, the information submitted by the contractor in the original job order is substantially modified, the participant shall promptlynotify the StateEmploymentService. 3. The contractor shall give full consideration to all qualified job applicants referred to him by the State Employment Service. The contractor is not required to grant employment to any job applicants who, in his opinion, are not qualified to perform the classification of work required. 4. If, within one week following the placing of a job order by the contractor with the State Employment Service, the State Employment Service is unable to refer any qualified job applicants to the contractor, or less than the number requested, the State Employment Service will forward a certificate to the contractor indicating the unavailability of applicants. Such certificate shall be made a part of the contractor's permanent project records. Upon receipt of this certificate, the contractor may employ persons who do not normallyreside in the labor area to fill positions covered by the certificate, notwithstanding the provisions of subparagraph(1c)above. 5. The provisions of 23 CFR 633.207(e) allow the contractingagency to provide a contractual preference for the use of mineral resource materials native to the Appalachian region. 6. The contractor shall include the provisions of Sections 1 through 4 of this Attachment A in every subcontract for work which is, or reasonably may be, done as on-site work. Page 166 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 1 of 11 EXHIBIT J ADDITIONAL FEDERAL REQUIREMENTS Federal laws and regulations that may be applicable to the Work include: Executive Order 11246 Executive Order 11246 of September 24, 1965 entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967 and as supplemented in Department of Labor regulations (41 CFR Chapter 60) (All construction contracts awarded in excess of $10,000 by the Local Agencys and their contractors or the Local Agencys). Copeland "Anti-Kickback" Act The Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3) (All contracts and sub-Agreements for construction or repair). Davis-Bacon Act The Davis-Bacon Act (40 U.S.C. 276a to a-7) as supplemented by Department of Labor regulations (29 CFR Part 5) (Construction contracts in excess of $2,000 awarded by the Local Agencys and the Local Agencys when required by Federal Agreement program legislation. This act requires that all laborers and mechanics employed by contractors or sub-contractors to work on construction projects financed by federal assistance must be paid wages not less than those established for the locality of the project by the Secretary of Labor). Contract Work Hours and Safety Standards Act Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5). (Construction contracts awarded by the Local Agency’s in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers). Clear Air Act Standards, orders, or requirements issued under section 306 of the Clear Air Act (42 U.S.C. 1857(h), section 508 of the Clean Water Act (33 U.S.C. 1368). Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15) (contracts, subcontracts, and sub-Agreements of amounts in excess of $100,000). Energy Policy and Conservation Act Mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163). OMB Circulars Office of Management and Budget Circulars A-87, A-21 or A-122, and A-102 or A-110, whichever is applicable. Hatch Act The Hatch Act (5 USC 1501-1508) and Public Law 95-454 Section 4728. These statutes state that federal funds cannot be used for partisan political purposes of any kind by any person or organization involved in the administration of federally-assisted programs. Nondiscrimination The Local Agency shall 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. Prior to the receipt of any Federal financial assistance from CDOT, the Local Agency shall execute the attached Standard DOT Title VI assurance. As appropriate, the Local Agency shall include Appendix A, B, or C to the Standard DOT Title VI assurance in any contract utilizing federal funds, land or other aid. The Local Agency shall also include the following in all contract advertisements: The [Local Agency], in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (79 Stat. 252, 42 US.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, DBEs will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for any award. Page 167 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 2 of 11 ADA In any contract utilizing federal funds, land, or other federal aid, the Local Agency shall require the federal- aid recipient or contractor to provide a statement of written assurance that they will comply with Section 504 and not discriminate on the basis of disability. Uniform Relocation Assistance and Real Property Acquisition Policies Act The Uniform Relocation Assistance and Real Property Acquisition Policies Act, as amended (Public Law 91- 646, as amended and Public Law 100-17, 101 Stat. 246-256). (If the contractor is acquiring real property and displacing households or businesses in the performance of the Agreement). Drug-Free Workplace Act The Drug-Free Workplace Act (Public Law 100-690 Title V, subtitle D, 41 USC 701 et seq.). Age Discrimination Act of 1975 The Age Discrimination Act of 1975, 42 U.S.C. Sections 6101 et. seq. and its implementing regulation, 45 C.F.R. Part 91; Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794, as amended, and implementing regulation 45 C.F.R. Part 84. 23 C.F.R. Part 172 23 C.F.R. Part 172, concerning "Administration of Engineering and Design Related Contracts". 23 C.F.R Part 633 23 C.F.R Part 633, concerning "Required Contract Provisions for Federal-Aid Construction Contracts". 23 C.F.R. Part 635 23 C.F.R. Part 635, concerning "Construction and Maintenance Provisions". Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of 1973 Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of 1973. The requirements for which are shown in the Nondiscrimination Provisions, which are attached hereto and made a part hereof. Nondiscrimination Provisions: In compliance with Title VI of the Civil Rights Act of 1964 and with Section 162(a) of the Federal Aid Highway Act of 1973, the Contractor, for itself, its assignees and successors in interest, agree as follows: i. Compliance with Regulations The Contractor will comply with the Regulations of the Department of Transportation relative to nondiscrimination in Federally assisted programs of the Department of Transportation (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the "Regulations"), which are herein incorporated by reference and made a part of this Agreement. ii. Nondiscrimination The Contractor, with regard to the work performed by it after award and prior to completion of the contract work, will not discriminate on the ground of race, color, sex, mental or physical handicap or national origin in the selection and retention of Subcontractors, including procurement of materials and leases of equipment. The Contractor will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix C of the Regulations. iii. Solicitations for Subcontracts, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurement of materials or equipment, each potential Subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this Agreement and the Regulations relative to nondiscrimination on the ground of race, color, sex, mental or physical handicap or national origin. iv. Information and Reports The Contractor will provide all information and reports required by the Regulations, or orders and instructions issued pursuant thereto and will permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the State or the FHWA to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the State, or the FHWA as appropriate and shall set forth what efforts have been made to obtain the information. Page 168 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 3 of 11 v. Sanctions for Noncompliance In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Agreement, the State shall impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: a. Withholding of payments to the Contractor under the contract until the Contractor complies, and/or b. Cancellation, termination or suspension of the contract, in whole or in part. Incorporation of Provisions §22 The Contractor will include the provisions of this Exhibit J in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, orders, or instructions issued pursuant thereto. The Contractor will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that, in the event the Contractor becomes involved in, or is threatened with, litigation with a Subcontractor or supplier as a result of such direction, the Contractor may request the State to enter into such litigation to protect the interest of the State and in addition, the Contractor may request the FHWA to enter into such litigation to protect the interests of the United States. THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK Page 169 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 4 of 11 SAMPLE The United States Department of Transportation (USDOT) Standard Title VI/Non-Discrimination Assurances for Local Agencies DOT Order No. 1050.2A The [Local Agency] (herein referred to as the "Recipient"), HEREBY AGREES THAT, as a condition to receiving any Federal financial assistance from the U.S. Department of Transportation (DOT), through the Colorado Department of Transportation and the Federal Highway Administration (FHWA), Federal Transit Administration (FTA), and Federal Aviation Administration (FAA), is subject to and will comply with the following: Statutory/Regulatory Authorities • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs Of The Department Of Transportation-Effectuation Of Title VI Of The Civil Rights Act Of 1964); • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964); The preceding statutory and regulatory cites hereinafter are referred to as the "Acts" and "Regulations," respectively. General Assurances In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient hereby gives assurance that it will promptly take any measures necessary to ensure that: "No person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity, "for which the Recipient receives Federal financial assistance from DOT, including the FHWA, FTA, or FAA. The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI and other Non-discrimination requirements (The Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these non- discrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted. Specific Assurances More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the following Assurances with respect to its Federally assisted FHWA, FTA, and FAA assisted programs: 1. The Recipient agrees that each "activity," "facility," or "program," as defined in §§ 21.23(b) and 21.23(e) of 49 C.F.R. § 21 will be (with regard to an "activity") facilitated, or will be (with regard to a "facility") operated, or will be (with regard to a "program") conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations. 2. The Recipient will insert the following notification in all solicitations for bids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with all FHWA, FTA and FAA programs and, in adapted form, in all proposals for negotiated agreements regardless of funding source: 3. "The [Local Agency] in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 US.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fairopportunity Page 170 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 5 of 11 4. to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award." 5. The Recipient will insert the clauses of Appendix A and E of this Assurance in every contract or agreement subject to the Acts and the Regulations. 6. The Recipient will insert the clauses of Appendix B of this Assurance, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient. 7. That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith. 8. That where the Recipient receives Federal financial assistance in the form, or for the acquisition of real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property. 9. That the Recipient will include the clauses set forth in Appendix C and Appendix D of this Assurance, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties: a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. 10. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the followingperiods: a. the period during which the property is used for a purpose for which the Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of theproperty. 11. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance. 12. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance. By signing this ASSURANCE, the [Local Agency] also agrees to comply (and require any sub-recipients, sub- grantees, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing the FHWA, FTA, and FAA’s access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or compliance reviews, and/or complaint investigations conducted by CDOT, FHWA, FTA, or FAA. You must keep records, reports, and submit the material for review Page 171 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 6 of 11 upon request to CDOT, FHWA, FTA, or FAA, or its designee in a timely, complete, and accurate way. Additionally, you must comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance. [Local Agency] gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal-aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under the FHWA, FTA, and FAA. This ASSURANCE is binding on [Local Agency], other recipients, sub-recipients, sub-grantees, contractors, subcontractors and their subcontractors', transferees, successors in interest, and any other participants in the FHWA, FTA, and FAA funded programs. The person(s) signing below is authorized to sign this ASSURANCE on behalf of the Recipient. (Name of Recipient) by (Signature of Authorized Official) DATED Page 172 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 7 of 11 APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1. Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, FHWA, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or nationalorigin. 4. Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the [Local Agency], CDOT or FHWA to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the [Local Agency], CDOT or FHWA, as appropriate, and will set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non- discrimination provisions of this contract, the [Local Agency] will impose such contract sanctions as it, CDOT or FHWA may determine to be appropriate, including, but not limitedto: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or inpart. 6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the [Local Agency], CDOT or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. Page 173 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 APPENDIX B CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4: NOW, THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the [Local Agency] will accept title to the lands and maintain the project constructed thereon in accordance with (Name of Appropriate Legislative Authority), the Regulations for the Administration of (Name of Appropriate Program), and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the [Local Agency] all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof. (HABENDUM CLAUSE) TO HAVE AND TO HOLD said lands and interests therein unto [Local Agency] and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the [Local Agency] its successors and assigns. The [Local Agency], in consideration of the conveyance of said lands and interests in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the [Local Agency] will use the lands and interests in lands and interests in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended [, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said land, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) Exhibit J - Page 8 of 11 Page 174 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 9 of 11 APPENDIX C CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE ACTIVITY, FACILITY, OR PROGRAM The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the [Local Agency] pursuant to the provisions of Assurance 7(a): A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add "as a covenant running with the land"] that: 1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations (as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of saidfacilities. B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non-discrimination covenants, [Local Agency] will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued. * C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the [Local Agency] will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the [Local Agency] and its assigns. * (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) Page 175 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 10 of 11 APPENDIX D CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE ACTIVITY, FACILITY OR PROGRAM The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by [Local Agency] pursuant to the provisions of Assurance 7(b): A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, "as a covenant running with the land") that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishing of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in thisAssurance. B. With respect to (licenses, leases, permits, etc.), in the event of breach of any of the above Non- discrimination covenants, [Local Agency] will have the right to terminate the (license, permit, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued. * C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants, [Local Agency] will there upon revert to and vest in and become the absolute property of [Local Agency] of Transportation and its assigns. * (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) Page 176 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit J - Page 11 of 11 APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non-Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs andprojects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, andsex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low- Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). Page 177 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit K - Page 1 of 4 EXHIBIT K FFATA SUPPLEMENTAL FEDERAL PROVISIONS State of Colorado Supplemental Provisions for Federally Funded Contracts, Grants, and Purchase Orders Subject to The Federal Funding Accountability and Transparency Act of 2006 (FFATA), As Amended Revised as of 3-20-13 The contract, grant, or purchase order to which these Supplemental 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 Supplemental Provisions, the Special Provisions, the contract or any attachments or exhibits incorporated into and made a part of the contract, the provisions of these Supplemental Provisions shall control. 1. Definitions. For the purposes of these Supplemental Provisions, the following terms shall have the meanings ascribed to them below. 1.1. “Award” means an award of Federal financial assistance that a non-Federal Entity receives or administers in the form of: 1.1.1. Grants; 1.1.2. Contracts; 1.1.3. Cooperative agreements, which do not include cooperative research and development agreements (CRDA) pursuant to the Federal Technology Transfer Act of 1986, as amended (15 U.S.C. 3710); 1.1.4. Loans; 1.1.5. Loan Guarantees; 1.1.6. Subsidies; 1.1.7. Insurance; 1.1.8. Food commodities; 1.1.9. Direct appropriations; 1.1.10. Assessed and voluntary contributions; and 1.1.11. Other financial assistance transactions that authorize the expenditure of Federal funds by non- Federal Entities. Award does not include: 1.1.12. Technical assistance, which provides services in lieu ofmoney; 1.1.13. A transfer of title to Federally-owned property provided in lieu of money; even if the award is called a grant; 1.1.14. Any award classified for security purposes; or 1.1.15. Any award funded in whole or in part with Recovery funds, as defined in section 1512 of the American Recovery and Reinvestment Act (ARRA) of 2009 (Public Law 111-5). 1.2. “Contract” means the contract to which these Supplemental Provisions are attached and includes all Award types in §1.1.1 through 1.1.11 above. 1.3. “Contractor” means the party or parties to a Contract funded, in whole or in part, with Federal financial assistance, other than the Prime Recipient, and includes grantees, subgrantees, Subrecipients, and borrowers. For purposes of Transparency Act reporting, Contractor does not include Vendors. 1.4. “Data Universal Numbering System (DUNS) Number” means the nine-digit number established and assigned by Dun and Bradstreet, Inc. to uniquely identify a business entity. Dun and Bradstreet’s website may be found at: http://fedgov.dnb.com/webform. 15. “Entity” means all of the following as defined at 2 CFR part 25, subpart C; 1.5.1. A governmental organization, which is a State, local government, or IndianTribe; 1.5.2. A foreign public entity; 1.5.3. A domestic or foreign non-profit organization; Page 178 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit K - Page 2 of 4 1.5.4. A domestic or foreign for-profit organization; and 1.5.5. A Federal agency, but only a Subrecipient under an Award or Subaward to a non-Federalentity. 1.6. “Executive” means an officer, managing partner or any other employee in a management position. 1.7. “Federal Award Identification Number (FAIN)” means an Award number assigned by a Federal agency to a Prime Recipient. 1.8. “FFATA” means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109- 282), as amended by §6202 of Public Law 110-252. FFATA, as amended, also is referred to as the “Transparency Act.” 19. “Prime Recipient” means a Colorado State agency or institution of higher education that receives an Award. 110. “Subaward” means a legal instrument pursuant to which a Prime Recipient of Award funds awards all or a portion of such funds to a Subrecipient, in exchange for the Subrecipient’s support in the performance of all or any portion of the substantive project or program for which the Award was granted. 111. “Subrecipient” means a non-Federal Entity (or a Federal agency under an Award or Subaward to a non- Federal Entity) receiving Federal funds through a Prime 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 Prime Recipient, including program compliance requirements. The term “Subrecipient” includes and may be referred to as Subgrantee. 1.12. “Subrecipient Parent DUNS Number” means the subrecipient parent organization’s 9-digit Data Universal Numbering System (DUNS) number that appears in the subrecipient’s System for Award Management (SAM) profile, if applicable. 1.13. “Supplemental Provisions” means these Supplemental Provisions for Federally Funded Contracts, Grants, and Purchase Orders subject to the Federal Funding Accountability and Transparency Act of 2006, As Amended, as may be revised pursuant to ongoing guidance from the relevant Federal or State of Colorado agency or institution of higher education. 114. “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. 1.15. “Total Compensation” means the cash and noncash dollar value earned by an Executive during the Prime Recipient’s or Subrecipient’s preceding fiscal year and includes the following: 1.15.1. Salary and bonus; 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; 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; 1.15.4. Change in present value of defined benefit and actuarial pension plans; 1.15.5. Above-market earnings on deferred compensation which is not tax-qualified; 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. 116. “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. The Transparency Act also is referred to as FFATA. 1.17 “Vendor” means a dealer, distributor, merchant or other seller providing property or services required for a project or program funded by an Award. A Vendor is not a Prime Recipient or a Subrecipient and is not subject to the terms and conditions of the Federal award. Program compliance requirements do not pass through to a Vendor. Page 179 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit K - Page 3 of 4 2. Compliance. Contractor shall comply with all applicable provisions of the Transparency Act and the regulations issued pursuant thereto, including but not limited to these Supplemental Provisions. Any revisions to such provisions or regulations shall automatically become a part of these Supplemental Provisions, without the necessity of either party executing any further instrument. The State of Colorado may provide written notification to Contractor of such revisions, but such notice shall not be a condition precedent to the effectiveness of such revisions. 3. System for Award Management (SAM) and Data Universal Numbering System (DUNS) Requirements. 3.1. SAM. Contractor shall maintain the currency of its information in SAM until the Contractor submits the final financial report required under the Award or receives final payment, whichever is later. Contractor shall review and update SAM information at least annually after the initial registration, and more frequently if required by changes in its information. 3.2. DUNS. Contractor shall provide its DUNS number to its Prime Recipient, and shall update Contractor’s information in Dun & Bradstreet, Inc. at least annually after the initial registration, and more frequently if required by changes in Contractor’sinformation. 4. Total Compensation. Contractor shall include Total Compensation in SAM for each of its five most highly compensated Executives for the preceding fiscal year if: 4.1. The total Federal funding authorized to date under the Award is $25,000 or more; and 4.2. In the preceding fiscal year, Contractor received: 42.1. 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 4.2.2. $25,000,000 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 4.3. 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. 5. Reporting. Contractor shall report data elements to SAM and to the Prime Recipient as required in §7 below if Contractor is a Subrecipient for the Award pursuant to the Transparency Act. No direct payment shall be made to Contractor for providing any reports required under these Supplemental Provisions and the cost of producing such reports shall be included in the Contract price. The reporting requirements in §7 below are based on guidance from the US Office of Management and Budget (OMB), and as such are subject to change at any time by OMB. Any such changes shall be automatically incorporated into this Contract and shall become part of Contractor’s obligations under this Contract, as provided in §2 above. The Colorado Office of the State Controller will provide summaries of revised OMB reporting requirements at http://www.colorado.gov/dpa/dfp/sco/FFATA.htm. 6. Effective Date and Dollar Threshold for Reporting. The effective date of these Supplemental Provisions apply to new Awards as of October 1, 2010. Reporting requirements in §7 below apply to new Awards as of October 1, 2010, if the initial award is $25,000 or more. If the initial Award is below $25,000 but subsequent Award modifications result in a total Award of $25,000 or more, the Award is subject to the reporting requirements as of the date the Award exceeds $25,000. If the initial Award is $25,000 or more, but funding is subsequently de- obligated such that the total award amount falls below $25,000, the Award shall continue to be subject to the reporting requirements. 7. Subrecipient Reporting Requirements. If Contractor is a Subrecipient, Contractor shall report as set forth below. Page 180 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit K - Page 4 of 4 7.1 To SAM. A Subrecipient shall register in SAM and report the following data elements in SAM for each Federal Award Identification Number no later than the end of the month following the month in which the Subaward was made: 7.1.1 Subrecipient DUNS Number; 7.1.2 Subrecipient DUNS Number + 4 if more than one electronic funds transfer (EFT) account; 7.1.3 Subrecipient Parent DUNS Number; 7.1.4 Subrecipient’s address, including: Street Address, City, State, Country, Zip + 4, and Congressional District; 7.1.5 Subrecipient’s top 5 most highly compensated Executives if the criteria in §4 above are met; and 7.1.6 Subrecipient’s Total Compensation of top 5 most highly compensated Executives if criteria in §4 above met. 7.2 To Prime Recipient. A Subrecipient shall report to its Prime Recipient, upon the effective date of the Contract, the following dataelements: 7.2.1 Subrecipient’s DUNS Number as registered in SAM. 7.2.2 Primary Place of Performance Information, including: Street Address, City, State, Country, Zip code + 4, and Congressional District. 8. Exemptions. 8.1. These Supplemental 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. 8.2 A Contractor 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. 8.3 Effective October 1, 2010, “Award” currently means a grant, cooperative agreement, or other arrangement as defined in Section 1.1 of these Special Provisions. On future dates “Award” may include other items to be specified by OMB in policy memoranda available at the OMB Web site; Award also will include other types of Awards subject to the Transparency Act. 8.4 There are no Transparency Act reportingrequirements for Vendors. Event of Default. Failure to comply with these Supplemental Provisions shall constitute an event of default under the Contract and the State of Colorado may terminate the Contract upon 30 days prior written notice if the default remains 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 Contract, at law or in equity. Page 181 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit L - Page 1 of 3 EXHIBIT L SAMPLE SUBRECIPIENT MONITORING AND RISK ASSESSMENT Page 182 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit L - Page 2 of 3 Page 183 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit L - Page 3 of 3 Page 184 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit M - Page 1 of 5 EXHIBIT M - OMB Uniform Guidance for Federal Awards Subject to The Office of Management and Budget Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (“Uniform Guidance”), Federal Register, Vol. 78, No. 248, 78590 The agreement to which these Uniform Guidance Supplemental 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 Supplemental Provisions, the Special Provisions, the agreement or any attachments or exhibits incorporated into and made a part of the agreement, the provisions of these Uniform Guidance Supplemental Provisions shall control. In the event of a conflict between the provisions of these Supplemental Provisions and the FFATA Supplemental Provisions, the FFATA Supplemental Provisions shall control. 9. Definitions. For the purposes of these Supplemental Provisions, the following terms shall have the meanings ascribed to them below. 9.1. “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 conditions of the Federal Award specifically indicate otherwise. 2 CFR §200.38 9.2. “Federal Award” means an award of Federal financial assistance or a cost-reimbursement contract under the Federal Acquisition Requirements by a Federal Awarding Agency to a 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 contractor or payments to an individual that is a beneficiaryof a Federal program. 9.3. “Federal Awarding Agency” means a Federal agency providing a Federal Award to a Recipient. 2 CFR §200.37 9.4. “FFATA” means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109- 282), as amended by §6202 of Public Law 110-252. 9.5. “Grant” or “Grant Agreement” means an agreement setting forth the terms and conditions of an Award. The term does not include an agreement that provides only direct Federal cash assistance to an individual, a subsidy, a loan, a loan guarantee, insurance, or acquires property or services for the direct benefit of use of the Federal Awarding Agency or Recipient. 2 CFR §200.51. 9.6. “OMB” means the Executive Office of the President, Office of Management and Budget. 9.7. “Recipient” means a Colorado State department, agency or institution of higher education that receives a Federal Award from a Federal Awarding Agency to carry out an activity under a Federal program. The term does not include Subrecipients. 2 CFR §200.86 9.8. “State” means the State of Colorado, acting by and through its departments, agencies and institutions of higher education. 9.9. “Subrecipient” means a non-Federal entity receiving an Award from a Recipient to carry out part of a Federal program. The term does not include an individual who is a beneficiary of such program. 9.10. “Uniform Guidance” means the Office of Management and Budget Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, which supersedes requirements from OMB Circulars A-21, A-87, A-110, and A-122, OMB Circulars A-89, A-102, and A- 133, and the guidance in Circular A-50 on Single Audit Act follow-up. 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. 9.11. “Uniform Guidance Supplemental Provisions” means these Supplemental Provisions for Federal Awards subject to the OMB Uniform Guidance, as may be revised pursuant to ongoing guidance from relevant Federal agencies or the Colorado State Controller. 10. Compliance. Subrecipient shall comply with all applicable provisions of the Uniform Guidance, including but not limited to these Uniform Guidance Supplemental Provisions. Any revisions to such provisions Page 185 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit M - Page 2 of 5 automatically shall become a part of these Supplemental Provisions, without the necessity of either party executing any further instrument. The State of Colorado may provide written notification to Subrecipient of such revisions, but such notice shall not be a condition precedent to the effectiveness of such revisions. 11. Procurement Standards. 3.1 Procurement Procedures. Subrecipient shall use its own documented procurement procedures which reflect applicable State, local, and Tribal laws and regulations, provided that the procurements conform to applicable Federal law and the standards identified in the Uniform Guidance, including without limitation, §§200.318 through 200.326 thereof. 3.2 Procurement of Recovered Materials. If Subrecipient is a State Agency or an agency of a political subdivision of a 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 EPAguidelines. 4. Access to Records. Subrecipient shall permit Recipient and auditors to have access to Subrecipient’s records and financial statements as necessary for Recipient to meet the requirements of §200.331 (Requirements for pass- through entities), §§200.300 (Statutory and national policy requirements) through 200.309 (Period of performance), and Subpart F-Audit Requirements of the Uniform Guidance. 2 CFR §200.331(a)(5). 5. Single Audit Requirements. If Subrecipient expends $750,000 or more in Federal Awards during Subrecipient’s fiscal year, 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. 5.1 Election. Subrecipient shall have a single audit conducted in accordance with Uniform Guidance §200.514 (Scope of audit), except when it elects to have a program-specific audit conducted in accordance with §200.507 (Program-specific audits). 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. 5.2 Exemption. If Subrecipient expends less than $750,000 in Federal Awards during its fiscal year, 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. 5.3 Subrecipient Compliance Responsibility. Subrecipient shall procure or otherwise arrange for the audit required by Part 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 expenditures of Federal awards in accordance with Uniform Guidance §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 Part F-Audit Requirements. 6. Contract Provisions for Subrecipient Contracts. Subrecipient shall comply with and shall include all of the following applicable provisions in all subcontracts entered into by it pursuant to this Grant Agreement. Page 186 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit M - Page 3 of 5 6.1 Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-1.3 shall include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” “During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants foremployment. (4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided bylaw. (7) The contractor will include the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States.” 4.2 Davis-Bacon Act. Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146- Page 187 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit M - Page 4 of 5 3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or Subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwiseentitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. 4.3 Rights to Inventions Made Under a Contract or Agreement. If the Federal Award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and Subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” Subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. 4.4 Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), as amended. Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). 4.5 Debarment and Suspension (Executive Orders 12549 and 12689). A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 4.6 Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non- Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non- Federalaward. 7. Certifications. 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 required level of activity or effort was not carried out, the amount of the Award must be adjusted. 1. 8.Event of Default. Failure to comply with these Uniform Guidance Supplemental Provisions shall constitute an event of default under the Grant Agreement (2 CFR §200.339) and the State may terminate the Grant upon 30 Page 188 of 376 DocuSign Envelope ID: 23D384DD-8DC0-41F6-8E83-280063DBC943 Exhibit M - Page 5 of 5 days prior written notice if the default remains 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. 9. Effective Date. The effective date of the Uniform Guidance is December 26, 2013. 2 CFR §200.110. The procurement standards set forth in Uniform Guidance §§200.317-200.326 are applicable to new Awards made by Recipient as of December 26, 2015. The standards set forth in Uniform Guidance Subpart F-Audit Requirements are applicable to audits of fiscal years beginning on or after December 26, 2014. 10. Performance Measurement The Uniform Guidance requires completion of OMB-approved standard information collection forms (the PPR). The form focuses on outcomes, as related to the Federal Award Performance Goals that awarding Federal agencies are required to detail in the Awards. Section 200.301 provides guidance to Federal agencies to measure performance in a way that will help the Federal awarding agency and other non-Federal entities to improve program outcomes. The Federal awarding agency is required to provide recipients with clear performance goals, indicators, and milestones (200.210). Also, must require the recipient to relate financial data to performance accomplishments of the Federal award. Page 189 of 376 Page 190 of 376 DocuSign Envelope ID: 63ECBBA3-8886-4362-B34E-4BA3FF6A862B Federal $ LA Work EXHIBIT C-1: FUNDING PROVISIONS City of Centennial & Project # AQC M193-021 (24737) A. Cost of Work Estimate The Local Agency has estimated the total cost the Work to be $1,000,000.00, which is to be funded as follows: 1. BUDGETED FUNDS a. Federal Funds (80% of Award) $800,000.00 b. Local Agency Funds (20% of Award) $200,000.00 TOTAL BUDGETED FUNDS $1,000,000.00 2. OMB UNIFORM GUIDANCE a. Federal Award Identification Number (FAIN): TBD b. Name of Federal Awarding Agency: FHWA c. Local Agency Unique Entity Identifier TBD d. Assistance Listing # Highway Planning and Construction ALN 20.205 e. Is the Award for R&D? No f. Indirect Cost Rate (if applicable) N/A g. Amount of Federal Funds Obligated by this Action: $340,000.00 h. Amount of Federal Funds Obligated to Date (including this Action): $340,000.00 3. ESTIMATED PAYMENT TO LOCAL AGENCY a. Federal Funds Budgeted $800,000.00 b. Less Estimated Federal Share of CDOT-Incurred Costs $0.00 TOTAL ESTIMATED PAYMENT TO LOCAL AGENCY $800,000.00 4. FOR CDOT ENCUMBRANCE PURPOSES a. Total Encumbrance Amount $1,000,000.00 b. Less ROW Acquisition 3111 and/or ROW Relocation 3109 $0.00 NET TO BE ENCUMBERED BY CDOT IS AS FOLLOWS $1,000,000.00 _ Note: Only $425,000.00 in design funds are currently available. Further Design and Construction funds may become available after execution of an Option letter (Exhibit B) or formal Amendment. WBS Element 24737.10.30 Performance Period Start*/End Date Design 3020 $425,000.00 04/12/2022 / 09/30/2025 WBS Element 24737.20.10 Performance Period Start*/End Date Const. 3301 $0.00 TBD - TBD *The Local Agency should not begin work until all three (3) of the following are in place: 1) Phase Performance Period Start Date; 2) the execution of the document encumbering funds for the respective phase; and 3) Local Agency receipt of the official Notice to Proceed. Any work performed before these three (3) milestones are achieved will not be reimbursable. Exhibit C-1 Page 1 of 2 Page 191 of 376 DocuSign Envelope ID: 63ECBBA3-8886-4362-B34E-4BA3FF6A862B B. Matching Funds The matching ratio for the federal funds for this Work is 80% federal funds to 20% Local Agency funds, and this ratio applies only to the $1,000,000.00 that is eligible for federal funding. All other costs are borne by the Local Agency at 100%. If the total cost of performance of the Work exceeds $1,000,000.00, and additional federal funds are available for the Work, the Local Agency shall pay 20% of all such costs eligible for federal funding and 100% of all other costs. If additional federal funds are not available, the Local Agency shall pay all such excess costs. If the total cost of performance of the Work is less than$1,000,000.00, then the amounts of Local Agency and federal funds will be decreased in accordance with the funding ratio described herein. This applies to the entire scope of Work. C. Maximum Amount Payable The maximum amount payable to the Local Agency under this Agreement shall be $800,000.00. For CDOT accounting purposes, the federal funds of $800,000.00 and the Local Agency funds of $200,000.00 will be encumbered for a total encumbrance of $1,000.000.00, unless this amount is increased by an executed amendment before any increased cost is incurred. The total cost of the Work is the best estimate available, based on the design data as approved at the time of execution of this Agreement, and any cost is subject to revisions agreed to by the parties prior to bid and award. The maximum amount payable will be reduced without amendment when the actual amount of the Local Agency’s awarded Agreement is less than the budgeted total of the federal funds and the Local Agency matching funds. The maximum amount payable will be reduced through the execution of an Option Letter as described in Section 7. E. of this contract. This applies to the entire scope of Work. D. Single Audit Act Amendment All state and local government and non-profit organizations receiving $750,000 or more from all funding sources defined as federal financial assistance for Single Audit Act Amendment purposes shall comply with the audit requirements of 2 CFR part 200, subpart F (Audit Requirements) see also, 49 CFR 18.20 through 18.26. The Single Audit Act Amendment requirements applicable to the Local Agency receiving federal funds are as follows: i. Expenditure less than $750,000 If the Local Agency expends less than $750,000 in Federal funds (all federal sources, not just Highway funds) in its fiscal year then this requirement does not apply. ii. `Expenditure of $750,000 or more-Highway Funds Only If the Local Agency expends $750,000 or more, in Federal funds, but only received federal Highway funds (Catalog of Federal Domestic Assistance, CFDA 20.205) then a program specific audit shall be performed. This audit will examine the “financial” procedures and processes for this program area. iii. Expenditure of $750,000 or more-Multiple Funding Sources If the Local Agency expends $750,000 or more in Federal funds, and the Federal funds are from multiple sources (FTA, HUD, NPS, etc.) then the Single Audit Act applies, which is an audit on the entire organization/entity. iv. Independent CPA Single Audit shall only be conducted by an independent CPA, not by an auditor on staff. An audit is an allowable direct or indirect cost. Exhibit C-1- Page 2 of 2 Page 192 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Tamara Niles DEPARTMENT: City Attorney's Office DATE: August 15, 2022 SUBJECT: CB 36 - Approve an ordinance amending Certain Public Offense Code Sections Of Englewood Municipal Code To Mirror State Statute And Ensure Compliance With Applicable Law. DESCRIPTION: CB 36 - The ordinance amends EMC sections 6-1-10, 7-6A-1, 7-6A-2, 7-6A-3, 7-6A-4, 7-6A-6, 7-6B-1, 7-6F-4, 7-6F-6, and 7-6F-9, and repeals sections 7-6F-8 and 7-7-1, in order to mirror Colorado statute and provide clarity of offenses for filing in Englewood Municipal Court. RECOMMENDATION: Approve an ordinance regarding various criminal offenses in Englewood Municipal Code, to mirror state law and ensure legal compliance. SUMMARY: Multiple sections of the Englewood Municipal Code are generally reflective of statutes under Title 18 “Criminal Code” of the Colorado Revised Statutes. Various statutes under Title 18 “Criminal Code” of the Colorado Revised Statutes have recently been amended by the state legislature, including reclassification of certain crimes as felonies and civil infractions, neither of which can be filed in Englewood Municipal Court. In order to mirror Colorado statute and provide clarity of offenses for filing in Englewood Municipal Court, the City should consider amending the following EMC sections: 6-1-10, 7-6A-1, 7-6A-2, 7-6A-3, 7-6A-4, 7-6A-6, 7-6B-1, 7-6F-4, 7-6F-6, and 7-6F- 9; and repealing sections 7-6F-8 and 7-7-1. COUNCIL ACTION REQUESTED: Adopt the proposed ordinance. FINANCIAL IMPLICATIONS: None anticipated ATTACHMENTS: Council Bill #36 Page 193 of 376 1 BY AUTHORITY ORDINANCE NO. ____ COUNCIL BILL NO. 36 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER NUNNENKAMP AN ORDINANCE AMENDING CERTAIN PUBLIC OFFENSE CODE SECTIONS OF ENGLEWOOD MUNICIPAL CODE TO MIRROR STATE STATUTE AND ENSURE COMPLIANCE WITH APPLICABLE LAW. WHEREAS, the City of Englewood, as a home-rule city, has authority to enact ordinances on and regulate matters of both local and statewide concern when the ordinances and state statutes do not conflict, and WHEREAS, multiple sections of the Englewood Municipal Code are generally reflective of statutes under Title 18 “Criminal Code” of the Colorado Revised Statutes, and WHEREAS, various statutes under Title 18 “Criminal Code” of the Colorado Revised Statutes have recently been amended by case law and the state legislature, including reclassification of certain crimes as felonies and civil infractions, neither of which can be filed in Englewood Municipal Court, and WHEREAS, the City desires to amend these EMC sections 6-1-10, 7-6A-1, 7-6A-2, 7- 6A-3, 7-6A-4, 7-6A-6, 7-6B-1, 7-6F-4, 7-6F-6, and 7-6F-9, and repeal sections 7-6F-8 and 7-7-1, in order to mirror Colorado statute and provide clarity of offenses for filing in Englewood Municipal Court. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. Amendment of Englewood Municipal Code Title 6, Chapter 1, Section 6-1-10 of Englewood Municipal Code is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 6-1-10: - FurnishingPurchase of Tobacco Products to by Minors; Sale of Tobacco Products in Vending Machines. A. It shall be unlawful for any person to knowingly furnish to any person under eighteen (18) years of age, by gift, sale, or any other means, any cigarettes or tobacco products as defined in Section 39-28.5-101(5) Colorado Revised Statutes, and upon being convicted thereof shall be punished as provided in Section 1-4-1 Englewood Municipal Code 2000. AB. It is unlawful for any person under the age of twenty-one (21) eighteen (18) years of age to purchase any cigarettes or tobacco products as defined in C.R.S. § 18-13-121 Section 39-28.5- 101(5) Colorado Revised Statutes, and, upon conviction thereof, shall be punished as provided in Section 1-4-1B, Englewood Municipal Code 2000. Page 194 of 376 2 BC. It isshall be unlawful for any person to sell or offer to sell any smokeless tobacco product by use of a vending machine or other coin-operated machine, and upon conviction therefor shall be punished as provided in Section 1-4-1, Englewood Municipal Code 2000. CD. Any person who sells or offers to sell any cigarettes or tobacco products, other than a smokeless tobacco product, by use of a vending machine or any other coin-operated machine shall which does not display a warning sign, as specified in this paragraph CD, upon conviction therefor, shall be punished as provided in Section 1-4-1, Englewood Municipal Code 2000. Said warning sign shall be displayed in a prominent place on such machine at all times, shall have a minimum height of three inches (3″) and a width of six inches (6″), and shall read as follows: WARNING IT IS ILLEGAL FOR ANY PERSON UNDER TWENTY-ONE EIGHTEEN YEARS OF AGE TO PURCHASE CIGARETTES AND TOBACCO PRODUCTS AND, UPON CONVICTION, SHALL BE PUNISHED AS PROVIDED IN SECTION 1-4-1B ENGLEWOOD MUNICIPAL CODE 2000 Any violation of the provisions of this paragraph D shall not constitute a violation of any other provisions of this Section. Section 2. Amendment of Englewood Municipal Code Title 7, Chapter 6, Article A, Sections 7-6A-1, 7-6A-2, 7-6A-3, 7-6A-4, and 7-6A-6 of Englewood Municipal Code are hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 7-6A-1: - Menacing. A. No person shallIt shall be unlawful for a person, by any threat or physical action, to knowingly place or attempt to place another person in fear of imminent bodily injury. B. As used in this Article, bBodily injury means any physical pain, illness or any impairment of physical or mental condition. 7-6A-2: - Assault. No person shall It shall be unlawful for a person to intentionally, knowingly or recklessly cause bodily injury (as defined in E.M.C. § 7-6A-1(B)) to another person. Bodily injury is defined in Section 7-6A-1B. 7-6A-3: - Recklessly Endangering Another Person. No person shall It shall be unlawful for a person to recklessly engage in conduct which creates a substantial risk of serious bodily injury to another person. As used herein, serious bodily injury means bodily injury which, either at the time of the actual injury or at a later time, involves a substantial Page 195 of 376 3 risk of death, a substantial risk of serious permanent disfigurement, a substantial risk of protracted loss or impairment of the function of any part or organ of the body, or breaks, fractures, or burns of the second or third degree. Bodily injury is defined in Section 7-6A-1B. 7-6A-4: - Harassment. A. No person shallA person commits harassment if, with intent to harass, annoy, or alarm another person, he or she: 1. Strikes, shoves, kicks or otherwise touches a person or subject thems him or her to physical contact; or 2. In a public place directs obscene language or makes an obscene gesture to or at another person; or 3. Follows a person in or about a public place.; or 4. Directly or indirectly iInitiates communication with a person or direct language toward another person, anonymously or otherwise, by telephone, telephone network, data network, text message, instant message, computer, computer network, or computer system, or other interactive electronic medium (collectively “interactive medium”) in a manner intended to harass or threaten bodily injury or property damage, or makes any obscene comment, request, suggestion, or proposal by telephone, computer, computer network, or computer system any interactive medium which is obscene; or 5. Makes a telephone call or causes a telephone to ring repeatedly, whether or not a conversation ensues, with no purpose of legitimate conversation; or 6. Make repeated communications at inconvenient hours that invade the privacy of another and interfere in the use and enjoyment of another's home or private residence or other private property; or 7. Repeatedly insults, taunts, or challenges, or makes communications in offensively coarse language to another in a manner likely to provoke a violent or disorderly response. B. 1. As used in this Section, Unless the context otherwise requires, "obscene" means a patently offensive description of ultimate sexual acts or solicitation to commit ultimate sexual acts, whether or not said ultimate sexual acts are normal or perverted, actual or simulated, including masturbation, cunnilingus, fellatio, anilingus, or excretory functions. C2.Any act committed through an interactive medium prohibited by foregoing subparagraphs A1 and A2 of this Section may be deemed to have occurred or to have been committed at the place at which the communication telephone call, or computer, computer network, or computer system, was either made or received. D. Legally exercising rights protected by applicable law is not a violation of this section. C. Stalking. A person commits stalking if directly, or indirectly through another person, such person knowingly: 1. Makes a credible threat to another person and, in connection with such threat, repeatedly approaches, contacts, or places under surveillance that person, a member of that person's Page 196 of 376 4 immediate family, or someone with whom that person has or has had a continuing relationship; or 2. Makes a credible threat to another person and, in connection with such threat, repeatedly makes any form of communication with that person, a member of that person's immediate family, or someone with whom that person has or has had a continuing relationship, regardless of whether or not a conversation ensues. 3. Repeatedly follows, approaches, contacts, places under surveillance, or makes any form of communication with another person, a member of that person's immediate family, or someone with whom that person has or has had a continuing relationship in a manner that would cause a reasonable person to suffer serious emotional distress. For purposes of this Subsection 3, a victim need not show that he or she received professional treatment or counseling to show that he or she suffered a serious emotional distress. a. For the purposes of this Subsection 3: i. Conduct "in connection with" a credible threat means acts which further, advance, promote or have a continuity of purpose, and may occur before, during or after the credible threat; ii. "Credible Threat". Means a threat, physical action, or repeated conduct that would cause a reasonable person to be in fear for the person's safety or the safety of his or her immediate family, or someone with whom that person has or has had a continuing relationship. Such threat need not be directly expressed if the totality of the conduct would cause a reasonable person such fear. iii. "Repeated" or "Repeatedly" means on more than one occasion. 7-6A-6: - Impersonations Impersonating a Public Servant. A. Impersonating a Public Servant. It shall be unlawful for a person to falsely pretend to hold a position in the public service with the purpose toof induceinducing another to submit to such pretended official authority or otherwise to act in reliance upon that pretense. B. Impersonating an Officer. It shall be unlawful for any person other than an official police officer of the City to wear the uniform, apparel or any other insignia of office like or similar to, or a colorful imitation of that adopted and worn by the official police officers of the City. Section 3. Amendment of Englewood Municipal Code Title 7, Chapter 6, Article B, Section 7-6B-1 of Englewood Municipal Code is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 7-6B-1: -Disorderly Conduct. A. It shall be unlawful for any person to engage in disorderly conduct in the City, by. A person commits disorderly conduct if he or she knowingly or intentionally or recklessly: 1. Abuses or threatens another person in a public place in an obviously offensive manner. Page 197 of 376 5 21. Makes a coarse and obviously offensive utterance, gesture or display in a public place which tends to incite aan immediate breach of the peace.; or 32. Makes unreasonable noise in a public place or near a private residence which the person he or she has no right to occupy.; or 43. Fights with another in a public place, except for professional or amateur contests of athletic skill.; or 4. Not being a peace officer, discharges a firearm in a public place except when engaged in lawful target practice or hunting or the ritual discharge of blank ammunition cartridges as an attendee at a funeral for a deceased person who was a veteran of the armed forces of the United States; or 5. Not being a peace officer, displays a real or simulated firearm, displays any article used or fashioned in a manner to cause a person to reasonably believe that the article is a firearm, or represents verbally or otherwise that he or she is armed with a firearm in a public place in a manner calculated to alarm and does alarm another person. B. It shall be unlawful for any person to disturb or disquiet any congregation or lawful assemblage, procession or gathering of persons by rude or indecent behavior, or discourse, or by loud, or violent conduct within their place of assemblage, or procession, or gathering, or so near the same as to disturb the order of the same. to prevent or disrupt any lawful meeting, procession, or gathering, by significantly obstructing or interfering with the meeting, procession, or gathering by physical action, verbal utterance, or any other means. C. It shall be unlawful for any person to disquiet or disturb any congregation or assembly for religious worship by making a noise or by rude or indecent behavior, or profane discourse within their place of worship or so near the same as to disturb the order of solemnity of the meeting. Section 4. Amendment of Englewood Municipal Code Title 7, Chapter 6, Article F, Sections 7-6F-4, 7-6F-6, and 7-6F-9 of Englewood Municipal Code is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 7-6F-4: - Petty Theft. A. It shall be unlawful for any person knowingly to: obtain, retain, or exercise control over goods or services valued at anything of the value of less than five hundred one thousand dollars ($500.00 1,000.00) of another without authorization or by threat or deception;, or receive, loan money by pawn or pledge on, or dispose of anything of value or belonging to another knowing or believing said thing of such value to have been stolen;, when the person who so obtained or exercises control over such thing of such value or procure food or accommodations from a public establishment without making payment therefore, and: 1. Intends to deprive such the other person permanently of the use or benefit of such the thing of value; or Page 198 of 376 6 2. Knowingly uses, conceals or abandons such the thing of value as to deprive such the other person permanently of the use or benefit of the same; or 3. Uses, conceals, or abandons the thing of value intending that such use, concealment or abandonment will deprive the other person permanently of its use or benefit; or 4. Demands any consideration to which such the person is not legally entitled as a condition of restoring such the thing of value to such the other person.; or 5. Knowingly retains the thing of value more than seventy-two hours after the agreed-upon time of return in any lease or hire agreement. B. The court shall consider, as part of any restitution ordered, the loss of revenue proximately resulting from the violation and/or failure to timely return the property involved. 7-6F-6: - Posters, Posting and Destruction. A. Unless permission is obtained from the owner, agent or occupant, no personal shall stick, post, or paste any handbill, poster, placard, painted or printed matter or sign which shall be stuck, posted or pasted upon any public or private house, store or other buildings, or upon any fence, power pole, telephone pole or other structure, without the permission of the owner, agent or occupant, shall be deemed a nuisance. B. It shall be unlawful for any person to either wilfully, maliciously, wantonly, negligently or in any manner tear down, deface or cover up any posted advertisement or bill of any person when the same is lawfully erected or posted in harmony with the provisions of this Code. 7-6F-9: - Bad Checks. A. Statement of Purpose. Because the issuance and delivery of a known bad check by any person is, in itself, harmful to the person to whom it is given and also injurious to the City at large, the City Council declares, as a matter of policy, that such issuance and delivery of a known bad check is a proper subject for criminal sanction without regard to the purpose for which said check was given. A. Offense Enumerated. It is a violation of this Section, punishable as provided in Englewood Municipal Code Section 1-4-1, for a No person, with intent to defraud, shall to issue or to pass a check for the payment of money less than five hundred two thousand dollars ($5002,000.00) knowing that the drawee account has issuer does not have insufficient funds in or on deposit with the drawee for the payment in full of the check or order as well as all other checks outstanding at the time of issuance. BD. Knowledge. This section does not relieve the prosecution from the necessity of establishing the required knowledge by evidence. However, for the purposes of this section, The issuer's Knowledge of insufficient funds is presumed, except in the case of a postdated check or order, if: 1. The issuer has no account with the drawee at the time the check or order is issued; or Page 199 of 376 7 2. The issuer's account with the drawee is in the status of "account closed" and notice thereof has been dispatched to the issuer's address on record with the drawee in time for delivery to the issuer prior to the issuance of the check or order; or 32. The issuer has insufficient funds upon deposit with the drawee to pay the check or order upon presentation within thirty (30) days after issue. CE. Evidence. A bank or other drawee shall not be civilly or criminally liable for releasing information relating to the issuer's account information to an Englewood police officer or other , the Englewood City Attorney, Englewood Assistant City Attorney or authorized investigator for the City of Englewood City Attorney investigating or prosecuting a violation of charge under this Section. D. If deferred prosecution is ordered, the court as a condition of supervision shall require the defendant to make restitution on all checks unpaid. B.E. As used in this section, terms shall be defined as followsDefinitions. In the construction of this section, the following definitions shall be observed, unless the context clearly indicates otherwise: 1. Check: A written and signed unconditional order to pay a sum certain in money held by a drawee, drawn upon a bank, payable on demand and signed by the drawer, including negotiable or transferable instruments drawn on a negotiable order of withdrawal or share draft account ; "check" also includes a negotiable order of withdrawal and a share draft. 2. Drawee: The bank upon which a check is drawn or a A bank, savings and loan association, industrial bank or credit union upon which a check, negotiable order of withdrawal or a share draft is drawn. 3. Insufficient Funds: Lacking Not having a sufficient balance in account with a bank or other drawee for the payment of all outstanding checks or orders when presented for payment within thirty (30) days after issue. 4. Issue: A person issues a check when he To makes, draws, delivers or passes a check, it or cause a checks it to be made, drawn, delivered or passed. Negotiable Order of Withdrawal and Share Draft: Negotiable or transferable instruments drawn on a negotiable order of withdrawal account or a share draft amount account, as the case may be, for the purpose of making payments to a third person or otherwise. Negotiable Order of Withdrawal Account: Not limited to, an account in a bank, savings and loan association or industrial bank, and "share draft account" means, but is not limited to, an account in a credit union on which payment of interest or dividends may be made on a deposit with respect to which the bank, savings and loan association, or industrial bank or the credit union, as the case may be, may require the depositor to given notice of an intended, withdrawal not less than thirty (30) days before the withdrawal is made, even though in practice such notice is not required and the depositor is allowed to make withdrawal by negotiable order of withdrawal or share draft. Page 200 of 376 8 Section 5. Repeal of Englewood Municipal Code Title 7, Chapter 6, Article F, Section 7-6F-8, and Title 7, Chapter 7, Section 7-7-1 of Englewood Municipal Code are hereby repealed in full (repealed provisions struck through): 7-6F-8: - Obtaining Services or Goods by Fraud. A. It shall be unlawful for any person to obtain services, which are valued at five hundred dollars ($500.00), which he knows are available only for compensation, by deception or threat or by false token or other means to avoid payment for the service. "Services" include labor, professional service, telephone or other public service, accommodation in hotels, restaurants or elsewhere, admission to exhibitions, use of vehicles or other movable property. When compensation for service is ordinarily paid immediately upon the rendering of such service, as in the case of hotels and restaurants, refusal to pay or absconding without payment or offer to pay gives rise to a presumption that the service was obtained by deception as to intention to pay. B. It shall be unlawful for any person having control over the disposition of services of others, to which he is not entitled, to divert such services to his own benefit or the benefit of another not entitled thereto. 7-7-1: - Duty of Citizens to Aid. It shall be the duty of all persons, when called upon by any police officer, to promptly aid and assist such police officer in the discharge of his duties, and any person who shall fail to render such aid and assistance shall be guilty of a violation of this Code. Section 6. General Provisions Applicable to this Ordinance The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose Page 201 of 376 9 of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. E. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. F. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. G. Enforcement. To the extent this ordinance establishes a required or prohibited action punishable by law, unless otherwise specifically provided in Englewood Municipal Code or applicable law, violations shall be subject to the General Penalty provisions contained within EMC § 1-4-1. Read by Title and passed on final reading on the 15th day of August, 2022. Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022, on the 18th day of August, 2022. Published by title on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. This Ordinance shall take effect thirty (30) days after publication following final passage. Othoniel Sierra, Mayor Page 202 of 376 10 ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Ordinance passed on final reading and published by Title as Ordinance No. ___, Series of 2022. Stephanie Carlile Page 203 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Brad Anderson DEPARTMENT: Parks, Recreation & Library DATE: August 15, 2022 SUBJECT: CB 42 - Approve an ordinance accepting the DOLA Special Initiative Grant DESCRIPTION: CB 42 - Approve an ordinance to accept the DOLA Special Initiative Grant RECOMMENDATION: Staff recommends the acceptance of the ordinance to assist in the retention of seasonal aquatic staff PREVIOUS COUNCIL ACTION: NA SUMMARY: The Colorado Department of Local Affairs (DOLA) has awarded the City of Englewood Aquatics Division a grant in the amount of $12,500. The funds will be used in efforts to retain seasonal aquatic staff through the summer season. ANALYSIS: The State of Colorado PSI-022-067 Pools Special Initiative 2022 was created to help with the shortage of lifeguards throughout the State. The City of Englewood Aquatic Division was affected along with the majority of facilities across the State. With this grant, the Aquatic Division will use the funds to develop a retention plan to retain current staff at Pirates Cove and the Recreation Center pool to remain open throughout the summer. Without the funding, Pirates Cove could possibly need to close in mid-August due to staffing shortages. COUNCIL ACTION REQUESTED: Staff recommends the adoption of the DOLA Pools Special Initiative for the retention of seasonal Aquatic Staff. FINANCIAL IMPLICATIONS: With the funding, there will be a cost savings of $12,500 in the Temporary Wages 02-1308- 51101 Pirates Cove budget CONNECTION TO STRATEGIC PLAN: Community Well Being and Safety Page 204 of 376 OUTREACH/COMMUNICATIONS: NA ATTACHMENTS: Council Bill #42 PSI 22-067 Page 205 of 376 1 BY AUTHORITY ORDINANCE NO. __ COUNCIL BILL NO. 42 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER ANDERSON AN ORDINANCE AUTHORIZING A GRANT AGREEMENT WITH THE COLORADO DEPARTMENT OF LOCAL AFFAIRS FOR GRANT FUNDS FOR POOLS SPECIAL INITIATIVE 2022 PROGRAM AND ACCEPTANCE OF GRANT FUNDS. WHEREAS, the Colorado Department of Local Affairs (DOLA) in collaboration with the Office of Economic Development and International Trade (OEDIT) have created the Pools Special Initiative 2022 program for local governments to support the operations of public swimming pools across the state for the 2022 summer season; and WHEREAS, the one-time grant program is intended to provide incentives to attract and retain public swimming pool employees to incentivize them to stay through the summer and ensure adequate staffing levels that will allow swimming pools to be open at maximum capacity; and WHEREAS, the City of Englewood submitted an application to DOLA for a Special Pool Initiative Grant of $25,000; and WHEREAS, the City of Englewood has been awarded a grant from DOLA in the amount not to exceed $12,500.00 to be used for recruitment and retention efforts for public swimming pool employees within the City of Englewood; and WHEREAS, this Ordinance will authorize the Grant Agreement between DOLA and the City of Englewood to accept the grant from the Pools Special Initiative 2022 program in the amount of $12,500.00. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, THAT: Section 1. The City Council of the City of Englewood, Colorado hereby authorizes the Grant Agreement for the Pools Special Initiative 2022 program, PSI-22-067, and acceptance of grant funds, a copy of which is marked as “Exhibit A” and attached hereto. Section 2. The City Council of the City of Englewood authorizes the expenditure of funds necessary to meet the terms and obligations of the awarded grant. Section 3. The Director of Parks, Recreation, Library and Golf is authorized to sign all necessary documents for the Pools Special Initiative 2022 program for and on behalf of the City Council and the City of Englewood. Page 206 of 376 2 Section 4. The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. E. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. F. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. G. Enforcement. To the extent this ordinance establishes a required or prohibited action punishable by law, unless otherwise specifically provided in Englewood Municipal Code or Page 207 of 376 3 applicable law, violations shall be subject to the General Penalty provisions contained within EMC § 1-4-1. Introduced, read in full, and passed on first reading on the 1st day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 4th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 3rd day of August, 2022 for thirty (30) days. Read by Title and passed on final reading on the 15th day of August, 2022. Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022, on the 18th day of August, 2022. Published by title on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. This Ordinance shall take effect thirty (30) days after publication following final passage. Othoniel Sierra, Mayor ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Ordinance passed on final reading and published by Title as Ordinance No. ___, Series of 2022. Stephanie Carlile Page 208 of 376 June 29, 2022 Othoniel Sierra, Mayor City of Englewood 1000 Englewood Parkway Englewood, CO 80110 RE: PSI-22-067 – City of Englewood - Pools Special Initiative 2022 - Grant Award and Next Steps Agreement Dear Mayor Sierra: The Colorado Department of Local Affairs (DOLA) has reviewed your application for the Pools Special Initiative 2022 (PSI) program, a State funded initiative. As DOLA’s Executive Director, I am pleased to inform you of your award of $12,500.00. Your submitted application and this award letter serve as your agreement with the State. Recipients of these funds do not require any additional contracts. By accepting the funding, you as the PSI grantee are agreeing to spend the funds on recruitment and retention efforts for public swimming pool employees within your jurisdiction and are agreeing to the attached Terms & Conditions. You must make two separate advance requests using DOLA’s online grants portal system to obtain your grant funding: ●1st half - upon receipt of this agreement, and ●2nd half - upon fully expending and reporting on the 1st half. The first advance request should be submitted as soon as possible after the Effective Date of this signed award letter. The advance request form, as well as the report form, are included along with this grant award letter agreement. Thank you for your interest in the Pools Special Initiative 2022 program. Please contact your regional manager with any questions. Sincerely, Rick M. Garcia Executive Director cc: Brad Anderson, Responsible Administrator Greg Etl, DOLA Regional Manager Governor Jared S. Polis | Rick M. Garcia, Executive Director | Chantal Unfug, Division Director 1313 Sherman Street, Room 521, Denver, CO 80203 P 303.864.7720 TDD/TTY 303.864.7758 www.dola.colorado.govadddddddddddddddddddddddddddddddddddddddddddddoooooooooooooooooooooooooooooooooooooooooo..............ggggggggggggggggggggggggggggggggggggggggooooooooooooooooooooooooooovvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvv          Page 209 of 376 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: Beulah Messick, Controller Delegate Effective Date:_______________________ CMS# 177254 VCUST# 14147 ADDR CN002 EFT DLG# 22-067 THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK Governor Jared S. Polis | Rick M. Garcia, Executive Director | Chantal Unfug, Division Director 1313 Sherman Street, Room 521, Denver, CO 80203 P 303.864.7720 TDD/TTY 303.864.7758 www.dola.colorado.govadddddddddddddddddddddddddddddddddddddddddddddoooooooooooooooooooooooooooooooooooooooooo..............ggggggggggggggggggggggggggggggggggggggggooooooooooooooooooooooooooovvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvvv           Page 210 of 376 Pools Special Initiative 2022 - Grant Award Terms & Conditions 1. Statutory Authority . C.R.S. 24-32-106(1)(c) 2. Funding Period: July 1, 2022 through September 30, 2022 3. Use of Funds a.Grant funds will only be spent on costs associated with the recruitment and retention of public swimming pool employees. Eligible expenses include but are not limited to: ■any expenses related to recruitment of public swimming pool employees such as marketing and advertising, job board fees, referral bonuses; ■any expenses related to retention of public swimming pool employees such as to pay increases, signing bonuses, fringe benefits, team building opportunities, employee appreciation expenses. b.Grantee counties, municipalities, and special districts understand that any grant funds expended outside of the intent of this program must be returned to the Department of Local Affairs within 30 days of the ruling by DOLA of improper fund use. c.Grant funds expire September 30, 2022. Grantee counties, municipalities, and special districts must not incur any expenses after September 30, 2022. d.Ineligible expenses include but are not limited to: any expenses not related to recruitment and retention of public swimming pool employees such as utilities, pool supplies, pool equipment and furniture, maintenance expenses, recruitment and retention expenses for non-swimming pool employees, training*, any expenses already accounted for in your current budget.*for assistance with training costs, contact your local workforce center. 4. Documentation.Recipient shall retain documentation on all uses of the funds, including invoices, receipts, data and financial records, and any other documentation that establishes compliance for up to three (3) years after the final report is approved using PSI funds. Such documentation shall be provided to DOLA or its duly authorized representatives upon request. 5. Monitoring. a.DOLA or the State of Colorado reserves the right to initiate detailed monitoring or auditing of any grantee at its sole discretion. b.The review shall provide assurance that the information self-reported by Grantee is accurate and complete, and identify unallowable or questionable expenditures for follow-up. When concerns are noted during the review process, the Grantee shall provide documentation of the expenditures or accounting practices to DOLA for verification. c.Funds spent outside of the stated program intent must be returned to DOLA within 30 days of identification by DOLA of improper use. 6. Financial Reporting. a.Recipient counties, municipalities, and special districts must provide DOLA with itemized reports upon the complete expense of both (2) advance payments detailing how grant funds were spent. Invoices and proof of payment must be provided to support the expenditures. b.Recipient counties, municipalities, and special districts must submit a final report upon the completion of the project. c.Any unspent funds must be returned to DOLA no later than October 31, 2022 and prior to submitting the final report. Unspent funds will be deobligated by DOLA. 7.In the event of a conflict between the terms and conditions of the Grantee’s Application and the terms and conditions of this award agreement letter, the terms and conditions of this award agreement letter shall prevail. Page 1        Page 211 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Stephanie Carlile DEPARTMENT: City Clerk's Office DATE: August 15, 2022 SUBJECT: CB 43 - IGA with Arapahoe County for Coordinated Election Services DESCRIPTION: CB 43 - Approve an ordinance authorizing an IGA with Arapahoe County for Coordinated Election Services RECOMMENDATION: Staff recommends Council approve an Ordinance for an Intergovernmental Agreement between the City of Englewood and Arapahoe County for the November 8, 2022 Coordinated Special Election. PREVIOUS COUNCIL ACTION: The City of Englewood has participated with Arapahoe County in conducting coordinated elections for every City of Englewood General Municipal Election since 1993. SUMMARY: Because of State Legislation and the Taxpayer’s Bill of Rights (TABOR) amendment approved by the voters in 1992, coordinated elections are to be conducted throughout the State by County Clerks. The County has the capability of coordinating this election and including the City of Englewood. The Election Commission has agreed that it is in the best interest of the electors of Englewood to conduct future elections jointly with the other political entities within the County. In order to participate in the 2021 Coordinated Election, the City of Englewood must enter into an Intergovernmental Agreement with Arapahoe County. Staff has reviewed the proposed Intergovernmental Agreement Between Arapahoe County Clerk and Recorder and City of Englewood regarding the Conduct and Administration of the November 8, 2022 General Election and concurs with the Commission’s recommendation. COUNCIL ACTION REQUESTED: Approval of this IGA will allow the City of Englewood to coordinate with Arapahoe County for the November 8, 2022 General Election. Page 212 of 376 FINANCIAL IMPLICATIONS: Since costs are based on several variables, e.g. the number of registered electors in the City of Englewood at the time of the election, the number of entities participating in the election, the financial impact is only an estimate. The County's estimate of our final cost is $38,315.85. ATTACHMENTS: Council Bill #43 IGA Cost Estimate IGA Calendar of dates Page 213 of 376 1 BY AUTHORITY ORDINANCE NO. ____ COUNCIL BILL NO. 43 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER ANDERSON AN ORDINANCE APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN ARAPAHOE COUNTY CLERK AND RECORDER AND THE CITY OF ENGLEWOOD, COLORADO, TO CONDUCT A COORDINATED ELECTION ON NOVEMBER 8, 2022. WHEREAS, pursuant to the Uniform Election Code of 1992 (Articles 1 to 13 of Title 1, C.R.S.) as amended, governmental entities are encouraged to cooperate and consolidate elections in order to reduce taxpayer expenses; WHEREAS, the City of Englewood has participated with Arapahoe County in conducting coordinated elections since 1993; WHEREAS, Arapahoe County and the City of Englewood have determined that it is in the best interest of the taxpayers and the electors to conduct a Coordinated Election on November 8, 2022; WHEREAS, the City shall provide the Coordinated Election Official with a copy of the ordinance stating that the City has adopted the exclusive use of Title 1 of the Colorado Election Code and that the City will participate in the Coordinated Election in accordance with the terms and conditions of this Agreement; WHEREAS, the ordinance shall further authorize the Mayor to execute this Agreement; and WHEREAS, Arapahoe County and the City of Englewood desire to set forth their respective responsibilities for the Coordinated Election pursuant to the Intergovernmental Agreement. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, THAT: Section 1. The Intergovernmental Agreement for Coordinated Election is attached hereto as “Exhibit A”. The Intergovernmental Agreement for Coordinated Election is hereby accepted and approved by the Englewood City Council. Page 214 of 376 2 Section 2. General Provisions Applicable to this Ordinance. The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. D. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. E. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. Introduced, read in full, and passed on first reading on the 1st day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 4th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 3rd day of August, 2022. for thirty (30) days. Read by Title and passed on final reading on the 15th day of August, 2022. Page 215 of 376 3 Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022, on the 18th day of August, 2022. Published by title on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. This Ordinance shall take effect thirty (30) days after publication following final passage. Othoniel Sierra, Mayor ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Ordinance passed on final reading and published by Title as Ordinance No. ___, Series of 2022. Stephanie Carlile Page 216 of 376 Arapahoe County Elections IGA Page 1 INTERGOVERNMENTAL AGREEMENT BETWEEN ARAPAHOE COUNTY CLERK AND RECORDER AND CITY OF ENGLEWOOD REGARDING THE CONDUCT AND ADMINISTRATION OF THE NOVEMBER 8, 2022 GENERAL ELECTION PREPARED BY: ARAPAHOE COUNTY CLERK AND RECORDER’S OFFICE ELECTIONS DIVISION 5334 S. PRINCE STREET LITTLETON, COLORADO 80120 303-795-4511 Page 217 of 376 Arapahoe County Elections IGA Page 2 THIS AGREEMENT is made by and between the Board of County Commissioners of the County of Arapahoe, State of Colorado, on behalf of the Arapahoe County Clerk and Recorder (hereinafter referred to as the "County") and City of Englewood (hereinafter referred to as the “Jurisdiction") (hereinafter collectively referred to as the “Parties”); and WHEREAS, pursuant to the Uniform Election Code of 1992 (Articles 1 to 13 of Title 1, C.R.S.) as amended, governmental entities are encouraged to cooperate and consolidate elections in order to reduce taxpayer expenses; and WHEREAS, pursuant to section 1-7-116, C.R.S. if more than one jurisdiction holds an election on the same day in November and the eligible electors for each such election are the same or the boundaries overlap, the County Clerk and Recorder is the coordinated election official and, pursuant to section 1–5–401, C.R.S. shall conduct the elections on behalf of all jurisdictions whose elections are part of the coordinated election utilizing the mail ballot procedures set forth in article 7.5 of title 1; and WHEREAS, the County and Jurisdiction have determined that section 1-7-116, C.R.S. applies and it is in the best interest of the taxpayers and the electors to enter into this Agreement to conduct a Coordinated Election on November 8, 2022; and WHEREAS, such agreements are authorized by State law. WHEREAS, the County and the Jurisdiction have a history of successful coordinated elections and have therewith established certain practices and procedures to preserve the integrity of the election process; and WHEREAS, the Parties understand and agree that conducting coordinated elections subjects all Parties participating in the process to the strictures of Article XXIX of the Colorado Constitution pertaining to Ethics in Government, including that all Parties must: hold the respect and confidence of the people; carry out their duties for the benefit of the people; and avoid conduct that is in violation of their public trust or that creates a justifiable impression in the public that such trust is being violated. NOW, THEREFORE, for and in consideration of the promises herein contained, the sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: This election shall be conducted as a Coordinated Election in accordance with the Uniform Election Code of 1992 (Articles 1-13 of Title 1, C.R.S.). The election participants will execute agreements with Arapahoe County for this purpose and may include municipalities, school districts, and special districts within the Arapahoe County limits and the State of Colorado. The Arapahoe County Clerk and Recorder shall be designated as the Coordinated Election Official (hereinafter “CEO”) and the Jurisdiction hereby identifies Stephanie Carlile as its Designated Election Official (hereafter “DEO). FURTHER, the Parties agree as follows: Page 218 of 376 Arapahoe County Elections IGA Page 3 SECTION I. PURPOSE AND GENERAL MATTERS 1.01 DEFINITIONS. A. “Address Library Report” means the address report from the Secretary of State voter registration system that defines street addresses and precincts within the jurisdiction. B. “Coordinated Election Official” (hereinafter “CEO”) shall mean the County Clerk and Recorder who shall act as the “coordinated election official,” as defined within the Code and Rules and, as such, shall conduct the election for the Jurisdiction for all matters in the Code and the Rules which require action by the CEO. C. "Colorado Election Code" or “Code” means any part of the Uniform Election Code of 1992, (Articles 1- 13 of Title 1, C.R.S.) or any other Title of C.R.S governing participating Jurisdiction's election matters, as well as the Colorado Constitution, and the State of Colorado Secretary of State (SOS) Rules. D. “Coordinated Election" means an election where more than one jurisdiction with overlapping boundaries or the same electors holds an election on the same day and the eligible electors are all registered electors, and the County Clerk is the Coordinated Election Official for the jurisdictions. E. “Contact Officer” means the individual who shall act as the primary liaison or contact between the Jurisdiction and the County Clerk. The Contact Officer shall be that person under the authority of the County Clerk who will have primary responsibility for the coordination of the election for the Jurisdiction and the procedures to be completed by the County Clerk hereunder. F. “Designated Election Official" (hereinafter “DEO”) means the individual who shall be identified by the Jurisdiction to act as the primary liaison between the Jurisdiction and the Contact Officer and who will have primary responsibility for the conduct of election procedures to be handled by the Jurisdiction hereunder. To the extent that the Code requires that an Election Official of the Jurisdiction conduct a task, the DEO shall conduct same. G. “IGA” or “Agreement” means this Intergovernmental Agreement between the County and the Jurisdiction for election coordination. H. “Jurisdiction” means a political subdivision as defined in § 1-7.5-103(6), C.R.S. and referenced in the Code and, in this Agreement, is interpreted to refer to the City of Englewood. I. “Logic and Accuracy Test” means a test of all electronic and electromagnetic voting equipment to test mail, provisional and audio ballots, in accordance with § 1-7-509, C.R.S. by processing a preaudited group of ballots. J. “Mail Ballot Packet” means the packet of information provided by the CEO to eligible electors in the mail ballot election. The packet includes the ballot, instructions for completing the ballot, and a return envelope. § 1-7.5-103(5), C.R.S. Page 219 of 376 Arapahoe County Elections IGA Page 4 K. “Post Election Audit” means such audit as set forth substantially in the Colorado Election Code. L. “Precinct” means an area with established boundaries within a political jurisdiction used to establish election districts. M. “Proposed Jurisdiction” means a jurisdiction which may be formed pursuant to this election which is not yet identified by a tax authority code in the County Assessor database. When the context of this Agreement so requires, a Proposed Jurisdiction will simply be referred to as a Jurisdiction. N. “SOS” means the Colorado Secretary of State. O. “Election Calendar” means the “2022 General Election – Abridged Calendar Key Dates for Coordinating Jurisdictions,” attached hereto as Attachment B, which is based upon and incorporates the most recent election calendar as published on the SOS website located at www.sos.state.co.us. P. “TABOR” means a ballot issue that is governed by article X, § 20 of the Colorado Constitution. Q. “UOCAVA voters” means military personnel and overseas civilians who are registered to vote and receive services under the Uniformed and Overseas Citizens Absentee Voting Act of 1986 and the Military and Overseas Voter Empowerment Act of 2009. 1.02 JURISDICTIONAL LIMITATION. A. The Jurisdiction encompasses territory within Arapahoe County. This Agreement shall be construed to apply only to that portion of the Jurisdiction within Arapahoe County. SECTION II. COUNTY/JURISDICTION RESPONSIBILITIES 2.01 JOINT RESPONSIBILITIES. Nothing herein shall be deemed or construed to relieve the County or the Jurisdiction from their official responsibilities for the conduct of the election as generally set forth in the Colorado Election Code. All parties shall: B. Familiarize themselves and adhere to all applicable provisions and timelines of the Colorado Election Code while performing their official responsibilities for the conduct of the election, unless superseded by other legal authority. C. Enforce all applicable provisions of the Fair Campaign Practices Act. D. Review and execute this IGA with all required signatures on or before the deadline set forth in § 1-7- 116(2), C.R.S. E. Confirm they have sufficient funds available and appropriated in an approved budget to pay their expenses for this election. Page 220 of 376 Arapahoe County Elections IGA Page 5 F. All parties shall remain cognizant of their obligations under article XXIX of the Colorado Constitution at all times during the election process, from the signing of this IGA to final certification of election results to the SOS. 2.02 COUNTY RESPONSIBILITIES. The County shall perform the following duties: G. Designate a Contact Officer to provide assistance and information to the DEO of the Jurisdiction on matters relating to the conduct of this election. Such information shall not include legal advice. H. Maintain voter records and an address library for Arapahoe County voters within the Colorado SCORE voter registration database. Comply with Colorado SOS and Arapahoe County cyber-security recommendations to protect confidential voter information. I. Send a certified list of registered voters to the Jurisdiction via secure online method if requested by the DEO of the Jurisdiction. J. In order to identify which addresses are eligible to receive and vote on the Jurisdiction’s ballot question, the County shall perform the following duties for the Address Library: a. Use the Colorado SCORE voter registration database to produce an Address Library Report that indicates residential street ranges included within the boundaries of the Jurisdiction. b. Provide the Jurisdiction with the Address Library Report in an electronic format, along with an Acknowledgement Form that the Jurisdiction should use to confirm the accuracy of the ranges, the accuracy of the map of the Jurisdiction’s boundaries as found on ArapaMAP or note any errors, omissions, and/or corrections. c. Verify any errors, omissions, and/or corrections identified by the Jurisdiction against County Assessor data, and where appropriate, modify street ranges to accurately define the eligible electors within the Jurisdiction. K. Receive certified ballot content from the Jurisdiction in electronic format. Layout the text of the official ballot using the certified content without any modifications or formatting changes. Provide an electronic proof of the ballot to the Jurisdiction’s DEO via email for written approval prior to final production. Post a sample ballot to www.arapahoevotes.gov . a. Pursuant to § 1-5-905, C.R.S., and SOS Rule 4.1.2, the County is required to provide in-person and sample ballot translations for all ballot content in Spanish in Coordinated Elections using a translator subject to the requirements of the Code and SOS Rules 4.8.8 and 4.8.9. b. The County will be responsible for obtaining a Spanish translation of the Jurisdiction’s ballot content from the County’s certified translation vendor. Cost of Spanish translation will be included in shared election cost calculations. Page 221 of 376 Arapahoe County Elections IGA Page 6 c. To the extent that the Jurisdiction includes territory in more than one county, the County will coordinate with the Jurisdiction and the other county or counties to determine responsibility for obtaining a Spanish translation so that only one translation is completed for each ballot issue or question and that the same translated version is used by each county. L. Determine the number and letter of each ballot issue and question for the Jurisdiction and any other coordinating jurisdictions participating in the election, in accordance with SOS Rule 4.5.2: a. If the Jurisdiction is entirely contained within Arapahoe County, the County has authority to set the ballot measure order and number. b. If the Jurisdiction includes territory in more than one county, the County will coordinate with the other applicable counties for purpose of determining the controlling county and agreeing upon ballot measure numbers for shared issues and questions. M. Conduct a Logic and Accuracy Test in accordance with § 1-7-509, C.R.S. Invite the Jurisdiction to participate along with the Testing Board to verify the accuracy of electronic vote tabulation equipment. Post a public notice of the Test seven (7) days in advance. N. Provide a candidate hotline at 303-734-5365, which every candidate running for office in the Jurisdiction (if applicable) shall call to provide the phonetic pronunciation of their name as it appears on their Statement of Intent, title of the office, and Jurisdiction for which they are running. O. Prepare an accessible audio ballot for the electronic ballot marking devices to be made available to voters upon request at any Voter Service and Polling Center. P. Contract with a vendor acceptable to the SOS to print and send Mail Ballot Packets to every active registered voter and transmit ballots electronically to every active registered UOCAVA voter. Q. Publish and post the required legal notice of election pursuant to § 1-5-205(1), C.R.S., for the Jurisdiction’s ballot issues, ballot questions, and/or candidates. R. If the Jurisdiction’s election includes a TABOR issue, the County shall perform the following duties relative to the TABOR Notice: a. Provide a Microsoft Word document template for the TABOR Notice to the Jurisdiction with instructions to submit its certified ballot language, pro/con statements and financial summary for each ballot question or issue governed by TABOR by the deadline listed in Attachment B. b. Prepare the TABOR Notice using the certified content provided by the Jurisdiction, without revision. c. Contract with a printing vendor to produce and mail one copy of the TABOR Notice to every household where an active registered voter of the Jurisdiction resides at the least cost possible in the time frame as required by law. If the Jurisdiction is a special district, the TABOR Notice also will be mailed to every eligible property owner who is not already a registered voter in Arapahoe County. The County may send the TABOR Notice to persons other than electors of the Jurisdiction in an effort to mail the TABOR Notice package at the “least cost.” Page 222 of 376 Arapahoe County Elections IGA Page 7 d. Post the TABOR Notice on www.arapahoevotes.gov. e. Keep a careful and accurate accounting of time, supplies, printing costs and salaries attributable to the County’s TABOR Notice services for the Jurisdiction. The Jurisdiction’s proportional share of actual costs shall be based on the County’s total expenditures relative to the TABOR Notice. S. Hire, instruct and oversee election judges and temporary workers necessary for the conduct of the election. T. Establish and maintain mail ballot 24-hour drop-boxes, and designate and operate Voter Service and Polling Centers as required by the Code. U. Provide trained personnel to pick up sealed ballot containers containing voted ballots from every Voter Service and Polling Center and 24-hour drop-box each business day. Provide a replacement sealed empty ballot container(s), except if the location is a stand-alone 24-hour drop-box. V. Provide the necessary equipment, the adequately trained personnel, and the secure facility, and conduct and oversee the process to receive, verify voter signatures, open, tabulate and store ballots. W. Maintain a record of every eligible voter’s registration and every ballot sent, received, voided and cast using the Colorado SCORE voter registration and election management system. A SCORE download providing an update on every eligible voter’s registration and ballot status will be posted on www.arapahoevotes.gov daily during the voting period. No person will be given preferential treatment regarding the receipt of updated SCORE information, except that the Clerk’s Office may respond to lawful records requests made pursuant to the Colorado Open Records Act. X. Send letters to voters whose mail ballot envelopes are missing a signature, missing identification or have a signature discrepancy, and provide instructions and an affidavit to cure this issue within eight (8) days of Election Day for the ballot to be counted. Conduct the process to receive and verify voter affidavits and where appropriate, cure and count these ballots. Y. Maintain the following reports for all Arapahoe County eligible voters, and publish a public version (excluding confidential voters) on www.arapahoevotes.gov : a. A registered voter list, including the names of eligible electors; b. A turnout list, including the names of eligible electors, precinct number, date mail ballot was sent, and date ballot was issued at a Voter Service and Polling Center. Z. Accept public inquiries by phone at 303-795-4511 and by email at elections@arapahoegov.com. Respond to all correspondence and calls within the County’s expertise relating to election procedures. Refer members of the public and news media to the DEO for any matters pertaining to the Jurisdiction’s race, questions, measures or operations. AA. Post unofficial election results by ballot question after the polls close on Election Night at www.arapahoevotes.gov , and regularly update the unofficial results as more eligible ballots are counted. Election results will not be shared before the online posting. Page 223 of 376 Arapahoe County Elections IGA Page 8 BB. Conduct a recount of the ballots cast if required by law or if requested by the Jurisdiction pursuant to state law. In either scenario, the cost of the recount will be charged to the Jurisdiction. If more than one Jurisdiction is involved in the recount, the cost will be pro-rated among the participating Jurisdictions equally. CC. Prepare and run the required Post Election Risk Limiting Audit in accordance with the Code before certifying election results. DD. Appoint a Canvass Board and conduct a canvass of the votes in order to certify the results of the Jurisdiction's election pursuant to § 1-10-101, C.R.S. Provide the Jurisdiction with a copy of all election statements and certificates which are to be created under the Code. EE. Keep a careful and accurate accounting of time, supplies, printing costs and salaries attributable to the County’s administration of the election. FF. Submit to the Jurisdiction a good faith preliminary cost estimate at the time of this Agreement, an updated cost estimate after the deadline for ballot content to be submitted has passed pursuant to state law, and an itemized invoice for all expenses incurred under this Agreement post-election. a. The County allocates costs using a Weighted Population Average, which reflects the proportionate number of active registered voters in each Jurisdiction on Election Day compared to the sum of all active registered voters in all coordinating jurisdictions for that election (including the County itself). b. The total shared costs attributable to the County’s administration of the election are multiplied by the Weighted Population Average to determine the Jurisdiction’s allocation based on this formula. The final invoice detailing the Jurisdiction’s portion of shared election costs will reflect actual cost totals as well as any changes in the total number of coordinating jurisdictions participating in the election and any increases in active voter count between the cost estimates and Election Day. GG. Store all election records as required by the Code for 25 months in such a manner that they may be accessed by the Jurisdiction, if necessary, to resolve any challenges or other legal questions that might arise regarding the election. 2.03 JURISDICTION RESPONSIBILITIES. The Jurisdiction shall perform the following duties: A. Identify a Designated Election Official to act as liaison between the Jurisdiction and the County. B. Notify the County prior to executing this IGA if the Jurisdiction’s boundaries include property in any other county. C. Review the Address Library Report provided by the County, which determines which residential addresses are within the jurisdiction. View the street ranges in a map format at: http://gis.arapahoegov.com/ArapaMAP/. Confirm the street ranges and/or map are correct and identify any errors, omissions or deletions if necessary. Provide the County with certification of any annexations, Page 224 of 376 Arapahoe County Elections IGA Page 9 inclusions, and/or exclusions to the Jurisdiction, including all supporting documents. Return via email a signed copy of the provided Acknowledgement Form to the County, including any corrections if necessary, by the date set forth in Attachment B. a. If the Jurisdiction is a Proposed Jurisdiction not already identified by a tax authority code in the County Assessor’s records, the Jurisdiction shall provide the County with a certified legal description, map, and a list of street ranges for all streets within the Proposed Jurisdiction on or before eighty (80) days prior to Election Day. If residential addresses are not available, provide a list of the land parcel numbers that are within the boundaries of the Proposed Jurisdiction. D. For elections where owning property in the Jurisdiction is a requirement for voting in the election, the Jurisdiction must perform the following tasks relating to the property owners list: a. Coordinate directly with the Arapahoe County Assessor’s Office to order and pay for an initial and a supplemental certified list of all recorded owners of taxable real and personal property within the Jurisdiction’s boundaries in Arapahoe County, in accordance with § 1-5-304, C.R.S. and by the deadlines in Attachment B. b. Contact Minerva Padron at the Colorado SOS’s Office to receive access to DEO SCORE lookup. (Minerva Padron, 855-428-3555 ext. 6332, minerva.padron@sos.state.co.us). c. Using the list from the Assessor’s Office: i. Remove from the list non-person entities and persons not living in the State of Colorado. ii. Look up the remaining names using the SOS SCORE look-up tool to determine if each person is a registered voter. Remove from the list those individuals who are not registered to vote. iii. Remove from the list persons who reside in the district, as they will already receive a mail ballot. iv. Deliver to the County via email an initial and a supplemental list of property owners who are property owners in the district, registered to vote in the state of Colorado, and not physically residing in the district. Each list should be delivered by the deadline indicated in Attachment B. The list should be a Microsoft Excel spreadsheet and must contain no more than one (1) eligible elector’s name per line. Each line must consist of the following separated fields: eligible elector’s voter identification number, last name, first name, middle name, mailing address, city, state, zip, parcel number, and phone number, if available. E. Directly manage the responsibilities defined in § 1-4-901 to 912, C.R.S. for all candidate petitions for all local election races held by the Jurisdiction, including but not limited to: reviewing the petition format, receiving petitions that are filed, verifying voter validity, determining sufficiency, notifying candidates of sufficiency, responding to protest filings, and cures if applicable. Page 225 of 376 Arapahoe County Elections IGA Page 10 F. Determine the title and text of the Jurisdiction’s ballot races, measures and/or issues using plain, non- technical language, worded with simplicity and clarity. Determine the order of candidates in each race by lot drawing, or if applicable, city/town charter. G. Defer to the County to determine the number and letter of each ballot issue and question, as outlined in Section 2.02. Abstain from communicating or publicizing a ballot issue or question in conjunction with a letter or number before it has been officially determined by the County on the date of ballot content certification under the Code. H. Submit the Jurisdiction’s certified ballot content, verbatim, as it should appear on the ballot for the Jurisdiction’s races, questions and issues to the County. Submit the ballot content via email to Corene Henage at chenage@arapahoegov.com on or before the deadline as set forth within Attachment B. Format the ballot content in a Microsoft Word document in plain text; do not include bold, italic, underline, bullets, tables, strikethrough or indentation. Titles should indicate whether the question is a referred measure or an initiative from a citizen petition. TABOR issues must be in all caps. All other measures and races must be mixed case. (Ballot content submitted to the County after the deadline will not appear on the ballot.) I. Within one business day of receipt from the County, proofread the layout and the text of the Jurisdiction’s portion of the official ballots and provide written notice of acceptance to the County via email to Corene Henage at chenage@arapahoegov.com. J. If the Jurisdiction’s election includes a race, contact all candidates on the ballot and ask them to call the County’s candidate hotline at 303-734-5365 by the deadline indicated in Attachment B and record a voicemail with the phonetic pronunciation of their name, the title of the race and jurisdiction for which they are running. K. If the Jurisdiction’s election includes a TABOR issue, the Jurisdiction shall perform the following duties relative to the TABOR Notice by the relevant deadlines indicated in Attachment B: a. Receive petition representative’s written summary of comments relating to ballot issues/ballot questions. Receive and compile community members’ written summary of pro/con statements relating to ballot issues/ballot questions. b. Prepare a financial summary for each ballot question or issue. c. Prepare a Microsoft Word document using the template provided by the County for the TABOR Notice with the final and exact text of its certified ballot language, pro/con statements and financial summary for each ballot question or issue governed by TABOR by the deadline in Attachment B, delivered to Briana Kacinski at bkacinski@arapahoegov.com. d. Defend and resolve, at the Jurisdiction’s sole expense, all challenges related to the candidates, ballot issues and/or ballot questions, or to the TABOR Notice if applicable, as certified to the County. Page 226 of 376 Arapahoe County Elections IGA Page 11 L. Publish and post any required legal notices for the Jurisdiction’s candidates, ballot issues and/or ballot questions, other than the notice published by the County in conformance with § 1-5-205, C.R.S. A copy of such published legal notice shall be submitted to the County for its records. M. Respond to all correspondence and calls for any matters pertaining to the Jurisdiction’s race, question or measures or operations. Refer members of the public and news media to the County for any matters outside of the DEO’s expertise relating to election procedures. N. Notify the CEO by the statutory deadline whether a recount is required or desired. The Jurisdiction shall reimburse the County for the full cost of the recount. If other Jurisdictions are included in the recount, the cost of the recount will be prorated among the participating Jurisdictions as per § 1-10.5- 101, C.R.S. O. Remit to the County the total payment for the Jurisdiction’s prorated share of costs for the printing and mailing of ballots, TABOR Notice (if required), any additional or unique election costs resulting from Jurisdiction delays and/or special preparations or cancellations, and all other election expenses within sixty (60) days from the date of receipt of an invoice from the County. SECTION III. CANCELLATION OF ELECTIONS 3.01 CANCELLATION OF ELECTION BY THE JURISDICTION. In the event that the Jurisdiction resolves not to hold the election, notice of such resolution shall be provided to the CEO immediately. The Jurisdiction shall be liable for the full actual costs of the activities of the CEO relating to the election incurred before receipt of such notice and activities of the CEO relating to cancelling the election after the receipt of such notice. The Jurisdiction shall provide and post notice by publication as defined in the Code. In the event that the Jurisdiction resolves not to hold the election after the last day for the DEO to certify the ballot order and content to the CEO (see Attachment B), the text provided by the Jurisdiction cannot be removed from the ballot and/or the Ballot Issue notice (TABOR Notice). SECTION IV. MISCELLANEOUS 4.01 NOTICES. Any and all notices required to be given by this Agreement are deemed to have been received and to be effective: (1) three days after they have been mailed by certified mail, return receipt requested; (2) immediately upon hand delivery; or (3) immediately upon receipt of confirmation that an email or fax was received; to the address of a Party as set forth below or to such Party or addresses as may hereafter be designated in writing: To County: Joan Lopez Arapahoe County Clerk and Recorder’s Office Page 227 of 376 Arapahoe County Elections IGA Page 12 Elections Division 5334 S. Prince St. Littleton, Colorado 80120 Fax: (303) 794-4625 Email: jlopez@arapahoegov.com To Jurisdiction: Stephanie Carlile City Clerk and Designated Election Official 1000 Englewood Parkway Englewood CO 80110 Email: scarlile@englewoodco.gov Phone: 13037622405 4.02 TERM OF AGREEMENT. The term of this Agreement shall continue until all statutory requirements concerning the conduct of the election and the creation, printing, and distribution of the TABOR Notice, if needed, are fulfilled. 4.03 AMENDMENT. This Agreement may be amended only in writing, and following the same formality as the execution of the initial Agreement. 4.04 INTEGRATION. The Parties acknowledge that this Agreement constitutes the sole and entire Agreement between them relating to the subject matter hereof and that no Party is relying upon any oral representation made by another Party or employee, agent or officer of that Party. 4.05 CONFLICT OF LAW. In the event that any provision in this Agreement conflicts with the Code or other statute, this Agreement shall be modified to conform to such law. 4.06 TIME OF ESSENCE. Time is of the essence for this Agreement. The time requirements of the Code shall apply to completion of the tasks required by this Agreement. Failure to comply with the terms of this Agreement and/or the deadlines in Attachment B or the Code may result in consequences up to and including termination of this Agreement. 4.07 GOOD FAITH. Page 228 of 376 Arapahoe County Elections IGA Page 13 The parties shall implement this Agreement in good faith, including acting in good faith in all matters that require joint or general action. 4.08 NO WAIVER OF GOVERNMENTAL IMMUNITY ACT. The Parties understand and agree that the County, its commissioners, officials, officers, directors, agents, and employees, are relying on, and do not waive or intend to waive by any provisions of this Agreement, the monetary limitations or any other rights, immunities, protections or defenses provided by the Colorado Governmental Immunity Act (the “CGIA”), §§ 24-10-101 to 120, C.R.S., or otherwise available to the County or the Jurisdiction. To the extent the CGIA imposes varying obligations or contains different waivers for cities and counties, both the Jurisdiction and the County agree that they will remain liable for their independent obligations under the CGIA, and neither party shall be the agent of the other or liable for the obligations of the other. 4.09 NO THIRD PARTY BENEFICIARIES. The enforcement of the terms and conditions of this Agreement and all rights of action relating to such enforcement shall be strictly reserved to the County and the Jurisdiction, and nothing contained in this Agreement shall give or allow any such claim or right of action by any other or third person under such Agreement. 4.10 GOVERNING LAW: JURISDICTION AND VENUE. Unless otherwise agreed in writing, this Agreement and the interpretation thereof shall be governed by the laws of the State of Colorado. Venue for any and all legal actions arising under this IGA shall lie in the District Court in and for the County of Arapahoe, State of Colorado. 4.11 SEVERABILITY. Should any provision of this Agreement be determined by a court of competent jurisdiction to be unconstitutional or otherwise null and void, it is the intent of the parties hereto that the remaining provisions of this Agreement shall be of full force and effect. 4.12 ATTACHMENTS. The following attachments are incorporated herein by this reference. Attachment A – 2022 Preliminary Cost Estimate Attachment B – Key Dates for Coordinating Jurisdictions (subject to updates) END OF PAGE Page 229 of 376 Arapahoe County Elections IGA Page 14 Arapahoe County _______________________________________ _____________________ Joan Lopez, Coordinated Election Official Date Clerk and Recorder _______________________________________ _____________________ Stephanie Carlile,City Clerk Date Designated Election Official Page 230 of 376 Jurisdiction's Share of Total Election Costs Based On: Total Jurisdiction Active Registered Voters 22,432 ÷ Sum of Active Registered Voters for all Coordinating Entities 764,764 = Weighted Population Average (WPA)0.029332 Election Expenses for Coordinated Election Total Cost County Staff Permanent staff overtime compensation (after 9/09/2022)20,000.00$ Temporary election staff compensation (after 9/09/2022)50,000.00$ Total 70,000.00$ Election Judges Election Judge training materials 5,000.00$ Election Judge compensation (VSPCs & ballot processing)450,000.00$ Election Judge communications 300.00$ Total 455,300.00$ Ballot and Envelope Printing (Mail, in-person, test, etc.) Mail Ballot Printing 140,000.00$ Ballot envelopes (outgoing, return and labels)90,000.00$ Voter instructions, secrey sleeves, inserts 80,000.00$ Ballot shipping fees 25,000.00$ Ballot-on-Demand supplies (card stock, toner, etc)8,000.00$ Total 343,000.00$ Ballot Printing, Programming & Insertion Vendor onsite election support (3rd party vendor only)-$ Ballot layout and programming (3rd party vendor only)-$ Ballot insertion and mailing fees (3rd party vendor only)125,000.00$ BOD Ballot Programming (3rd party vendor only)-$ Total 125,000.00$ VSPC Location Costs VSPC set up expenses 8,000.00$ VSPC location rental expenses -$ Signage 2,000.00$ Office Supplies (pens, forms, etc.)2,500.00$ Electronic equipment for VSPCs purchased/leased 60,000.00$ Vehicle expenses (rentals, mileage etc)20,000.00$ Ballot and equipment delivery/collection 10,000.00$ Remote connectivity expenses (Wifi)2,000.00$ Total 104,500.00$ Security Expenses related to Judges and VSPCs Transfer cases and portable ballot boxes -$ Security personnel costs 2,000.00$ CBI background checks for Election Judges/temp staff 12,000.00$ ATTACHMENT A - PRELIMINARY COST ESTIMATE City of Englewood NOV. 8, 2022 ELECTION COORDINATING COSTS (with TABOR issue) Page 231 of 376 Total 14,000.00$ Election Notices & Translation Costs Statutory notice of election 200.00$ TABOR Notice - printing and production 79,394.75$ Spanish Translation (Sample/In-person ballot)2,000.00$ Total 81,594.75$ Postage Mail Ballot Postage 67,890.00$ TABOR Notice Postage 30,000.00$ Mail Ballot Undeliverable/Return Postage Due 15,000.00$ Total 112,890.00$ Total Election Expense 1,306,284.75$ x Weighted Population Average (WPA) 0.0293$ Total Due to Arapahoe County 38,315.85$ Page 232 of 376 Attachment B Revised July 2022 1 2022 General Election - Abridged Calendar Key Dates for Coordinating Jurisdictions Resource provided by Arapahoe County Elections. Use this as a reference guide only. Always refer to the Colorado Constitution, Revised Statutes and Secretary of State rules for applicable provisions. Find a complete election calendar at: https://www.sos.state.co.us/pubs/elections/calendars/2022ElectionCalendar.pdf Date Event Reference Accountable July 2022 21-Jul Deadline for County Clerk to provide Election Plan to the Secretary of State (110 days prior) 1-7.5-105(1) Rule 7.1.1 County Clerk 29-Jul Deadline for Jurisdiction to notify County Clerk of intent to coordinate in the election (100 days prior) 1-1-106(5) 1-7-116(5) Jurisdiction August 2022 30-Aug Deadline for Jurisdiction to return Address Library Report acknowledgment form with any necessary revisions to County Clerk (70 days prior) IGA Jurisdiction 30-Aug Deadline for County Clerk and coordinating jurisdictions to sign intergovernmental agreement (70 days prior) 1-7-116(2), Rule 4.1.2 Jurisdiction, County Clerk 30-Aug Deadline for candidates to record their name on a phone voice mail provided by County Clerk for the audio ballot Rule 4.6.2. IGA Candidates September 2022 7-Sep Deadline for Jurisdiction to certify ballot content to County Clerk for Spanish translation (58 days prior) IGA 1-5-203(3); 1-5-905 Jurisdiction 9-Sep Deadline for Jurisdiction to order initial property owner list from County Assessor (60 days prior) IGA Jurisdiction 23-Sep Last day for Jurisdiction to accept pro/con comments pertaining to local ballot issues for the TABOR Notice (by noon the Friday before 45th day before the election) 1-7-901(4) Voters, Petition Reps, Jurisdiction 24-Sep Deadline to send mail ballots to military and overseas electors. (No later than 45 days before the election) 1-1-106(5) 1-8.3-110(1) County Clerk 26-Sep Deadline for Jurisdiction to provide initial list to County Clerk of eligible property owners to receive ballots and TABOR notice (43 days prior) IGA Jurisdiction 26-Sep Deadline for Jurisdiction to deliver full text of TABOR issue notices to County Clerk (43 days prior) 1-7-904 Jurisdiction October 2022 7-Oct Deadline for County Clerk to mail TABOR Notice to registered voter households on behalf of all coordinating jurisdictions (30 days prior) Art. X, Sec. 20(3)(b) 1-1-106(5) Rule 4.3.1 County Clerk 7-Oct Deadline for Jurisdiction to order supplemental list of property owners from County Assessor (30 days prior) IGA Jurisdiction Page 233 of 376 Attachment B Revised July 2022 2 12-Oct Deadline for Jurisdiction to withdraw a ballot issue or question from the ballot (25 days prior) 1-5-208(2) Jurisdiction 12-Oct Deadline for Jurisdiction to provide supplemental list of eligible property owners to County Clerk (25 days prior) IGA Jurisdiction 17-Oct First day County Clerk can mail ballots to voters, excluding UOCAVA voters (22 days prior) 24-hour ballot drop boxes will be open for ballot return 1-7.5-107(3)(a)(I) Rule 7.2.3 County Clerk 17-Oct Deadline to register to vote through a Voter Registration Drive and receive a mail ballot (22 days prior or day after holiday) 1-2-201(3)(b)(I) Voters 18-Oct Deadline for County Clerk to conduct the public Logic and Accuracy Test (21 days prior) Rule 11.3.2(a) County Clerk 19-Oct Deadline for County Clerk to publish notice of election in newspaper (20 days prior) 1-1-104(34) 1-5-205(1)(a) County Clerk 24-Oct First day that County may count ballots. (15 days prior) No results may be disclosed until 7 p.m., Election Day 1-7.5-107.5 County Clerk 24-Oct First day Voter Service & Polling Centers must be open (Beginning at least 15 days before and continuing through election day, except Sundays and the first Saturday of this period) 1-5-102.9(2) Rule 7.8.1 County Clerk 31-Oct Deadline for voters to register to vote or make updates and still receive a mail ballot (Through the 8th day prior) 1-2-201(3)(b)(III) 1-2-201(4) 1-2-508(3)(a)(1) Voters 4-Nov Deadline to return a completed Certificate of Appointment to County Clerk to appoint watchers observe election activities on Election Day (earlier if want to observe earlier days) 1-7-107 Candidate, Ballot Issue Proponents or Opponents November 2022 8-Nov General Election (Voter Service and Polling Centers and Ballot Drop-Off locations open 7 a.m. - 7 p.m.) 1-1-104(17) 1-4-201 Rule 7.9.1(b) County Clerk, Voters 16-Nov Deadline for UOCAVA (military and overseas) ballots to be received by Clerk to be received (8 days after) 1-8.3-111 and 113 Rule 16.1.5 Voters 16-Nov Deadline for voters to cure signature discrepancy or missing signature, and/or to provide missing ID for mail and provisional ballots (8 days after) 1-7.5-107(3.5)(d) 1-7.5-107.3 (2)(a) 1-8.5-105(3)(a) Voters 29-Nov Deadline for County Clerk to complete risk-limiting audit (21 days after) Rule 25.2.3(d) County Clerk 30-Nov Deadline for County Clerk to canvass and certify the election (22 days after) 1-10-102(1) 1-10-103(1) Rule 10 County Clerk Page 234 of 376 Attachment B Revised July 2022 3 December 2022 1-Dec Last day for Jurisdiction to provide written notice to Clerk to waive an automatic recount of a referred ballot issue or question that failed (23 days after) 1-10.5-103 Jurisdiction 6-Dec Deadline for interested parties to request a recount of election results at their own expense (28 days after) 1-10.5-106(2) Any eligible individual 13-Dec Deadline for County Clerk to complete a statutory recount of any race (35 days after) 1-10.5-102(2) 1-10.5-103 County Clerk 15-Dec Deadline for County Clerk to complete a requested recount (37 days after) 1-10.5-106(2) County Clerk Note on Computation of Time NOTE If the last day for any act to be done or the last day of any period is a Saturday, Sunday, or legal holiday and completion of the act involves a filing or other action during business hours, the period is extended to include the next day which is not a Saturday, Sunday, or legal holiday. 1-1-106(4) If a statute or rule requires doing an act in "not less than" or "no later than" or "at least" a certain number of days or "prior to" a certain number of days or a certain number of months before the date of an election, the period is shortened to and ends on the prior business day that is not a Saturday, Sunday, or legal holiday. 1-1-106(5) Page 235 of 376 City of Englewood, Colorado Contract Approval Summary CAPITAL ONLY Capital Operating Year Tyler / New World Project # / Task#Fund Division Object Line Item Description O 2022 02 602 Election O 2022 02 602 Professional Services Total by Fund - Current Year C O Total by Fund - Year Two Grand Total CAPITAL & OPERATING EXPENSE Page 236 of 376 A B C 1 = A-B-C Budget Spent to Date Contract Amount Budget Remaining $35,000 -$ 35,000.00$ 40,000.00$ 2,588.00$ 3,315.85$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 75,000.00$ 2,588.00$ 38,315.85$ 34,096.15$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 75,000.00$ 2,588.00$ $0.00 34,096.15$ Page 237 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Shawn Weiske DEPARTMENT: Human Resources DATE: August 15, 2022 SUBJECT: Approval of Englewood Police Benefit Association (EPBA) Contract DESCRIPTION: Approval of Englewood Police Benefit Association (EPBA) Contract RECOMMENDATION: Approval of Englewood Police Benefit Association (EPBA) Contract PREVIOUS COUNCIL ACTION: SUMMARY: Under the terms within the Englewood Home Rule Charter Article XV, Englewood Employee Relations and Career Service Systems Act, the City is required to collectively bargain with its certified employee organizations. The City currently has recognized two organizations: Englewood Employee Association (EEA) and the Englewood Police Benefit Association (EPBA). The current contract of the EPBA expires on December 31, 2022. During negotiations, the City was represented by Human Resources Director Shawn Weiske, Finance Director Jackie Loh, Deputy City Attorney Victoria McDermott, Senior Human Resources Business Partner Alexa Hahn-Dunn, and Police Chief Sam Watson (collectively, the Bargaining Team). City Manager Shawn Lewis, Assistant City Manager Tim Dodd and City Attorney Tamara Niles were kept apprised of the City’s bargaining positions and the Bargaining Team’s recommendations as negotiations moved toward an agreement. City Staff and the EPBA formally met on four (4) occasions over approximately eight (8) weeks. Additional negotiations were conducted via email to finalize a tentative agreement. The disruptions and uncertainty brought about by COVID-19, inflation, recruiting and retention challenges, and rising healthcare costs were all considered when the new CBA was negotiated. Both parties negotiated in good faith and believe the terms for the proposed 2023 – 2024 CBA address the unique economic and societal challenges we are currently facing while ensuring long-term financial sustainability. The EPBA and City staff deem their negotiations a success and, together, are recommending adoption of the proposed CBA. Page 238 of 376 ANALYSIS: With respect to the specific CBA Articles that were the subjects of negotiation: Article 1: Duration of Contract • Change “Conclusion Date”: December 31, 2024 • Change dates in “Contract” to January 1, 2023 and December 31, 2024 (2 year agreement) • Change “Effective Date” to January 1, 2023 Article 6: Bidding Procedures for Shift Assignment • Officers involuntarily transferred from a Specialized Assignment to the Patrol Bureau will have the ability to bid on vacant shift assignments ; vacant assignments are determined by the Chief prior to the bidding process. Article 9: Compensation • The City shall provide a total of a 5% increase above 2022 pay rates, distributed according to the following schedule: • First full pay period in August 2022: City shall provide a cost of living adjustment equal to 70% of the 5% as reflected by the City’s payroll records as of the last full pay period of July 2022. • First Full Pay Period in January 2023: City shall provide a cost of living adjustment equal to 30% of the remaining 5% as reflected by the City’s payroll records as of the last full pay period in July 2022. • First full pay period in January 2024: City shall provide a cost of living adjustment equal to 5% of 2023 pay rates. Article 11: Overtime Work, Overtime Pay & Compensatory Time Off • Compensatory Time carry over amount increased from 48 hours to 50 hours to correspond to Officers working a 4/10 schedule. Article 12: Callback • Non-emergency call out pay increase from 2 hours to 2.5 hours. Article 14: Clothing Allowance • Section I: City will furnish jackets to the Detective Bureau in addition to those already receiving jackets. • Section I(A): Non-uniform assignments receive an initial lump sum payment increase from $1,200 to $1300. The repayment amount is raised commensurate from $100 monthly to $108.33 monthly. • Section I(B): Monthly clothing allowance for officers increased from $100 per month to $108.33 per month for officers assigned a non-uniform assignment. • Section IV: Increase boot allowance from $200 to $210. City will replace boots if boots become unserviceable during the calendar year. Article 15: Paid Time Off • Section 1: Annual PTO accrual increase from 128 hours to 130 hours for 5-9 years and from 168 hours to 170 hours for 20-24 years to correspond to a 4/10 schedule. • Section VI: Increase from 24 hours of emergency PTO to 30 hours; available usage is based on impact to public safety. Article 16: Holidays & Holiday Leave • Addition of Veteran’s Day as an 11th Holiday (increase from 100 hours to 110 hours of holidays) • Replace “Overtime Pay” with “Holiday Premium Time” Article 20: Sick Leave and Salary Continuation Page 239 of 376 • Section I(F): Change the ability for the City to request a Doctor’s note for three (3) consecutive absences to four (4) absences to be in compliance with Healthy Families Workplace Act. • Salary Continuation section to include: “Employees covered by Colorado’s Family Medical Leave Insurance program (“FAMLI”), including under C.R.S. § 8-13.3-514, are ineligible.” Article 22: Medical Insurance • Re-opener to discuss Medical Insurance, within the scope of bargaining, upon the City renewing medical providers in Summer of 2022. Article 23: Retiree Health Insurance Assistance • Retirement shall mean that the officer separated under the applicable rules for “normal” retirement under FPPA or the employee is fifty-five (55) years old with twenty (20) years of service with the Englewood Police Department. • Eliminate benefit once retiree reaches Medicare eligibility age for those who retire after January 1, 2023. Article 29: Grievance Procedure • Replace “City Manager” with “HR Director” in Step 3 of the Grievance Procedure • A grievance involving pay or benefits may go directly to Step 3 with notification to the Chief The focus of the Collective Bargaining process for the City in 2022 was to further pursue the City’s goal of becoming an “employer of choice” while simultaneously seeking operational efficiencies, clarifying contract language, and maintaining fiscal sustainability. If the City Council were not to agree to this Collective Bargaining Agreement, it would then force both the City and the EPBA into binding arbitration. COUNCIL ACTION REQUESTED: Staff recommends that the City Council approve the Agreement between the City of Englewood and the Englewood Police Benefit Association. FINANCIAL IMPLICATIONS: The new CBA provides: • a 5% annual salary increase each year of the contract for each covered employee; • increase clothing allowance and boot allowance to keep rate with inflation; • add an additional holiday of Veteran’s Day, increasing the holiday “days” to 11; • eliminate retiree health subsidy once retiree reaches Medicare age for all staff retiring on or after January 1, 2023. ATTACHMENTS: Proposed 2023-2024 EPBA CBA PowerPoint Presentation EPBA Proposed 2023-2024 CBA Terms Page 240 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Christina Underhill DEPARTMENT: Parks, Recreation & Library DATE: August 15, 2022 SUBJECT: CB 46 - Approve a bill for an ordinance amending the Off-Leash Ordinance. DESCRIPTION: CB 46 - Approve a bill for an ordinance updating the current off-leash ordinance. Removal of the word "temporary" in the description of Jason park fencing. Updating the location of off-leash from northwest to northeast area at Jason park. The remaining ordinance will remain the same. RECOMMENDATION: Staff recommends approval of a bill for an ordinance establishing park rules and regulations regarding off-leash dog privileges. PREVIOUS COUNCIL ACTION: 2001 • City Council approved Council Bill No.36, Ordinance No. 3, Series of 2001 an Ordinance amending the Title 7, Chapter 1A of the Englewood Municipal Code 2000, pertaining to dogs and cats. This Bill made it unlawful for a dog to be off-leash running at large. 2002 • City Council approved Resolution No. 4, Series of 2002 establishing a Pilot Park Program for off-leash dogs. • On December 30, 2002, staff recommended the pilot program be retained on a permanent basis for the 5 off-leash parks (Jason, Northwest, Bates Logan Duncan, Centennial). 2003 • Off-leash privileges revoked by City Council for Bates Logan Park. • March 30--Council hears staff presentation regarding public education and enforcement of off-leash dogs’ rules. Council asks Parks & Recreation Board for recommendation regarding the off-leash program. • June 22--City Council directs staff to postpone further discussion on the recommendations until Council can meet in person. 2004 • A presentation regarding unsatisfactory turf conditions related to off-leash at Jason Park was presented to council by the Director of Parks and Recreation. 2009 • July 14-- After numerous complaints from residents regarding off leash at Jason Park. Staff presented possible solutions for off-leash at Jason Park. o Designated times and days o Limit to defined areas of the park Page 241 of 376 o Remove Jason as an off-leash area o Eliminate all off-leash areas and keep Canine Corral as the only off-leash park. o Add natural barriers or fencing o Construct another off formal dog park • October 5—A public hearing was held to discuss the designated off-leash hours and potential off-leash changes. • October 19—City Council approved the following off-leash hours for Jason, Centennial, Duncan, and the Northwest Greenbelt parks to be effective January 1, 2010. Specifically: March 1 through October 31 — off-leash hours from 6:00 to 11:00 am and 6:00 to 11:00 pm; and November 1 through February 28 or 29 — 100% off-leash hours (no restriction on off-leash hours). 2020 • March 30--Council hears staff presentation regarding public education and enforcement of off-leash dogs’ rules. Council asks Parks & Recreation Board for recommendation regarding the off-leash program. • June 22--City Council directs staff to postpone further discussion on the recommendations until Council can meet in person. • July 6--City Council asks staff to bring the Board recommendations before Council at the next available date. • July 20, 2020 – The Parks and Recreation Commission Subcommittee presented its recommendations to City Council for the off-leash program. • At the July 20, 2020 Council meeting Council requested new recommendations for the off-leash program in addition to the Parks and Recreation Commission’s recommendations. A task force was established and a mediator was contracted to oversee the meetings. • December 14, 2020 after the Off-Leash Task Force convened five times the recommendation was made to Council to produce a POLCO survey to find out how the residents feel about the off-leash program and potential recommendations the Off-Leash Task Force had discussed. 2021 • April 26, 2021 POLCO presented the dog park survey results. At this meeting Council recommended the Off-Leash Task Force meet one more time to discuss the survey results and possible recommendations for the off-leash program. • June 9, 2021 The Off-Leash Task Force met to review survey data and provide recommendations/ vote on various options related to the off-leash program. • August 23, 2021 Parks and Recreation staff along with the Parks and Recreation Commission Subcommittee presented the off-leash data and the subcommittee recommendations for the off-leash program. The three options provided were: Option 1: Accept the recommendations of the Parks and Recreation Commission. Option 2: Council reviews each off-leash park and proposed off-leash park to determine if it should be off-leash and if it should be fenced. Option 3: Make no changes to the off-leash program. • September 13, 2021- City Council reviewed each recommendation of the Off-Leash Task Force and the Parks and Recreation Commission. Council gave staff specific direction on a park -by-park basis which formed the off-leash ordinance. • October 4, 2021 – Ordinance No. 54-2021 was passed 2022 • July 25, 2022- After the temporary fence was vandalized numerous times at Jason Park Council changed the temporary fence to a permanent chain link fence. Page 242 of 376 SUMMARY: There are two items in the Ordinance being updated: Remove the word "temporary" and change northwest to northeast in section 7-1A-3: Running at Large. B. Exceptions: 1. Jason Park, on the north side of the park only, as separated by fencing from the south/playground area; but in the northwest northeast corner of the park only, when north to south temporary fencing is installed to separate the off-leash portion of the park from areas used for youth sports or other events; and only during the hours of 6 a.m. to 11 a.m. and 6 p.m. to 11 p.m. (with hours expanded to 6 a.m. to 11 p.m. from November 1 through February 28). ANALYSIS: In June 2022, a temporary fence was installed to assist in separating the off-leash area from the multiuse field. After being vandalized numerous times a recommendation to install a permanent fence was made. On July 25, 2022, the majority of City Council moved to have a permanent fence installed at Jason Park in place of where the temporary fence was. The separation was to help with the many years of off-leash conflicts and youth sports occurring on the multiuse field. The update to the ordinance is addressing a change by removing the word "temporary" fence at Jason to allow for a permanent fence to be installed. As well as, the off-leash area being updated from the northwest area of Jason park to the northeast area. The northwest area is where the multiuse field is located. COUNCIL ACTION REQUESTED: Staff recommends a motion to approve the update in the Bill for an Ordinance establishing park rules and regulations regarding off-leash dog privileges. FINANCIAL IMPLICATIONS: The permanent fence will be just under $10,000 with the two additional 10ft gates and an additional 3ft pedestrian gate to allow easier access to the multiuse and off-leash areas. CONNECTION TO STRATEGIC PLAN: Safety Neighborhoods Community Wellbeing OUTREACH/COMMUNICATIONS: Staff will post on social media and website. Staff will also coordinate with Englewood Unleashed to post updates. Code Enforcement will educate off-leash users. ATTACHMENTS: Council Bill #46 Off Leash Fence- 2022 Updated Page 243 of 376 1 BY AUTHORITY ORDINANCE NO. ____ COUNCIL BILL NO. 46 SERIES OF 2022 INTRODUCED BY COUNCIL MEMBER _________________ A BILL FOR AN ORDINANCE AMENDING TITLE 7, CHAPTER 1, ARTICLE A, SECTION 7-1A-3 OF ENGLEWOOD MUNICIPAL CODE REGARDING FENCING AT JASON PARK FOR OFF-LEASH DOG PRIVILEGES WHEREAS, the City of Englewood provides a unique approach to off-leash dog parks within the City, authorizing specific hours of otherwise on-leash parks for use by off-leash dogs and their owners; and WHEREAS, the City of Englewood implemented off-leash dog privileges at certain City parks when City Council adopted Resolution No. 4, Series of 2002; and WHEREAS, on October 19, 2009, after numerous complaints from residents regarding off-leash dogs at Jason Park, City Council approved specific authorized off-leash hours for the following parks: Jason, Centennial, Duncan, and the Northwest Greenbelt; and WHEREAS, the Parks and Recreation Commission formed the Off-Leash Dog Sub- Committee in October 2018 due to increased complaints from Englewood residents about the off-leash dog park program; and WHEREAS, between November 2018 and April 2019, the Sub-Committee met with Englewood Code Enforcement, Englewood Unleashed and Pirate Youth Sports to discuss off- leash dog parks within the City; and WHEREAS, on March 30, 2020, City Council asked for a recommendation regarding the off-leash dog program after City Staff presented on the current off-leash program, public education efforts, and enforcement of off-leash dog rules; and WHEREAS, on July 20, 2020, City Council requested further study and recommendations regarding off-leash dog parks so the Off-Leash Task Force was established; and WHEREAS, the Off-Leash Task Force convened five times, and on December 14, 2020, recommended to City Council that the City issue a survey to gauge resident support for off-leash dog parks; and WHEREAS, on April 26, 2021, after receipt of survey results, City Council recommended the Off-Leash Task Force discuss the survey results and possible recommendations for the off-leash program; and WHEREAS, on June 9, 2021, the Off-Leash Task Force reconvened to review options for the off-leash program; and Page 244 of 376 2 WHEREAS, on August 10, 2021 the Parks and Recreation Commission Sub-Committee met to discuss survey findings and Off-Leash Task Force data; and WHEREAS, City Council scheduled various study sessions to consider these results and recommendations, along with extensive additional public comment regarding this issue; and WHEREAS, on the 4th day of October, 2021, City Council adopted Resolution No. 36, Series of 2021 establishing off-leash dog privileges at the following City parks: Duncan, Jason, Northwest Greenbelt, and Canine Corral; and WHEREAS, on the 1st day of November, 2021, City Council adopted on second reading Ordinance No. 54, amending Englewood Municipal Code Section 7-1A-3 authorizing certain off- leash dog privileges at specifically-designated times at specifically designated parks within the City; and WHEREAS, after vandalism of temporary fencing as referenced in that ordinance, City Council desires to further amend Englewood Municipal Code Section 7-1A-3 to ensure appropriate fencing can be installed to implement these off-leash dog regulations. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. Amendment of Englewood Municipal Code Title 7, Chapter 1, Article A, Section 7-1A-3 of Englewood Municipal Code (“EMC”) is hereby amended to read as follows (new provisions in italics, deleted provisions struck through): 7-1A-3: Running at Large. A. It shall be unlawful for any domesticated animal owner to allow such animal to run at large. B. Exceptions. Despite the above prohibition, an owner may allow a dog to run at large (off leash) only at the following public parks within the City of Englewood: 1. Jason Park, on the north side of the park only, as separated by fencing from the south/playground area; but in the northeastwest corner of the park only, when north to south temporary fencing is installed to separate the off-leash portion of the park from areas used for youth sports or other events; and only during the hours of 6 a.m. to 11 a.m. and 6 p.m. to 11 p.m. (with hours expanded to 6 a.m. to 11 p.m. from November 1 through February 28). 2. Duncan Park, on the north side of the park only, separated by fencing from the south/playground area of the park; and only during the hours of 6 a.m. to 11 a.m., and 6 p.m. to 11 p.m. (with hours expanded to 6 a.m. to 11 p.m. from November 1 through February 28). Page 245 of 376 3 3. Northwest Greenbelt, the entire park, but only during the hours of 6 a.m. to 11 a.m., and 6 p.m. to 11 p.m. (with hours expanded to 6 a.m. to 11 p.m. from November 1 through February 28). 4. Canine Corral, the entire fenced-in area of the park, hours unrestricted. Section 2. Applicability of Municipal Code During Authorized Off-Leash Hours All other provisions of Englewood Municipal Code regarding animals shall apply to the parks described above even during off-leash hours, including, but not limited to, EMC 7-1A- 2: "At-Risk" and "Dangerous" Behavior Prohibited; and EMC 7-1A-10: Removal of Excrement; Damage to Shrubbery or Plants (requiring owners to immediately remove excrement and prohibiting damage to park landscaping by the dog). Section 3. Revocation of Prior Off-Leash Privileges City Council specifically considered and hereby revokes all off-leash dog privileges at Centennial Park, and does not provide for off-leash privileges at Cushing Park and Emerson Park. To that end, except as specifically authorized in Section 1 above, pursuant to EMC 7- 1A-3: Running at Large, all dogs are prohibited from running at large, including at all other City-owned parks, at non-designated areas of Jason Park and Duncan Park, and outside of the specifically-authorized off-leash hours described in Section 1 above. Section 4. Public Notification Pursuant to EMC 11-4-2 and EMC 11-4-3, the City Manager or the City Manager’s designee shall develop Park Rules and Regulations and install signage consistent with the provisions of this Ordinance, and take all other actions necessary to effectuate Englewood Municipal Code as modified herein. Section 5. General Provisions Applicable to this Ordinance The following general provisions and findings are applicable to the interpretation and application of this Ordinance: A. Severability. If any clause, sentence, paragraph, or part of this Ordinance or the application thereof to any person or circumstances shall for any reason be adjudged by a court of competent jurisdiction invalid, such judgment shall not affect, impair or invalidate the remainder of this Ordinance or its application to other persons or circumstances. B. Inconsistent Ordinances. All other Ordinances or portions thereof inconsistent or conflicting with this Ordinance or any portion hereof are hereby repealed to the extent of such inconsistency or conflict. C. Effect of repeal or modification. The repeal or modification of any provision of the Code of the City of Englewood by this Ordinance shall not release, extinguish, alter, modify, or change in whole or in part any penalty, forfeiture, or liability, either civil or criminal, which shall have been incurred under such provision, and each provision shall be treated and held as still remaining Page 246 of 376 4 in force for the purposes of sustaining any and all proper actions, suits, proceedings, and prosecutions for the enforcement of the penalty, forfeiture, or liability, as well as for the purpose of sustaining any judgment, decree, or order which can or may be rendered, entered, or made in such actions, suits, proceedings, or prosecutions. D. Safety Clauses. The City Council hereby finds, determines, and declares that this Ordinance is promulgated under the general police power of the City of Englewood, that it is promulgated for the health, safety, and welfare of the public, and that this Ordinance is necessary for the preservation of health and safety and for the protection of public convenience and welfare. The City Council further determines that the Ordinance bears a rational relation to the proper legislative object sought to be obtained. This Safety Clause is not intended to affect a Citizen right to challenge this Ordinance through referendum pursuant to City of Englewood Charter 47. E. Publication. Publication of this Ordinance may be in the City’s official newspaper, the City’s official website, or both. Publication shall be effective upon the first publication by either authorized method. F. Actions Authorized to Effectuate this Ordinance. The Mayor is hereby authorized and directed to execute all documents necessary to effectuate the approval authorized by this Ordinance, and the City Clerk is hereby authorized and directed to attest to such execution by the Mayor where necessary. In the absence of the Mayor, the Mayor Pro Tem is hereby authorized to execute the above-referenced documents. The execution of any documents by said officials shall be conclusive evidence of the approval by the City of such documents in accordance with the terms thereof and this Ordinance. City staff is further authorized to take additional actions as may be necessary to implement the provisions of this Ordinance. G. Enforcement. To the extent this ordinance establishes a required or prohibited action punishable by law, unless otherwise specifically provided in Englewood Municipal Code or applicable law, violations shall be subject to the General Penalty provisions contained within EMC § 1-4-1. Introduced, read in full, and passed on first reading on the 15th day of August, 2022. Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 18th day of August, 2022. Published as a Bill for an Ordinance on the City’s official website beginning on the 17th day of August, 2022 for thirty (30) days. Othoniel Sierra, Mayor Page 247 of 376 5 ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk of the City of Englewood, Colorado, hereby certify that the above and foregoing is a true copy of the Bill for an Ordinance introduced, read in full, and passed on first reading on the ___ day of __________, 2022. Stephanie Carlile Page 248 of 376 GateGateGATE 10ft wide 10ft wide 3ft wide 3ft wide 3ft wide Page 249 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Maria D'Andrea, Melinda Goblirsch DEPARTMENT: Public Works DATE: August 15, 2022 SUBJECT: Approval of a Contract for Security Services DESCRIPTION: Approval of a contract to provide security services for EEF and Civic Center properties. This is a Contract for Services for a not-to-exceed amount of $ 500,000.00. RECOMMENDATION: Staff recommends that the City Council approve a contract with Allied Universal Security Services to provide Security Services for the EEF (Englewood Environmental Foundation) properties and for the Civic Center building. PREVIOUS COUNCIL ACTION: This item was discussed and tabled by Council on August 8. SUMMARY: In the beginning of 2022, it was determined that EEF and the City of Englewood would need to terminate a contract with a security vendor not providing the security services agreed to. At the time, the city had a number of separate contracts, with separate security providers, funded by separate departments with differing budgets and security needs. The city was also implementing a security assessment that recommended combining the contracts under one “universal” agreement for efficient, effective and uniform delivery and costs for security. Both unarmed and armed security is required. A Request for Proposal (RFP) was issued May 12, 2022 and five (5) proposals were received. Allied Universal Security Services was selected by a review committee, and the EEF board approved this contract at their meeting on July 21, 2022. ANALYSIS: Staff members reviewed the pricing and qualifications of each respondent to the RFP and scored the proposals on a number of criteria. Scores were available from 1-5 (1 being the best). Allied Universal Security Services was selected, with the lowest (therefore best) overall score. Company Name Final Score Allied Universal Security Services 1.38 Securitas Security Services 1.81 Silverseal 2.31 Page 250 of 376 Denver Metro Protective Services 2.44 Denver Metro Security 2.99 Staff recommends Allied Universal Security Services for the following reasons: • They have the professional qualifications; • They have a history of providing security for government entities; • Their proposed work plan that responds to the services requested in the RFP; • They are familiar with the Civic Center, city procurement polices and billing procedures; • They currently provide armed security for Municipal Court; • They had the lowest price provider among the five (5) proposals received. The EEF / city would enter into a one-year contract with Allied Universal that would extend from August 1, 2022 through July 31, 2023. COUNCIL ACTION REQUESTED: An RFP was published on BidNet to solicit proposals for EEF and COE Security Services. Staff requests the approval of a Contract for Services for Security for a not-to-exceed amount of $500,000.00. FINANCIAL IMPLICATIONS: This contract will be underwritten proportionately per the budgets, funding sources, amount and types of services needed and will be divided between the remaining months of this year and extending into 2023. 9/1/2022- 12/31/2022 02-1005-54201 Budget Supplemental $ 130,000.00 1) 85-8501-54201 Professional Services $ 8,067.00 02-0401-54211 Municipal Court $ 28,600.00 2) 1/1/2023- 08/31/2023 85-8501-54201 Professional Services $ 86,533.00 85-8501-54201 Professional Services $ 192,000.00 02-0401-54211 Municipal Court $ 54,800.00 3) $ 500,000.00 4) The above cost breakdown assumes a pro-rated share between 2022 (9/1 – 12/31) and 2023 (1/1 – 8/31). 1) Budget Supplemental amount requested / approved by Council May 2022. 2) Estimate of 2022 Court Security budget amount remaining; Funds transferred to this contract. 3) Estimate of 2023 Court Security budget amount for this contract. 4) Security contract for a not-to-exceed amount of $500,000. CONNECTION TO STRATEGIC PLAN: Safety OUTREACH/COMMUNICATIONS: Page 251 of 376 Civic Center staff and some library users have submitted multiple requests for improved security at the Civic Center. In response, City staff were informed of the proposal to combine security contracts during the all-staff meeting known as Grub Club on July 21, 2022. ATTACHMENTS: Professional Services Agreement - Redacted Attachment A - Outline Statement of Work - Redacted Proposal with Pricing - Allied Universal - Redacted Contract Approval Summary - CAS - Allied Universal EEF Board Approval Memo PowerPoint Presentation Memo - Allied Universal 8.15.2022 with Attachments Page 252 of 376 $2 Englewood DIVISIONPROCUREMENT CITY OF PROFESSIONAL SERVICES AGREEMENT Contract Number PSA-22-88 SECURITY SERVICES $500,000.00 (Not to exceed) This Professional Services Agreement (the “Agreement”)is made as of this day of ,20_,(the "Effective Date”)by and between Universal Protection Service,LP,DBA Allied Universal Security Services,a California Limited Partnership ("Consu|tant”),and The City of Englewood,Colorado,a municipal corporation organized under the laws of the State of Colorado (“City”). City desires that Consultant,from time to time,provide certain consulting services,systems integration services,data conversion services,training services,and/or related services as described herein,and Consultant desires to perform such services on behalf of City on the terms and conditions set forth herein. In consideration of the foregoing and the terms hereinafter set forth and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the parties hereto, intending to be legally bound,agree as follows: 1.Definitions.The terms set forth belowshall be defined as follows: (a)"|nte||ectua|Property Rights” shall mean any and all (by whatever name or term known or designated)tangible and intangible and now known or hereafter existing (1)rights associate with works of authorship throughout the universe,including but not limited to copyrights,moral rights,and mask- works,(2)trademark and trade name rightsand similar rights,(3)trade secret rights,(4)patents, designs,algorithms and other industrial property rights,(5)all other intellectual and industrial property rights (of every kind and nature throughout the universe and however designated)(including logos,“rental”rights and rights to remuneration),whether arising by operation of law,contract,license,or otherwise, and (6)all registrations,initial applications, renewals,extensions,continuations,divisions or reissues hereof now or hereafter in force (including any rights in anyof the foregoing). (b)“Work Product”shall mean all patents,patent applications,inventions, designs,mask works,processes, methodologies,copyrights and copyrightable works,trade secrets including confidential information,data,designs,manuals,training materials and documentation,formulas, knowledge of manufacturing processes, methods,prices,financial and accounting data, products and product specifications and all other Intellectual Property Rights created, developed or prepared,documented and/or delivered by Consultant,pursuant to the provision of the Services. (c)"Contract"shall mean this instrument,Attachment A the Outline of the Statement of Work,Attachment B Consultant's Proposal,Attachment C Certificate oflnsurance and any instruments,drawings and documents which are attached or incorporated by reference.The Consultant,by executing this Contract,agrees to comply with all such terms and conditions and attachments.In addition, an exhibits rovidedb the 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 Page 253 of 376 Consultant,shall be incorporated and made a part of this Contract. 2.Statements of Work.During the term hereof and subject to the terms and conditions contained herein,Consultant agrees to provide, on an as requested basis,the consulting services,systems integration services,data conversion services,training services,and related services (the “Services”)as further described in Attachment A (the "Outline of Statement of Work")for City,and in such additional Statements of Work as may be executed by each of the parties hereto from time to time pursuant to this Agreement.Each Statement of Work shall specify the scope of work,specifications,basis of compensation and payment schedule,estimated length of time required to complete each Statement of Work,including the estimated start/finish dates,and other relevant information and shall incorporate all terms and conditions contained in this Agreement ' 3.Performance of Services. (a)Performance.Consultant shall perform the Services necessary to complete all projects outlined in a Statement of Work in a timely and professional manner consistent with the specifications,if any,set forth in the Statement of Work,and in accordance with industry standards.Consultant agrees to exercise the highest degree of professionalism, and to utilize its expertise and creative talents in completing the projects outlined in a Statement of Work. (b)Delays.Consultant agrees to(e) notify City promptly of any factor,occurrence,(f) or event coming to its attention that may affect Consultant’s ability to meet the requirements of the Agreement,or that is likely to occasion any material delay in completion of the projects contemplated by this Agreement or any Statement of Work.Such notice shall be given in the event of any loss or reassignment of key employees,threat of strike,or major equipment failure.Time is expressly made of the essence with respect to each and every term and provision of this Agreement. (c)Discrepancies.If anything necessary for the clear understanding of the Services has been omitted from the Agreement specifications or it appears that various instructions are in conflict,Consultant shall secure written instructions from City’s project director before proceeding with the performance of the Services affected by such omissions or discrepancies. (d)Liquidated Damages. Consultant and City recognize that time is of the essence of this Agreement and that City will suffer financial and other losses if the Work is notcompleted and performance not achieved as specified in the Statement of Work.The Parties agree that the actual damages for delay are incapable of calculation.The City expends additional personnel effort in administrating the Contract or portions of it that are not completed on time,and such efforts and the costs thereof are impossible to accurately compute. Accordingly,instead of requiring such proof, City and Consultant agree that as liquidated damages for delay (but not as a penalty)the following damages shall be assessed and are reasonable and equitable: (1).In the event Consultant does not arrive at the start of a scheduled shift,or remain until the end of a scheduled shift, Consultant will incur damages as follows:for Armed Security,at the rate of $320 per incident;for Unarmed Security at the rate of $247 per incident. The Consultant is required to pay the full amount of damages for each violation. 4.Invoices and Payment.Unless otherwise provided in a Statement of Work,City shall pay the amounts agreed to in a Statement of Work within thirty (30)days following the acceptance by City of the work called for in a Statement of Work by City.Acceptance procedures shall be outlined in theStatement of Work.If City disputes all or any portion of an 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org PSA #22-88 Page 254 of 376 invoice for charges,then City shall pay the undisputed portion of the invoice by the due date and shall provide the following notification with respect to the disputed portion of the invoice.City shall notify Consultant as soon as possible of the specific amountdisputed and shall provide reasonable detail asto the basis for the dispute.The parties shall then attempt to resolve the disputed portion of such invoice as soon as possible.Upon resolution of the disputed portion,City shallpay to Consultant the resolved amount. 5.Taxes.City is not subject to taxation.No federal or other taxes (excise, luxury,transportation,sales,etc.)shall be included in quoted prices.City shall not be obligated to pay or reimburse Consultant for any taxes attributable to the sale of any Services which are imposed on or measuredby net or gross income,capital,net worth,franchise, privilege,any other taxes,or assessments,nor any of the foregoing imposed on or payable by Consultant.Upon written notification by City and subsequent verification by Consultant, Consultant shall reimburse or credit,as applicable,City in atimely manner,for any and all taxeserroneously paid by City.City shall provide Consultant with,and Consultant shall accept ingood faith,resale,direct pay,or other exemption certificates,as applicable. 6.Out of Pocket Expenses.Consultant shall be reimbursed only for expenses which are expressly provided for in a Statement of Work or which have been approved in advance in writing by City,provided Consultant has furnished such documentation for authorized expenses as City may reasonably request. 7.Audits.Consultant shall provide such employees and independent auditors and inspectors as City may designate with reasonable access to all sites from which Services are performed for the purposes of performing audits or inspections ofConsultant’s operations and compliance withthis Agreement. Consultant shall provide such auditors and inspectors any reasonableassistance that they may require.Such audits shall be conducted in such a way so that the Services or services to any other customer of Consultant are not impacted adversely. 8.Term and Termination.The term of this Agreement shall commence on the date when both parties have signed the Agreement,and shall continue for one year with an option to renew for four (4)additional one-year periods, unless thisAgreement is terminated as provided in thisSection 8.At the end of the initialone-year period,if the parties desire to extend this Agreement beyond the one-year period,written notice shall be given to the other party no later than thirty (30)days prior to the end of the one- year period.Ifthe parties agree to the request for renewal,the parties shall then enter into a renewal extending this Agreement including a new Statement of Work,if necessary.The parties understand and acknowledge that any renewal of this Agreement may be subject to the approval of the Englewood City Councilpursuant to the City's Purchasing Policies.The parties also understand and acknowledge that the extension of this contract beyond the initial one- year period is contingent upon the City appropriating adequate funds for each fiscal year (a)Convenience.City may,without cause and without penalty,terminate the provision of Services under any or all Statements of Work upon thirty (30)days prior written notice.Upon such termination,City shall, upon receipt of an invoice from Consultant,pay Consultant for Services actually rendered prior to the effective date of such termination. Charges will be based ontime expended for all incomplete tasks as listed in the applicable Statement of Work,and all completedtasks will be charged as indicated in the applicable Statement of Work. (b)No Outstanding Statements of Work.Either party may terminate this Agreement by providing the other party with at least thirty (30)days prior written notice of termination if there are no outstanding Statements of Work. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 Page 255 of 376 (c)Material Breach.If either party materially defaults in the performance of any term of a Statement of Work or this Agreement with respect to a specific Statement of Work (other than by nonpayment)and does not substantially cure such default within thirty (30) days after receiving written notice of such default,then the non-defaulting party may terminate this Agreement or any or all outstanding Statements of Work by providing ten (10)days prior written notice of termination to the defaulting party. (d)Bankruptcy or Insolvency.Either party may terminate this Agreement effective upon written notice stating its intention to terminate in the event the other party:(1)makes a general assignment of all or substantially all of its assets for the benefit ofits creditors;(2) applies for,consents to,oracquiesces in the appointment of a receiver,trustee,custodian,or liquidator for its business or all or substantially all of its assets;(3)files,or consents to or acquiesces in,a petition seeking relief or reorganization under any bankruptcy or insolvency laws;or (4)?les a petition seeking relief or reorganization under any bankruptcy or insolvency laws is filed against that other party and is not dismissed within sixty (60)days after it was filed. (e)TABOR.The parties understand and acknowledge that each party is subject to Article X,§20 of the Colorado Constitution ("TABOR").The parties do not intend to violate the terms and requirements of TABOR by the execution of this Agreement.It is understood and agreed that this Agreement does not create a multi-fiscal year direct or indirect debt or obligation within the meaning ofTABOR and, notwithstanding anything in this Agreement to the contrary,all payment obligations of City are expressly dependent and conditioned upon the continuing availability of funds beyond the term of City's current fiscal period ending upon the next succeeding December 31.Financial obligations of City payable after the current fiscal year are contingent upon funds for that purpose being appropriated,budgeted,and othenlvise made available in accordance with the rules,regulations,and resolutions of City and applicable law.Upon the failure to appropriate such funds,this Agreement shall be deemed terminated. (f)Return of Property.Upon termination of this Agreement,both parties agree to return to the other all property (including any Confidential Information,asdefined in Section 11)of the other party that it may have in its possession or control. 9.City Obligations.City will provide timely access to City personnel,systems and information required for Consultant to perform its obligations hereunder.City shall provide to Consultant’s employees performing its obligations hereunder at City’s premises, without charge,a reasonable workenvironment in compliance with all applicable laws and regulations,including office space,furniture, telephone service,and reproduction,computer, facsimile,secretarial and other necessary equipment,supplies,and services.With respect to all third-party hardware or software operated by or on behalf of City,City shall,at no expense to Consultant,obtain all consents,licenses and sublicenses necessary for Consultant to perform under the Statementsof Work and shall pay any fees or other costs associated with obtaining such consents,licenses and sublicenses. 10.Staff.Consultant is an independent consultant and neither Consultant nor Consultant’s staff is,or shall be deemed to be employed by City.City is hereby contracting with Consultant for the Services described in a Statement of Work and Consultant reservesthe right to determine the method,manner and means by which the Services will be performed. The Services shall be performed byConsultant or Consultant’s staff,and City shall not be required to hire,supervise or pay any assistants to help Consultant perform the Services under this Agreement.Except to the extent that Consultant’s work must beperformed on or with City’s computers or City’sexisting software,all materials used in providing the Services shall be provided by Consultant. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 Page 256 of 376 11.Confidential Information. (a)Obligations.Each party hereto may receive from the other party information which relates to the other party’s business,research, development,trade secrets or business affairs (“Confidential lnformation”).Subject to the provisions and exceptions set forth in the Colorado Open Records Act,CRS Section 24- 72-201 et seq.,each party shall protect all Confidential Information of the other party with the same degree of care as it usesto avoid unauthorized use,disclosure,publication or dissemination of its own confidential information of a similar nature,but in no event less than a reasonable degree of care.Without limiting the generality of the foregoing,each party hereto agrees not to disclose or permit any other person or entity access to the other party’s Confidential information except such disclosure or access shall be permitted to an employee, agent,representative or independent consultant of such party requiring access to the same in order to perform his or her employment or services.Each party shall insure that their employees,agents,representatives,and independent consultants are advised of the confidential nature of the Confidential Information and are precluded from taking any action prohibited underthis Section 11.Further, each party agrees not to alter or remove any identification,copyright or other proprietary rights notice which indicates the ownership of any part of such Confidential Information by the other party.A party hereto shall undertake to immediately notify the other party in writing of all circumstances surrounding any possession, use or knowledgeof Confidential Information at any location or byany person or entity other than those authorized by this Agreement. Notwithstanding the foregoing,nothing in this Agreement shall restrict either party with respect to information or data identical or similar to that contained in the Confidential Information of the other party but which (1)that party rightfully possessed before it received such information from the other as evidenced by written documentation;(2)subsequently becomes publicly available through no fault of that party;(3)is subsequently furnished rightfully to that party by a third party without restrictions on use or disclosure;or (4)is required to be disclosed by law,provided that the disclosing party will exercise reasonableefforts to notify the other party prior to disclosure. (b)Know-How.For the avoidance of doubt neither City nor Consultant shall be prevented from making use of know-how and principles learned or experience gained of a non- proprietary and non-confidential nature. (c)Remedies.Each of the parties hereto agree that if,their officers,employees or anyone obtaining access to the Confidential Information of the other party by,through or under them,breaches any provision of this Section 11,the non-breaching party shall be entitled to an accounting and repayment of all profits,compensation,commissions, remunerations and bene?ts which the breaching party,its officers or employees directly or indirectly realize or may realize as a result of or growing out of,or in connectionwith any such breach.In addition to,and not inlimitationof the foregoing,in the event of any breach of this Section 11,the parties agree that the non- breaching party will suffer irreparable harm and that the total amount of monetary damages for any such injury to the non-breaching party arising from a violation of this Section 11 would be impossible to calculate and would therefore be an inadequate remedy at law.Accordingly, the parties agree that the non-breaching party shall be entitled to temporary and permanent injunctive relief against the breaching party,its officers or employees and such other rightsand remedies to which the non-breaching partymay be entitled to at law,in equity or under this Agreement for any violation of this Section 11. The provisions of this Section 11 shall survive the expiration or termination of this Agreement for any reason. 12.Project Managers.Each party shall designate one of its employees to be its Project Manager under each Statement of Work,who shall act for that party on all mattersunder the Statement of Work.Each party shallnotify the 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 Page 257 of 376 other in writing of any replacement ofa Project Manager.The Project Managers for each Statement of Work shall meet as often aseither one requests to review the status of the Statement of Work. 13.Warranties. (a)Authority.Consultant represents and warrants that:(1)Consultant has the full corporate right,power and authority to enter into this Agreement and to perform the acts required of it hereunder;(2)the execution of this Agreement by Consultant,and the performance by Consultant of its obligations and duties hereunder,do not and will not violate any agreement to which Consultant is a party»or by which it is othenrvise bound under any applicable law,rule or regulation;(3)when executed and delivered by Consultant,this Agreement will constitute the legal,valid and binding obligation of such party,enforceable against such party in accordance with its terms;and (4)Consultant acknowledges that City makes no representations,warranties or agreements related to the subject matterhereof that are not expressly provided for inthis Agreement (b)Service Warranty.Consultant warrants that its employees and consultants shall have sufficient skill,knowledge,and training to perform Services and that the Services shall be performed in a professional and workmanlike manner (c)Personnel.Unless a specific number of employees is set forth in the Statement of Work,Consultant warrants it will provide sufficient employees to complete the Services ordered within the applicable time frames established pursuant to this Agreement or as set forth in the Statement of Work.During the course of performance of Services,City may,for any or no reason,request replacement of an employee or a proposedemployee.In such event,Consultant sha||,within five (5)working days of receipt of such request from City, provide a substitute employee of sufficient skill, knowledge,and training to perform the applicable Services.Consultant shall require employees providing Services at a City location to comply with applicable City security and safety regulations and policies. (d)Compensation and Benefits. Consultant shall provide for and pay the compensation of employees and shall pay all taxes,contributions,and benefits (such as,but not limited to,workers’compensation benefits) which an employer is required to pay relating to the employment of employees.City shall not be liable to Consultant or to any employee for Consultant's failure to perform its compensation,benefit,or tax obligations. Consultant shall indemnify,defend and ho|dCity harmless from and against all such taxes, contributions and benefits and will comply with all associated governmental regulations, including the filing of all necessary reports and returns. 14.Indemnification. (a)Consultant Indemni?cation. Consultant shall indemnify,defend and hold harmless City,its directors,officers, employees,and agents and the heirs,executors, successors,and permitted assigns of any of the foregoing (the “City |ndemnitees”)only to the extent and for an amount represented by the degree or percentage of negligence or fault attributable to the Consultant,from and against all losses,claims,obligations,demands, assessments,fines and penalties (whether civil or criminal),liabilities,expenses and costs (including reasonable feesand disbursements of legal counsel and accountants),bodily and other personal injuries,damage to tangible property,and other damages,of any kind or nature,suffered or incurred by a City lndemnitee directly orindirectly arising from or related to:(1)any negligent or intentional act or omission by Consultant or its representatives in the performance of Consu|tant’s obligations under this Agreement,or (2)any material breach in a representation,warranty,covenant orobligation of Consultant contained in this Agreement. (b)lnfrin ement.Consultant will 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 Page 258 of 376 indemnify,defend,and hold City harmless from all lndemni?able Losses arising from any third party claims that any Work Product or methodology supplied by Consultant infringes or misappropriates any Intellectual Property rights of any third party;provided,however,that the foregoing indemnification obligation shall not apply to any alleged infringement or misappropriation based on:(1)use of the Work Product in combination with products or services not provided by Consultant to the extent that such infringement or misappropriation would have been avoided if such other products or services had not been used;(2)any modification or enhancement to the Work Product made by City or anyone other than Consultant or its sub-consultants;or (3)use of the Work Product other than as permitted under this Agreement. (c)Indemnification Procedures. Notwithstanding anything else contained in this Agreement,no obligation to indemnify which is set forth in this Section 14 shall apply unless the party claiming indemnification notifies the other party as soon as practicable to avoid any prejudice in the claim,suit or proceeding of any matters in respect of which the indemnity may apply and of which the notifying party has knowledge and gives the other party the opportunity to control the response thereto and the defense thereof;provided,however,that the party claiming indemnification shall have the right to participate in any legal proceedings to contest and defend a claim for indemnification involving a third party and to be represented by its own attorneys,all at such party’s cost and expense;provided further, however,that no settlement or compromise of an asserted third-party claim other than the payment/money may be made without the prior written consent of the party claiming indemnification. (d)Immunity.City,its officers,and its employees,are relying on,and do not waive or intend to waive by any provision of this Agreement,the monetary limitations or any other rights,immunities,and protections provided by the Colorado Governmental Immunity Act,C.R.S.24-10-101 et seq.,as from time to time amended,or othenrvise available to City,its officers,or its employees. 15.Insurance. (a)Requirements.Consultant agrees to keep in full force and effect and maintain at its sole cost and expense the following policiesof insurance during the term of this Agreement: (1)The Consultant shall complywith the Workers’Compensation Act of Colorado and shall provide compensation insurance to protect the City from and against any and all Workers’Compensation claims arising from performance of the work underthis contract. Workers’Compensation insurance must cover obligations imposed by applicable laws for any employee engaged in the performance of work under this contract,aswell as the Employers’ Liability within the minimum statutory limits. (2)Commercial General Liability Insurance and auto liability insurance(inc|uding contractual liability insurance)providing coverage for bodily injury and property damage with a combined single limitof not less than three million dollars ($3,000,000)per occurrence. (3)Professional Liability/Errors and Omissions Insurance covering acts,errors and omissions arising out of Consultant's operations or Services in an amount not less than one million dollars ($1,000,000)per occurrence.Such coverage may be combined with the commercial general liability limits. (4)Employee Dishonesty and Computer Fraud Insurance covering losses arising out of or in connection with any fraudulent or dishonest acts committed by Consultant personnel,acting alone or with others,in an amount not less than one million dollars ($1 ,0O0,000)per occurrence. (b)Approved Companies.All such insurance shall be procured with suchinsurance companies of good standing,permitted to do 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 Page 259 of 376 business in the country,state or territory where the Services are being performed. (c)Certificates.Consultant shall provide City with certificates of insurance evidencing compliance with this Section 15 (including evidence of renewal of insurance) signed by authorized representatives of the respective carriers for each year that this Agreement is in effect.The City of Englewood shall be included as an additional insured on the Consultant’s Commercial General Liability insurance,to the extent of the Consultant’s indemnification obligations under Section 14 and up to the required insurance coverage amount,on the Consultant’s Commercial General Liability Insurance.Coverage may be provided by a blanket endorsement that covers additional insureds where required by written contract.The City of Englewood shall be included as a joint loss payee on the Commercial Crime insurance.Coverage may be provided by a blanket endorsement that covers such joint loss payees where required by written contract.The Certificate of Insurance shall state that "the City of Englewood is included as an additional insured on the Commercial General Liability insurance and as a joint loss payee on the Commercial Crime insurance where required by written contract. Each certificate ofinsurance shall provide that the issuing company shall not cancel,reduce,or othenrvise materially change the insurance afforded underthe above policies unless thirty (30)days’notice of such cancellation,reduction or material change has been provided to City. 16.Rights in Work Product. (a)Generally.Except as specifically agreed to the contrary in any Statement of Work,all Intellectual Property Rights in and to the Work Product produced or provided by Consultant under any Statement of Work shall remain the property of Consultant.With respect to the Work Product,Consultant unconditionally and irrevocably grants to City during the term of such Intellectual Property Rights,a non-exclusive,irrevocable,perpetual, worldwide,fully paid and royalty-free license, to reproduce,create derivative works of, distribute,publicly perform and publicly display by all means now known or later developed,such Intellectual property Rights. (b)Know-How.Notwithstanding anything to the contrary herein,each party and its respective personnel and consultants shall be free to use and employ its and their general skills, know-how,and expertise,and to use,disclose, and employ any generalized ideas,concepts, know-how,methods,techniques,or skills gained or learned during the course of any assignment, so long as it or they acquire and apply such information without disclosure of any Confidential Information of the other party. 17.Relationship of Parties.Consultant is acting only as an independent consultant and does not undertake,by this Agreement,any Statement of Work or othen/vise,to performany obligation of City,whether regulatory or contractual,or to assume any responsibility for City’s business or operations.Neither party shall act or represent itself,directly or by implication,as an agent of the other,except as expressly authorized in a Statement of Work. 18.Complete Agreement.This Agreement contains the entire agreement including all Exhibits,Statements of Work and other Attachments that have been executed by the parties,and are attached hereto and made a part of this Agreement. 19.Applicable Law.Consultant shall comply with all applicable laws in performing Services but shall be held harmless for violation of any governmental procurement regulation to which it may be subject but to which reference is not made in the applicable Statement of Work. This Agreement shall be construed in accordance with the laws of the State of Colorado.Any action or proceeding brought to interpret or enforce the provisions of this Agreement shall be brought before the state or federal court situated in Arapahoe County, Colorado and each party hereto consents to jurisdiction and venue before such courts. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 Page 260 of 376 (a)Attorney Fees.In the event that either party to this Agreement shall commence any action against the other party arising out of or in connection with this Agreement,or contesting the validity of the Agreement or any provision of this Agreement, the prevailing party shall be entitled to recover from the other party reasonable attorney’s fees and related costs,fees and expenses incurred by the prevailing party in connection with such action or proceeding. 20.Scope of Agreement.If the scope of any provisions of this Agreement is too broad in any respect whatsoever to permit enforcement to its fullest extent,then such provision shall be enforced to the maximum extent permitted by law,and the parties hereto consent to and agree that such scope may be judicially modified accordingly and that the whole of such provision of this Agreement shall not thereby fail,but that the scope of such provision shall be curtailed only to the extent necessary to conform to law. 21.Additional Work.After receipt of a Statement of Work,City,with Consultant’s consent,may request Consultant to undertake additional work with respect to such Statement of Work.In such event,City and Consultant shall execute an addendum to the Statement of Work specifying such additional work and the compensation to be paid to Consultant for such additional work. 22.Sub-consultants.Consultant may not subcontract any of the Services to be provided hereunder without the prior written consent of City.In the event of any permitted subcontracting,the agreement with such third party shall provide that,with respect to the subcontracted work,such sub-consultant shall be subject to all ofthe obligations of Consultant specified in this Agreement. 23.Notices.Any notice provided pursuant to this Agreement shall be in writing to the parties at the addresses set forth below and shall be deemed given (1)if by hand delivery, upon receipt thereof,(2)three (3)days after deposit in the United States mails,postage prepaid,certified mail,return receipt requested or (3)one (1)day after deposit with anationa||y- recognized overnight courier,specifying overnight priority delivery.Either party may change its address for purposes of this Agreement at any time by giving written notice of such change to the other party hereto. 24.Assignment.This Agreement may not be assigned by Consultant without the prior written consent of City.Except for theprohibition of an assignment contained in the preceding sentence,this Agreement shall be binding upon and inure to the benefit of the heirs,successors and assigns of the parties hereto. 25.Third Party Beneficiaries.This Agreement is entered into solely for the benefit of the parties hereto and shall not confer any rights upon any person or entity not a party to this Agreement. 26.Headings.The section headings in this Agreement are solely for convenience and shall not be considered in its interpretation.The recitals set forth on the first page of this Agreement are incorporated into the body of this Agreement.The exhibits referred to throughout this Agreement and any Statement of Work prepared in conformance with this Agreement are incorporated into this Agreement. 27.Waiver.The failure of either party at any time to require performance by the other party of any provision of this Agreement shall not affect in any way the full right to require such performance at any subsequent time;nor shall the waiver by either party of a breach of any provision of this Agreement be taken or held to be a waiver of the provision itself. 28.Force Majeure.lf performance by Consultant of any service or obligation under this Agreement is prevented,restricted,de|ayed or interfered with by reason of labor disputes, strikes,acts of God,floods,lightning,severe weather,shortages of materia|s,rationing,utility or communications failures,earthquakes,war, revolution,civil commotion,acts of public enemies,blockade,embargo or an law,order, 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 Page 261 of 376 proclamation,regulation,ordinance,demand or requirement having legal effect of any governmental or judicial authority or representative of any such government,or any other act whether similaror dissimilar to those referred to in this clause,which are beyond the reasonable control of Consultant,then Consultant shall be excused from such performance to the extent of such prevention, restriction,delay or interference.lfthe period of such delay exceeds thirty (30)days,City may, without liability,terminate the affected Statement of Work(s)upon written notice to Consultant. 1000 Englewood Parkway,Englewood.Colorado 80110-2373 (303)762-2300 www.engIewoodgov.org PSA #22-88 10 Page 262 of 376 29.Time of Performance.Time is expressly made of the essence with respect to each and every term and provision of this Agreement. 30.Permits.Consultant shall at its own expense secure any and all licenses,permits or certificates that may be required by any federal, state or local statute,ordinance or regulation for the performance of the Services under the Agreement.Consultant shall also comply with the provisions of all Applicable Laws in performing the Services under the Agreement. At its own expense and at no cost to City, Consultant shall make any change,alteration or modification that may be necessary to comply with any Applicable Laws that Consultant failed to comply with at thetime of performance of the Services. 31.Media Releases.Except for any announcement intended solely for internal distribution by Consultant or any disclosure required by legal,accounting,or regulatory requirements beyond the reasonable control of Consultant,all media releases,public announcements,or public disclosures (including,but not limited to,promotional or marketing material)by Consultant or its employees or agents relating to this Agreement or its subject matter,or including the name,trade mark,or symbol of City,shall be coordinated with and approved in writing by City prior to the release thereof.Consultantshall not represent directly or indirectly that anyServices provided by Consultant to City has been approved or endorsed by City or include the name,trademark,or symbol of City on alist of Consultant’s customers without City's express written consent. 32.Nonexclusive Market and Purchase Rights.It is expressly understood and agreed that this Agreement does not grant to Consultant an exclusive right to provide to City any or all of the Services and shall not prevent City from acquiring from other suppliers services similar to the Services.Consultant agrees that acquisitions by City pursuant to this Agreement shall neither restrict the right of City to cease acquiring nor require City to continue any level of such acquisitions. Estimates or forecasts furnished by City to Consultant prior to or during the term of this Agreement shall not constitute commitments. 33.Survival.The provisions of Sections 5, 8(g),10,11,13,14,16,17,19,23,25 and 31 shall survive any expiration or termination for any reason of this Agreement. 34.Verification of Compliance with C.R.S.8- 17.5-101 ET.SEQ.Regarding Hiring of Workers without Authorization: (a)Employees,Consultants and Sub-consultants:Consultant shall not knowingly employ or contract with a Worker without Authorization to perform work underthis Contract.Consultant shall not contractwith a sub-consultant that fails to certify to the Consultant that the sub-consultant will not knowingly employ or contract with a Worker without Authorization to perform work underthis Contract.[CRS 8-17.5-102(2)(a)(|)&(II).] (b)Verification:Consultant wil lparticipateineithertheE-Verify program or the Department program,as defined in C.R.S.8- 17.5-101 (3.3)and 8-17.5-101 (3.7), respectively,in order to confirm the employment eligibility of all employees who arenewly hired for employment to perform work under this public contract for services.Consultant is prohibited from using the E-Verifyprogram or the Department program procedures to undertake pre-employment screening of job applicants while this contract is being performed. (c)Duty to Terminate a Subcontract:If Consultant obtains actual knowledge that a sub-consultant performing work under this Contract knowingly‘employs or contracts with a Worker without Authorization, the Consultant shall; 1000 Englewood Parkway,Englewood.Colorado 80110-2373 (303)762-2300 www.englewoodgov.org 11 PSA #22-88 Page 263 of 376 (1)notify the sub-consultant and the City within three days that the Consultant has actual knowledge that the sub-consultant is employing or contracting with a Worker without Authorization;and (2)terminate the subcontract with the sub-consultant if,within three days of receiving notice required pursuant to this paragraph the sub- consultant does not stop employing or contracting with the Worker without Authorization;except that the Consultant shall not terminate the contract with the sub-consultant if during such three days the sub- consultant provides information to establish that the sub-consultant has not knowingly employed or contracted with Worker without Authorization. (d)Duty to Comply with State Investigation:Consultant shall comply with any reasonable request of the Colorado Department of Labor and Employment made inthe course of an investigation by that the Department is undertaking pursuant to C.R.S.8-17.5-102 (5) (e)Damages for Breach of Contract: The City may terminate this contract for a breach of contract,in whole or in part,due to Consultant’s breach of any section of this paragraph or provisions required pursuant to CRS 8-17.5-102.Consultant shall be liable for actual and consequential damages to the City in addition to any other legal or equitable remedy the City may be entitled to for a breachof this Contract under this Paragraph 34. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org PSA #22-88 12 Page 264 of 376 IN WITNESS WHEREOF,the parties to this Agreement have caused it to be executed by their authorized of?cers as of the day and year first above written.This Agreement may be executed in counterparts,each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. CITY OF ENGLEWOOD,COLORADO Date: (Mayor) Universal Protection Service LP DBA Allied Universal Securit Services (Consultant Name) 1551 N.Tustin Avenue Suite 650 Address Santa Ana,CA 92705 City,State,Zip Code By- (Signature) Steve Claton (Print Name) Title:Re ional President Date: 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 ‘L7. 13 ATTEST: City Clerk (Department Director) (City manager) Date: Date: Page 265 of 376 ATTACHMENT A OUTLINE OF STATEMENT OF WORK 1 GENERAL The City of Englewood will award a contract for Armed and Unarmed Security Services where the contractor will supply all labor,materials,equipment,and incidentals required to provide both armed and unarmed security at the Environmental Foundation |nc.’s property and Civic Center.Security services required are as noted in this Statement of Work.Complete terms are per the Professional Services Agreement. 2.NAMES,PHONE NUMBERS AND EMAILS OF PROJECT COORDINATORS Contractor Coordinator:EEF Coordinator: Christofer Harms Melinda Goblirsch (303)901-9037 (303)762-2511 Chris.harms@aus.com mgoblirsch@englewoodco.gov 3.SUMMARY OF PURPOSE FOR STATEMENT OF WORK It is the intent of the EEF/COE to receive high quality security services in order to provide safe and convenient facilities for the public and COE employees.Per RFP-22-O22. 4.DELIVERABLES,SPECIFICATIONS and PERFORMANCE STANDARDS Services shall be provided for the following buildings,sites and outlying locations. Englewood City Center (EFF Common Areas shown on Attachment A) Civic Center Building Parking Garage Bridge to RTD Light Rail Station (including elevator and ramps) Amphitheater Fountain area/front lawn SidewalksNValk Ways/Pedestrian Ramps Paved Roadways &Parking Lots in the EEF Common Area (Attachment A) .3"?-‘"99?-9.0".” 5.SCOPE OF WORK The Contractor shall furnish a qualified,trained,and uniformed security guard service with the required equipment to ensure the safety of the designated facilities and protect the facilities from malicious damage,trespassing,or sabotage;protect COE personnel,contract employees,tenants,and authorized visitors from physical harm;and protect all on-site material and equipment from unauthorized use,loss, theft,pilferage,and vandalism. a.Post Orders: -Based on this RFP,the Contractor shall develop a comprehensive set of Post Orders, documenting both general procedures,actions to be taken,and site-speci?c responsibilities,for monitorin the EEF/COE ro erties and Municipal Court. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org PSA #22-88 14 Page 266 of 376 Post Orders will be established prior to the commencement of the contract and reviewed and agreed upon by the Contractor and the EEF/COE;and Municipal Court. All security officers will be required to read and verify they understand the Post Orders and at a minimum,shall be tested during the on-the-job training period,annually or more frequently during site inspections. The Post Orders are subject to review and change at any point in time.Re-evaluation of their applicability will be constant.The security guard service must be flexible and accommodate changes when requested and agreed to. The City will investigate the addition of metal detectors to assist in monitoring Civic Center security. The security guard service of the Contractor shall maintain a continuous patrol of the specified areas during the hours identified. a.Required Duties —Unarmed: General performance criteria shall include but not be limited to providing required duties: EEF/COE requires unarmed security services for the EEF property and appurtenances;and the Civic Center Building. Unarmed security services are required 24 hours per day,7 days per week throughout the entire year including holidays.One (1)uniformed security officer is required at all times forthis scope.A second security guard is required for the Civic Center building during regular business hours.The Contractor shall provide the security officers with a vehicle for all shifts. The uniformed,unarmed security officers are required to patrol the CityCenter,which includes patrolling the surrounding exterior spaces (EEF properties)and the parking structure,both on foot and in a vehicle;and the Civic Center building (COE)which includes the second floor Restrooms. When two (2)security of?cers are on site,they are required to patrol separately but have the ability to communicate with each other. Unarmed security is required to patrol these areas to deter crime,including damage,loss,or injury to persons and property and identify: Any non-typical behaviors of people Illegally parked vehicles Abandoned vehicles Tow trucks Persons attempting to enter a vehicle Panhandlers Trespassing Loitering Hazards and other unsafe conditions 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org OOOOOOOOO PSA #22-88 15 Page 267 of 376 Maintenance issues Burned out lights Oversee emergency evacuation in the event of an imminent danger situation, unconfined fire or tornado.Upon re-entry to the building,all persons will again be subject to screening procedures. 0OO .Additional Duties —Unarmed /Library Specific: The Library has asked for security guards be available,if library staff needs assistance with a situation,until the Englewood Police arrive. Required Duties —Armed/Municipal Court Specific: Englewood Municipal Court is a full-time court that operates on a daily basis.The current business hours are from 8:00 am to 5:00 pm Monday through Friday;excluding holidays.It is not uncommon for court to last beyond the close of business due to a length proceeding.The Judge will normally finish the day's docket before adjourning. The City has purchased a Checkgate®8000 walkthrough metal detector,placed at the single public entrance to the Court and its adjacent offices. One (1)armed security officer is required for the Municipal Court entry to monitor this device during all operational hours of the Court.Coverage will include all business hours,whether court is in session or not,such as the lunch hour or non-court session days when only the offices are open. Before assuming the post,the guard is required to walk through the entire court /prosecution area to ascertain that the area is secure;appropriate court rooms are unlocked;metal detector is in working order and doors to the main area are unlocked. The guard will remain at the post until relieved.Requests for breaks will be made to one of the court contacts.There is no scheduled lunch relief. The guard is permitted to eat and drink at the desk.The guard is asked to exercise discretion when doing so —as food or drink is not allowed in the Court area. At the end of the day,the guard will lock the doors to the main lobby;walk-through the area to determine that all non—staff individuals have left the area;and determine the area is secured. All suspicious circumstances or items should be evaluated by the security officer to determine whether the situation warrants police involvement. All property or items found should be turned in to the court c|erk’s office to be placed in lost and found. This guard position,because of location,is likely to receive inquiries about other areas of the building.We encourage the guard to be pleasant and direct the individual to the proper area. Any information requested by individuals entering the court area,other than directions to specific 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org PSA #22-88 Page 268 of 376 rooms,etc.should be referred to the court clerk’s office. The guard is specifically prohibited,by law,from offering any legal opinions or advice. The armed guards must be Colorado POST (Peace Officer Standard and Training)certified as a peace officer. Armed guards assigned to this position must carry firearms and be trained by the security agency on their use.Each security offer shall re-qualify with the fire arm at least twice per year and the qualification records shall be made available upon request by the EEF/COE. .Required Duties —General (Armed and Unarmed): The security guards must possess good interpersonal and customer service skills. Uniforms and all personal security guard equipment,including weapons and handcuffs,will be provided by the Contractor. The Contactor is required to have a designated supervisor for each shift and a manager for the contract.Neither individual is required to be on site with the security officer on duty,but the individuals shall be available during each shift,if needed.At the beginning of the contract term, the selected firm shall submit the final security plan that includes schedules for guard supervision by the Contractor. Specific security guard duties includebut are not limited to: o Patrol the entire facility to provide a visible presence to discourage vandalism or unauthorized entry. o Make scheduled rounds including through the parking garage,bus parking area,pedestrian bridge,and 2"“floor Restrooms. Respond promptly and appropriately to all security-related emergencies. 0 Perform inspection,detection and investigation of security-related incidents,violations of regulations and matters of public safety and report same to the Englewood Police Department Interface immediately with any law enforcement agency responding to EEF/COE property. 0 Prepare and submit written reports to document any actions taken by the security guard regarding any ordinance and/or rule enforcement or emergency,to the designated EEF/COE representative.Also,see below in “e.Reportsz”. Provide daily reports to the EEF/COE representative to track various ongoing I recurring issues.See below in “e.Reports:”. Security officers shall remain on the EEF/COE property at all times throughout the duration of the shift. 0 Security officers are to provide an escort for COE employees,contract employees or approved service providers /volunteers to their vehicles,as requested. 0 Security officers shall not smoke on EEF/COE premises at any time. Officers may perform duties both on foot and in a vehicle (provided by the Contractor). Security officers shall be equipped with portable communication devices permitting 24-hour communication with company headquarters,appropriate law enforcement agencies and each other. o Securit contractor to rovide ke Cit staff Libra Court and Facilit with direct access 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org OOOO 17 PSA #22-88 Page 269 of 376 number to contact security guards to respond/assist in dealing with various situations as they occur e.Reports: 0 Contractor shall complete and submit a Daily Report form to the EEF/COE representative on a weekly basis for the prior week’s shifts. o In the event of an unusual occurrence,the Contractor shall submit an Incident Report to the EEF/COE representative along with the Daily Report form. a Contractor may use Contractor's forms for these reports,subject to prior approval of the EEF/COE representative. 0 Any and all reports prepared during the term of this Contract shall become the property of the EEF/COE. f.Personnel: o All Contractor personnel shall carry out the function of security operations on site in a manner conforming to the highest standard of the private security industry,applicable regulatory rules and guidelines,and the specifications of this contract. -The Contractor shall provide selection criteria for security personnel for review and approval by the EEF/COE representative.Selection criteria shall include consideration of character traits, motivation,and the ability to perform the mental physical tasks required of guard force personnel. All guard forces shall possess mental and emotional stability and have the capability to exercise sound judgement. 0 Security officers assigned to perform work under this Contract shall wear uniforms at all times. These uniforms must clearly identify the name of the security Contractor and the name of the individual security guard. o This identification may be accomplished through the use of shoulder patches,silk screening or stitched company emblems,insignias or logos. 0 Security officers employed by the Contractor to perform work under this Contract shall be able to communicate effectively in both written and oral English. 0 Security officers shall possess a valid Colorado Driver’s License. 0 EEF/COE expressly retains the right to request any specific Contract personnel be precluded from providing services to EEF/COE under this Contract.EEF/COE is not required to provide any reason for requested removal of specified Contract personnel.Contractor shall effectuate removal of the requested personnel within three (3)business days. g.Equipment: a Contractor shall furnish all equipment necessary to perform the work as described herein. o All equipment shall be kept in good repair and shall conform to all federal,state and local requirements. 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 Page 270 of 376 Required equipment shall include but not be limited to (unarmed positions will not have armed accoutrement): Vehicle to perform security inspections during shift. Radio communication equipment Smartphone Duty belt and belt keepers Flashlight OC spray canister with holster Handcuffs with case Ballistic vest Individual First Aid Kitfor gunshot trauma Spare ammunition carrying devices (magazines) Pistol Glock 22 or 23 .40 S&W OOOO OOOOOO Contractor shall provide and maintain a radio communication system to allow for direct voice communication between the security patrol officers,a central dispatch center and appropriate law enforcement agency. Emergency Notification: Contractor shall be provided with an EEF/COE personnel call-out list to be used by the assigned security officer to notify and/or request assistance of the COE in the event of an emergency on EEF/COE property. Contractor Orientation: EEF/COE,through the Englewood Police Department,will provide Contractor and designated Contractor’s employees with an initial orientation prior to start of Contractor’s operation. Contractor shall be notified,in writing,of the orientation meeting date,time and location and Contractor shall ensure that the appropriate personnel are in attendance. It shall be the responsibility of the Contractor to ensure that employees to be assigned to perform the work described in these specifications,whether or not in attendance at the initial orientation meeting,receive all information distributed at said initial orientation meeting. Start of Shift: At the start of each work shift the Contractor’s security officer shall document the time of arrival and discuss any significant security matters with the security officer from the previous shift. Change of Shift: Contractor shall ensure that continuous coverage is maintained during shift changes.Under no circumstances,will there be a total absence of security service personnel during the hours covered by this Contract. Emergencies: 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA 22-88 19 Page 271 of 376 The EEF/COE representative shall inspect the work to verify service complies with specifications, 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org Security officers shall respond to all requests for emergency assistance regardless of the nature of the emergency. Upon determination of the nature of the emergency,the security officer shall immediately notify the appropriate law enforcement agency,fire department and/or medical aid provider as required. .Premium Time: Premium time,for the purposes of this contract,is defined as the 24-hour period for each City of Englewood designated holidays included in this contact (10 total). 6.CONTRACTOR RESPONSIBILITIES -SUMMARY a. Q. Contractor shall provide one (1)unarmed uniformed security officer 24 hours per day,seven (7) days per week and include a vehicle for the officers’use;and one (1)unarmed security officer 40 hours per week,to secure the Civic Center building during regular business hours. Contractor shall provide one (1)armed uniformed security officer 8 hours per day,five (5)days per week for Municipal Court. Contractor shall provide a fully qualified and experienced supervisor;the supervisor shall act as a liaison between the EEF/COE representative and the Contractor's personnel;the costs of the supervisor shall be included in the hourly prices for each task and shall not be paid for separately. Contractor shall complete all work in a satisfactory manner within the specified timelines and adhere to the established post orders Contractor shall provide all appropriate equipment,material and personnel resources to complete all work in a satisfactory manner within the specified timelines If sub-contractors are used for any purpose,Contractor shall ensure they provide the same insurance coverage at the same levels,as specified in the contract including coverage of EEF/COE as an additional insured Contractor shall provide equipment which is safe and in good working condition 7 EEF/COE RESPONSIBILITIES -SUMMARY 3.EEF/COE shall designate an individual to serve as the contact person for the contractor,also described as the EEF/COE representative The EEF/COE representative shall enable contractor access to various sites,as needed EEF/COE shall provide one (1)designated parking spot within the parking garage for vehicles used to execute this Contract. 8.VERIFICATION AND COMPLIANCE PSA #22-88 20 Page 272 of 376 industry and performance standards.Work that does not meet specifications will be corrected in accordance with contract provisions,at no additional cost to EEF/COE. Invoices shall be submitted monthly and shall detail the hours utilized,according to the Pricing Worksheet,at the contract rates. 9.MODE OF PAYMENT 10. 0 Payment shall be issued after invoice is received and approved. PAYMENT SCHEDULE o City will pay Consultant for the work in accordance with the following payment schedule. 0 All payments to Consultant are contingent on Consultant's satisfying the Deliverables set forth and the City’s approval of hours detailed on invoices. o Invoices shall be submitted monthly and shall detail the hours utilized,according to the Pricing Worksheet,at the following contract rates: Armed Security: o Straight Time: o Premium Time: $40.09/hour $60.14/hour Armed Security —Municipal Court.The Company anticipates 40 hours per week (HPVV)of security coverage. Unarmed Security: o Straight Time: o Premium Time: $30.84/hour $46.26/hour Unarmed Security —COE &EEF.The Company anticipates 168 hours per week (HPV\I)of security coverage. Unarmed Security —Civic Center Building.The company anticipates 55 hours per week (HPVV)of security coverage. Ten (10)holidays will be paid at Premium Time.These holidays are: New Year’s Day Martin Luther King Day President’s Day Memorial Day Independence Day Labor Day Veteran’s Day Thanksgiving Day Christmas Eve Christmas Day OOOOOOOOOO9 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 vvww.englewoodgov.org PSA #22-88 21 Page 273 of 376 Title. Date: Universal Protection Service LP DBA Allied Universal Securit Services Consultant Name By: 14 O O O O O O O 0 LOCATION OF WORK FACILITIES o All work will be conducted at EEF property located in the Northeast quadrant of Highway 285 and S.Santa Fe Dr.except for managerial &administrative work which shall be conducted by Contractor at its regular office location.Services shall be provided for the following buildings/sites: Englewood City Center (EEF Common Areas) Englewood Civic Center Building Parking Garage Bridge to RTD Light Rail Station (including elevator and ramps) Amphitheater Fountain area/front lawn Sidewalks/\Nalk Ways/Pedestrian Ramps Paved Roadways &Parking Lots within the EEF area IN WITNESS WHEREOF,pursuant and in accordance with the Professional Services Agreement between the parties hereto dated Work as of this day of CITY OF ENGLEWOOD,COLORADO By: (Signature) (Print Name) ,2022,the parties have executed this Statement of ,2022. (Signature) Steve Claton (Print Name) Title:Re ional President Date: 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.eng|ewoodgov.org PSA #22-88 22 Page 274 of 376 [Su?RTH DUT _Hi :‘‘*n.i mm”:M _ -)-EEii:°£lY..? FITACHMENT A RFP22-O22 US 285 SCALQ:1 mm-ii?fut1‘N narg:mung: IHGT-ODRHEEMEI! 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 www.engIewoodgov.org PSA #22-88 23 éiiBI.E$§l‘5OEl PKW1 apm? EEETM Page 275 of 376 ATTACHMENT B CONSULTANT'S PROPOSAL 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.englewoodgov.org PSA #22-88 24 Page 276 of 376 ATTACHMENT C CERTIFICATE OF INSURANC 1000 Englewood Parkway,Englewood,Colorado 80110-2373 (303)762-2300 wvvw.eng|ewoodgov.org PSA #22-88 25 Page 277 of 376 §s£¢i2~:~rn $="f"~“1.3222.-; '~;./‘T An Allied Universa|®Proposal for City of Englewood Public Works RFP-22-O22 Thereforyo Page 278 of 376 Thereforyo Table of Contents Cover Letter ................................................ ................................................ ........................................ ..1 Professional Qualifications .......................................... .......................................... .......................... ..3 Expansive Infrastructure,Resources and Scalability ........................................ ............................... ..5 Business Capability:........................................... ........................................... .................................... ..6 Expansive Infrastructure,Resources and Scalability .................................... ................................... ..9 Screening and Suitability ............................................... ............................................... .................. ..10 Industry-Leading Employee Training and Development Programs ............................ .................. ..12 Advanced Proprietary Resources &Technology to Optimize Performance ........................ .......... ..13 Past involvement with Similar Projects ......................................... ......................................... ..15 Proposed Work Plan .............................................17 Fee Proposal ..19 STATEMENT OF PROPRIETARY INFORMATION:This proposal contains proprietary informationregarding Allied Universa|®and is not for public disclosure.Dissemination and reproduction may only be made after written permission by an authorized representative of Allied Universa|®is granted.This document was prepared and is submitted in con?dence to the recipient.it is submitted solely for use by your management for the purpose of review in connection with an invitation to submit a proposal to provide security services. Allied UniversaI®Response to City of Englewood Public Works Table of Contents L}-.‘ Page 279 of 376 ER mereforyou John Donakowski Facilities Project Manager 1000 Englewood Parkway Englewood,CO 80110 City of Englewood Public Works #RFP-22-O22 Dear Mr.Donakowski, First and foremost,on behalf of the entire Allied Universal team,I would like to thank you for the opportunity to continue our valued relationship with The City of Englewood.It is our goal to continue to provide you with the finest,yet cost effective,contract security services available in the southern Metro area. As your current security provider,we understand more than any other security provider the true importance of quality security for the City.We look fonlvard to the opportunity to continue to provide a customized program that not only meets but exceeds the City’s requirements.Allied Universa|’s local,regional,and corporate team has carefully reviewed the materials in the RFP and assures the City that the Company continues to offer the City of Englewood the capability and capacity, manpower,technology,training,and human and capital resources to continue the performance of the work described in this RFP from Day 1 of new contract commencement.There will be no risk in transition,no risk in providing trained/experienced personnel,no new learning curve,and you will have the most respected and experienced provider to government entities already in place upon award. We understand the City demands reliable,effective management on the program and that staffing is provided at all times.Allied Universal provides the latest technology and equipment,ensuring contract compliance is adhered to at all times.We offer desirable and livable wages,bene?ts,and incentive packages to enable security professionals to have a sense of loyalty and pride in their career with Allied Universal. Allied Universal has the manpower resources,support structure and relationships in-place to effectively support the City’s mission from Day 1. We understand the local labor market;our compensation and retention plans re?ect the competitive labor market,which will ensure the best staffing for the contract.With low unemployment rates,the local region can be a challenging labor market that only a company with robust recruiting capacity can compete in. Our proposal response,references,presence in Colorado,and experience and specialization in government facilities demonstrates the Company's proven expertise.We look fonNard to leveraging national best practices from our existing government programs to continue to support the City’s security program and bring ideas and innovation for its future growth and security goals.Allied Universal offers several unique advantages that make it still the best partner‘ Allied Universal®Response to City of Englewood Public Works Page 280 of 376 UL Thereforyo 0 We are proud to count nearly 500 government clients among our clients,which means we understand the unique challenges the City faces in securing its infrastructure,meeting regulatory requirements,satisfying the demands of diverse stakeholders,and most important.providing a safe and secure environment for your facility visitors and employees.We will bring to the table best practices and innovative changes made by other clients to address social issues. 0 We are proud to be a proven partner of many local Colorado government agencies including Adams County,the City of Colorado Springs,Douglas County,Weld County,RTD’ sLightRailsystem,the 16"‘Street Mall and our current engagement with the City of Englewood (just to name a fewl). -Local area branch office and support team:Comprised of a regional president &vice president,general manager,director of operations,dedicated trainer and recruiters,HR manager,billing and payroll support,and government contracts and compliance manager. o Contract Compliance,Budget &KPI Management.Operational business review meetings to manage the contract requirements as well as the KP|’s and evolving goals set forth by the City.These meetings cover topics such as invoice and billing accuracy,training,post orders, incident report types and trends and turnover.We will continue to communicate these results to the City and strive for continuous improvement. We look fon/vard to hopefully extending our relationship and developed partnership with City of Englewood.If you have any questions about the proposal or wish to schedule a presentation of same,please contact me at 303.901.9037 | We acknowledge having received Addendum No.1 on June 2"”,2022. Sincerely, Q};. Christofer Harms Business Development Manager Allied Unlversal®Response to City of Englewood Public Works chris.harms aus.com ~rai:.RS Page 281 of 376 0 E555 (» (-- Thereforyo PRQFESSIQNAL QUALIFICATIION SIdentifyProjectTeam: General Manager Operations Manager Field and Site Supervisors Security Officers Adri Erickson HR Manager Steven Oesterreich Diractor of Operations Taura Henderson Recruiting Manager Joseph Acree Operations Manager Zainab Alhilo Field Supen/isor Harmony Fletcher-Pettls Field Supervisor Steve Hart Client Manager Present a brief discussion regarding how the security team’s quali?cations and experience relate to the Scope of Work that re?ect: General Manager’s level of involvement in the project. Command Center/Dispatcher Qualifications and relevant individual experience of the security team. Include resumes and qualifications for all proposed team personnel. Unique knowledge of team members related to the Scope of Work. Commitment of time and availability of key security staff. Length of time with the firm for each key team member. Experience on similar security projects as a team. Allied Universa|'s depth of resources and experience is unmatched.However,adding value to our clients’operations extends well beyond an extensive list of capabilities.According to client feedback, Allied Universal“)Response to City of Englewood Public Works 1; Denver-Org Chart J e re m y Le e Vice President jj Jeremy Graves General Manager {HEB Page 282 of 376 {here(oryo what distinguishes Allied Universal from other providers is our ability to address their risk mitigation concerns by delivering a cohesive program focused on results that are important to them.As the incumbent service provider,Allied Universal has combined under one roof the expertise,knowledge, and best practices for the City's security program.There willbe no risk of transition,no lack of exiting or future resources,no interruption in service,and a guaranteed understanding of the delivery of services that the City requires.The City will not have to go through a new learning curve with an inexperienced provider.By continuing its partnership with Allied Universal,the City is guaranteed to have a security partner that has unparalleled knowledge and experience performing all aspects of the current contract,and a contractor with the size,?exibility,and relationships to adapt to any unforeseen or future modi?cations.Allied Universal will continue to meet the changing and evolving needs of this contract and our relationship with the City.We will drive exceptional value and ef?ciencies for the City through our key differentiators. The following local of?ce management staff will provide support to on-site personnel assigned to the City Jeremy S.Lee Regional Vice President Allied Universal Jeremy has 27 years of security industry experience and joined Allied Universal in 2001.As Regional Vice President,Jeremy ensures the overall successful performance of the region,overseeing and directing all operational,financial and administrative functions of three (3)branch offices. He is responsible for 80,000 account hours,and ongoing development and review of local training standards,post order development and leadership development programs. Jeremy has initiated sales with client pre-job meetings,l.A.P.inspections and creating and implementing formal transition plans for new account startups.He is responsible for assisting in creating appropriate and effective strategic sales,marketing and branding initiatives to reach the divisional goals for revenue and gross profit.Jeremy is extremely focused on the needs of our customers and outstanding service delivery.He will provide guidance and oversight to local branch operations,and work with Denver's Branch Manager,providing additional support for your account as needed. Jeremy began his career with Allied Universal as the Branch Manager for the Salt Lake City and Boise,ID branch of?ces.He then moved into the role of Director of Client Value for the Northwest Region,prior to assuming his current position of Regional Vice President. Jeremy’s past experience includes positions as Manager and Security Supervisor of large corporations,as well as a distinguished career in United States Army as a Medical Specialist. Allied Universal“)Response to City of Englewood Public Works Page 283 of 376 mere(oryo Jeremy Graves General Manager —Denver Allied Universal Security Services Jeremy Graves provides supervision,guidance,and support for all of Northern Colorado.He oversees a variety of vertical markets in the Denver area ranging from commercial real estate to warehouse operations and government contracts.As General Manager,Jeremy maintains an active,strong client relations program by making frequent personal visits to discuss any problems or recommendations for the improvement of service provided. Jeremy joined Allied Universal in July 2021 during the acquisition of G48 Secure Solutions.He brings over 20 years of experience in leadership,management,logistics,and corporate security.He is a veteran and honorably served in the United States Army as a MilitaryPolice Officer.Jeremy holds a bachelor’s degree in criminal justice from the University of Nebraska. Expansive Infrastructure,Resources and Scalability With 300,000 employees and operations across all 50 states,Allied Universal is ideally positioned to deliver and self-perform all services expected by the City.Should the City have special coverage needs,our experience providing supplementary security spans special events,elevated threat conditions,workplace violence situations,local emergencies,strikes and more. With our Denver branch office in close proximity to the City facilities,any necessary branch office support will be immediate to assure service continuity.Our local and regional presence enable us to quickly deploy additional personnel and ensure coverage in the event of planned and unplanned absences. In the event of a larger disaster or emergency,we have a proven emergency and disaster response program where we can quickly activate,coordinate and deploy these dedicated resources from across the country.Our national presence and expansive resources provide scalable ?exibility that no other provider can offer,benefiting you through: 0 Ef?cient processes to procure additional coverage when and where you need it o Substantial surge capabilities to support a wide variety of short-term,temporary security needs 0 Consistent levels of service and quality backup personnel to maintain security levels 0 Con?dence that your employees and visitors are safe,assets are secure,and your reputation is protected Allied Universal®Response to City of Englewood Public Works 9 Page 284 of 376 Ill“i O ...______Thereforyo USINESS Universal Protection Service.LP,DBA Allied Universal Security Services a California Limited Partnership 1551 N.Tustin Avenue|Suite 650 |Santa Ana,CA 92705 W:714.619.9719 |C:714.360-5077 I Allied Universal will continue to support the City's operations through our Denver branch office (details below): State the full name and address of the Contractor's ?rm /organization. Authorized by: Jeremy Graves General Manager jeremy.graves@aus.com 402.770.4384 Allied Universal Denver 12100 E.HiffAve,Suite 350 Aurora,CO 80014 Submitter: Chris Harms Business Development Manager chris.harms@aus.com 303.901.9037 Universal Protection Service,LP,DBAAllied Universal Security Services is a Partnership.We are licensed to operate in the State of Colorado. Indicate whether it operates as an individual,partnership,or corporation.If as a corporation,include whether it is licensed to operate in the State of Colorado.‘Iw Allied Universa|®Response to City of Englewood Public Works T Imawl Page 285 of 376 Thereforyou ‘fl (Li *1 fr. 20.18- BFN-000870411 31%;’,‘M.k if :0)!’W 52:»M8 BUSINESS FILENO; |$$UANCE DATE:II'L2?J‘2021 LICENSETYPE:PRIVATE SECURITY EMPLOYER LICENSE HOLDER:UNIVERSALPROTECTION SERVICE,LP TRADENAME:ALLIEDUNIVERSALSECURITYSERVICES mi DEPARTMENTOF EXCISEANDLICENSES 201 W COLFAXAVE DEPT3206 DENVER:COLORADO80202 TELEPHONE(720)885-2740 CITYAND COUNTYOF DENVE Guards aulhotized to carry weapons wluie provudng securuysennces? Types of weapons aukhodzed? YES YES YES YES HANDCUFFS YES LIC H5 CONDITION 13* Han}:these are oonetrons oflurenswr beyond the Ihetxsees oaagamata fomw afprwrsms arm:GatoradeRemsadsraltles,the name!Revised Mmicrpai Code.Promwgaxed Rules or any om:-rctmsme_arfedtrauaw Guardsauthonzed to use vehacieswhile ntovtdmg secmryservices? BATON V:FCREJIRK P£PP?R SPRAY TASER OTHE IT IS THE LICENSEES RESPONSIBILITYTO RENEWPRIOR TO VH5EXPIRATIONDATELISTEDON THISLICENSE ITSHALLBE UMAWFUI.TO OPERATEAFTER THEEXPIRATION DATEUNLESS WE UCENSEEHAS FILEDA COP-PLETERENEWALAPPLICATION ANDPAIDALLREOUISITEFEES THELICENSEWILLBE ADMlNI$TRATN'E|.,Y CLOSEDANDALLLICENSEFRI‘/lEGE5 WILL BEFDRFEITEDIF IT IS NOT RENEWEDWITHIN90 DAYSOF THE EXPIRATIONDATE COMPLIANCEWTIHALLPROVISIONSOF THE DENVERREVISEDMUNICIPALCODE.INCLUDINGCOMPLIANCE WITHARTICLEIVOF CHAPTER26.IS A CONBITIONOF THIS LICENSE THISUCENSE COVERS ONLY THOSEACTIVITIES LISTED Cme1FInanualO?':ceo Allied Universa|®Response to City of Englewood Public Works BUSINESS -PROFESSIONAL LICENS ‘-1.H" Hg: YES :.m'..SA Page 286 of 376 unmsiE AFi([ISOM:[ IiiMc][\1 mrunlzuuz.INSNTUTInus unswm m mmm \ Thereforyo State history of the firm,in terms of length of existence,types of services provided,etc.identify the technical details that make the firm uniquely qualified for this work. TIO =cHEMIc.AL_/TRANSIT RETAIL AV“HFALTHCARE PETRDCHEMICAL Allied Universal has been providing quality security services and highly trained personnel since 1957 to clients in a wide range of industry sectors.As an international company,we provide proactive security services and cutting-edge smart technology to deliver evolving,tailored solutions that allow our clients to focus on their core business.Building the world's best services company,we continue to expand our footprint and infrastructure on a global and local level.In North America,we operate our business under the existing Allied Universal brand,and our international business operates under the G48 brand.Allied Universal has been providing security services in the State of Colorado since 1982. We take a personalized,integrated approach to your needs,becoming fully immersed in the City's culture,mission,and values to provide proactive security services and cutting-edge smart technology tailored to your unique requirements.Allied Universal provides exceptional security solutions that give you the freedom to create,produce,and innovate with your core business. Our world-class customer service and track record of success start with our local leadership, equipped with the know—howto serve you with service-oriented professionalism supported by the most advanced systems and integrated technology in the industry.As your trusted security partner, Allied Universal stands ready to secure and care for the people and businesses in our communities. The security services the Company offers the City is matched only by the specialized expertise obtained through providing similar security services to a wide variety of clients locally,nationally,and internationally. K-12 ‘MANUFACHJRING:SUNDUSTRIAL UTIUUE S,..__ HIGHER msrmaunon EDUCATION 3.LOGISTICS ”E5”’E""“L__l __?mmuumss Allied Universa|®Response to City of Englewood Public Works CONSTRUCTCONDO& HIGH-RISE Specialized Security Expertise &Experience Page 287 of 376 m Address the firm's size and the disciplines of management staff.Include the name of executive and professional personnel,by skill and qualification,that will be employed in the work. Ea§P[&\N$WE Rb CTUJRE,SC/é\LAlll;llT . Government Services Experience &Expertise 0 25,000,000 man-hours of armed and unarmed security services to Federal,state,and local governmental facilities nationwide annually 0 $900 million in revenue 0 15,000 specially trained Government Services contract security professionals o 460 Federal,state,and local clients 0 3,000 government client sites;up to 200 locations under a single contract a Vertical SubjectMatter Experts From this experience,Allied Universal fully understands the complexity of maintaining compliance with rules and regulations while providing the required security services and the need for quali?ed and trained security of?cers.While each client contract is unique in scope and size,typical facilities Allied Universal secures include: 0 City Hall Complexes,State Capitol,and Federal Facilities -Courthouse Complexes o City and County Agencies o City and County Health facilities &Hospitals 0 County Juvenile Assessment Centers 0 Water and Utilities a Parking Facilities o Data Centers -City/County/Federal Child Care Centers 0 Motor Vehicle and other Licensing Facilities -Social Security and Human Services Centers Government Services Memberships o International Association of Chiefs of Police (IACP) 0 National Sheriffs Association (NSA) 0 National Institute of Government Procurement (NIGP) A History of Serving Governmental Entities The Company services hospitals,courts,states,counties,and cities nationwide.Across this client base,the Company protects various types of facilities.The Company provides both armed/unarmed security personnel at these client sites,vehicle and foot patrols,public assistance,customer service/ambassador representation,provides access control and CCTV/Security Operations Center staf?ng,Life/Fire Safety services,and all supervision and management of the various programs. Globally,Allied Universal operates in more than 90 countries with an experienced team of more than 800,000 employees and over 1,400 local of?ces.Security operations will continue to be run through EXPANSIVE INFRASTRUCTURE,RESO RCES AND S ALABILHT Allied Universal®Response to City of Englewood Public Works Page 288 of 376 U Thereforyo U C W -\-,3 1.Outline the screening process and training programs. SC[‘?<.F:ENH\”Giam?S[LJ[L'/ASH our Denver Metro of?ce,which manages 80,000 hours per week of security service and employs 2,500 Security Professionals. The team is led by Vice President Jeremy Lee.Jeremy has 27 years of security industry experience and joined Allied Universal in 2001.As a Regional Vice President,Jeremy ensures the overall successful performance of the region,overseeing and directing all operational,?nancial and administrative functions of three (3)branch of?ces. With our Denver branch of?ce in close proximity to the City facilities,any necessary branch of?ce support will be immediate to assure service continuity.Our local and regional presence enable us to quickly deploy additional personnel and ensure coverage in the event of planned and unplanned absences. in the event of a larger disaster or emergency,we have a proven emergency and disaster response program where we can quickly activate,coordinate and deploy these dedicated resources from across the country.Our national presence and expansive resources provide scalable ?exibility that no other provider can offer,bene?ting you through: 0 Efficient processes to procure additional coverage when and where you need it o Substantial surge capabilities to support a wide variety of short—term,temporary security needs 0 Consistent levels of service and quality backup personnel to maintain security levels 0 Con?dence that your employees and visitors are safe,assets are secure,and your reputation is protected The number one objective of the Allied Universal security professional screening process is to identify quality candidates.This means we consider background,experience,communication,and interpersonal skills,and fit for the position.Quali?ed candidates are invited to formally interview with our branch recruiting team. Background screening is an essential component in Allied Universa|’s process for selecting high caliber employees for the City contract.Initial conversations with applicants provide an opportunity to evaluate demeanor,attitude,and communications skills.Quali?ed candidates formally interview with the local Riverside branch recruiters and hiring managers.Allied Universa|'s standard screening process includes: 0 Education veri?cation o Employment veri?cation 0 Criminal records checkwith stringent hiring standards a Social Security check -Electronic E—Verifyand l-9 employment verification o Motor Vehicle Report (for those security professionals designated to drive a vehicle) o Ten-panel drug test Allied Universa|®Response to City of Englewood Public Works 10 SC EENING AND SUITABILITY Page 289 of 376 '{hereIaryo Application Review &Assessment -Careful analysis focuses on employment history and stability. The application process includes a questionnaire utilized to assess writing skills and determine whether an app|icant’s personal character is in-line with Allied Universal values. Interviews -The initial in-person interview assesses punctuality and appearance and clari?es points of the candidate’s application.Multiple interviews may be conducted,and candidates progressing beyond this level willattend our orientation program. Education and Employment Verification (Reference Checks)-Allied Universal veri?es high school diplomas or GED or highest degree(s)obtained,a minimum of one previous employer including military DD214,and current employer (after an offer is extended). Electronic I-9 and E-Verify -Employment veri?cation must be completed for all Allied Universal employees to present proof of citizenship or authorized alien status.All potential employees are processed through E-Verify,the government's employment eligibilitysystem. Management Testing -Management testing may involve the Thomas Personal Pro?le Analysis,The Kenexa Manager assessment,or The Kenexa Leadership assessment,depending on the position.These tests help assess each candidate's management abilities,drive.maturitv.and people skills,and evaluate whether they are a good ?t. Social Security Checks -As an additional measure of precaution,Allied Universal runs Social Security checks on each candidate to verify identity and history of addresses.The latter is used to assure all associated addresses are considered when determining states and counties to be included in the criminal background check process. Criminal Background Checks -Prior to being hired,each employee undergoes a comprehensive criminal records check.Where required,fingerprints are taken and submitted to the appropriate law enforcement agency for a detailed background investigation.Statewide criminal checks are also conducted when required.Allied Universal will only hire individuals who are suitable for employment in the positions for which they are being hired and who are eligible to hold.a security guard license where required by state law. Pre-employment Drug Testing -All Allied Universal candidates undergo a 10-panel drug test prior to hire to screen,at minimum,for marijuana,cocaine,amphetamines,morphine,and PCP.Preferred ?ve-panel testing is either on-site urine or oral ?uid (depending on state and contractual requirements).In states that do not allow on-site urine or oral ?uid testing,we offer Intercept.an oral ?uid device administered on-site with the results conducted by the lab.On-site ten-panel tests,off- site ?ve-panel or ten-panel tests,hair follicle and alcohol testing are available at additional cost. Motor Vehicle Report —Security professionals designated to drive a vehicle are subject to Motor Vehicle Report checks and on-site training before they can operate a vehicle. Security Officer |ntegritylHonesty Testing -Allied Universal offers security of?cer integrity/honesty testing.This selection assessment tool evaluates attitudes and behaviors associated with high levels of integrity and productive work habits.Allied Universal offers a discounted rate through a commercial arrangement. Allied Universa|®Response to City of Englewood Public Works Page 290 of 376 (..N VERSA The foryou INDUSTRY-LEADING EMPLOYEE TRAINING AND DEVELOPMENT PROGRAMS NEW EMPLOYEE ORIENTATION 80%or higher on final exam ON-THE-JOB TRAINING POST CERTIFICATION Site specific,customized training tracked via oniine database CORE TRAINING 80%or higher on each exam Most security companies build their training plans to meet minimum industry standards;however, training is at the core of Allied Universal’s differentiation,and we are committed to providing the highest quality instructor-led and ongoing training programs in order to ensure Allied Universal security personnel perform at a higher standard than of?cers from other companies and to support retention of of?cers serving the City account. We have invested heavily in training resources to optimize learning and career development for our personnel.Some of our key training differentiators include: Corporate Training Institute:Allof?cers receive training conducted within the AU |nstitute“",the umbrella under which all formal training and development are provided.Allied Institute is supported by more than 50 full-and part-time certified instructors,and provides both mandatory and voluntary courses,which are offered pre-assignment,on-the-job,and as continuing education. Security professional onboarding and development consists of five phases,with speci?c timeframes for completion,as well as testing guidelines to verify comprehension. -3-hour interactive training °Topics:onboarding,policies/procedures,safety and emergency management,legal powers and limitation. SAMPLETOPICS -Access Control -Key Control -Patrol Techniques -Active Shooter -Mechanical Emergencies -Post Responsibilities -BombThreats -Media Relations -Report writing -CPR/FirstAid/AED -Medical Emergencies -Terrorism Awareness -Electrical Emerg.'Opening/Closing -Use of Telephones 0 Equipment Removal Procedures -Vehicle Assistance -Fire Alarm Response -Parking 8:Enforcement -Water Leaks °lD Checks -Parking Lot Security -Weather Emergencies -introduction to -Liability and Loss -Workplace Violence Contract Security Prevention -Emergency Management °Legal Aspects of -Appearance and Wellness -indicators of Terrorist Private Security -Exceptional Customer Care surveillance 0 Note Taking and -Difficult People or -Personal Safety Report Writing Situations -Video Surveillance -importance of -Introduction to Safety -Bomb Threats Documentation -First Aid,CPR and AED -Media Management -Patrol and -Harassment Observation -Post orders SAMPLETOPICS -Fire Alarms -Medical Emergencies -Customer Service 0 Access Control °Suspicious Personsl -Safety -BombThreats Disturbances -Elevator Entrapments -Patrol -Water Leaks -Power Outages Many of our full-time trainers are certified First Aid/CPR/AEDinstructors.Training can be completed vla local office pre-assignment;certifying agency;via trainers at your site,etc. Trainees receive certificates and certi?cation anniversary dates tracked online. ONGOING &REFRESHE RTRAINING/ QUARTERLYSITETRAINING CPR/FIRSTAID/ CERTIFICATIONS Allied Universa|®Response to City of Englewood Public Works SECURITY PROFESSIONAL TRAINING {HEB Page 291 of 376 -______Thereloryou Does your firm have the resources necessary to meet the requirements outlined in this Request for Proposal? [JV/'/¢+.NGE{‘.97T9?\£:P‘«F§[E.T/a,I\aY x’?Q,:—Q TE©{N2 L©T© [MPZZE ERF©'[?\W/3:\N©[; Awards and Certifications:Validating the success of our training programs,Allied Universal has received numerous training awards,most recently being named an Elearning!Magazine 100 Top Learning Organization.We also received industry-wide recognition of our training program with the Outstanding Security Training Initiative Award at the ASIS International 62nd Annual Seminar and Exhibits. Allied Universal’s industry-leading employee training and development programs offer the City the following advantages: Assures the City that we invest in our people,giving you peace of mind that our of?cers are competent,customer-service-focused and always up to date with security protocols. Security training that exceeds industry standards and includes instructor-led and real-life scenario training in order to drive performance and enhance the knowledge of our personnel. Supports the retention and promotion of personnel by having advanced and ongoing training to strengthen employee development. Continuous investment in education resources to bring an array of learning and development programs,such as customer service training,that are customizable to your needs and industry to ensure our personnel obtain superior training. Robust training infrastructure to self-deliver core training. Allied Universal has combined under one roof the expertise,knowledge,and best practices for the City’s security program. Even though the risk of a new transition would be avoided by choosing Allied Universal,rest assured we would treat an award as we would any new contract award.Allied Universal management will conduct weekly meetings with the City throughout the transition process to a new contract to give status updates.We will re-visit,provide,and report on: -Thorough review of all facilities and asses the security needs -Preparation of a written timetable with measurable goals -A transition management team speci?cally assigned to the City -Review and development of detailed training programs and post orders -Orientation training -On-site training -Testing and review of security professional knowledge -Transition assessment and surveys In addition,Allied Universal continues to be the innovation leader in the integration of physical security and technology.We build and own our technology,which allows us to customize our Allied Universalrj Response to City of Englewood Public Works 13 ADVANCED PROPRIETARY RESOURCES &TECHNOLOGY TO OPTIM ZE PERFORMANCE U IVERS Page 292 of 376 (-"'"’ IEHL1 RSJ1| _.___..__Thereforyou FULLYCUSTOMIZA BLE-InstantPostorders -Reamme Reports ‘G95|:'3°”"3 ‘Vertical market -And uch More ~Location-IncidentReporting -Visitor/VehicleLogging .Business mm“ *Site speci?c neads platforms to meet the needs of each individual customer.While competitors may say they have similar technology,the core difference is that Allied Universal’s solution is not just about the technology itself,but rather the results we can deliver through an integrated program. HELIAUS,Allied Universal’s proprietary platform,is the smart technology of tomorrow that places insight into the hands of of?cers to better protect the City's employees,facilities,and assets. Leveraging a sophisticated arti?cial intelligence (Al)engine that uses powerful algorithms to generate risk-averse recommendations,HELIAUS offers a fundamental shift in integrated security solutions.HELIAUS is notjust a tour or incident management system,it is a comprehensive workforce management solution.With HELIAUS at the center of the City's security operations,your of?cers are always connected and engaged,situationally informed,and armed with the right recommendations to create safer,more secure environments. Allied Universal’s proprietary technology offers the following distinct advantages: o Provides a progressive and personalized approach to your security and safety program that leverages our unique blend of personnel and software capabilities 0 Provides fast and easy collection of actionable,real-time security data for improved decision- making,analysis and ongoing enhancement of your security program 0 Offers the City flexibility and customization unavailable with competing organization’s third- party products o Allows our of?cers to accomplish more and enhance compliance for the City 0 Commitment to ongoing investment in our technology solutions to help add value for the City Activity AnalysisHunCalendarHutMlp WHOI WHERE WHEN WHAT -tn HY PAR? on .“ urn II I I: 113 u I‘ .‘......_......c run avuufkc -9 -it. Allied Universa|®Response to City of Englewood Public Works 14 -Powerfulinsights -Con?gurable work?ows 8;tours |-|E|_|A|_|s®VALUE -Spot safety 8:security trends quickiy -Retum on investment 8; -Al-powereddynamictours quantitative value Page 293 of 376 ..__,.Thereforyo As the incumbent security provider,we have intimate knowledge and experience providing armed security to the City since 2000.In addition to the City of Englewood,Allied Universal has provided service to several other clients in the Denver region including Denver RTD’s Union Station and light rail system,the HCA health care system,the Denver Water department,Arapahoe County,and Douglas County. Jeremy Lee and Jeremy Graves both are involved in the management and oversite of the above referenced government contracts,and thus have the proven ability and experience to perform the management duties required to deliver on the City of Englewood contract. PAST INVOLVEMENTWITHSIMILAR PROJECTS The written proposal must include a list of speci?c client experience in the scope for security as defined and indicate proven ability in implementing similar projects for the firm and the individuals to be involved in the project. Provide a written summary of up to three (3)examples of security services that your firm has provided. 3 Address 2405 Midpoint Dr,Fort Collins,CO 80525 Contact Person's Name and Title Corporal Gerhard Brown Contact Person's Phone Number 970-498-5261 Contact Person's E-Mail Address browngg@co.|arimer.co.us Customer/Client Larimer County Three (3)references from agencies where similar work has been completed.The list shall include the agency name,address,telephone number,email address,and contact person /title. REFERENCE Contact Person's Name and Title Beth Moyski Contact Person's Phone Number 303-571-8226 Contact Person's E-MailAddress bmoyski@downtowndenver.com Customer/Client Downtown Denver Business Improvement District Allied Universa|‘”"Response to City of Englewood Public Works 15 Type of work/serviceperformed Security to county facilities,jail REFERENCE1 —...L'.;-U Page 294 of 376 ___.___u Thereforyou Contact Person's Name and Title Frank Milligan,EHSManager Contact Person's Phone Number 702-258-3100 Contact Person's E—Mai|Address frank.mi||igan@|vvwd.com Customer/Client Las Vegas Valley Water District Address 1515 Arapahoe St #100,Denver,CO 80202 Type of work/serviceperformed Secu rity services for the business improvement district,16”‘Street Mall Address 1001 5 Valley View Blvd,Las Vegas,NV 89153 Type of work/serviceperformed Critical infrastructure protection,water district Allied Universa|@ Response to City of Englewood Public Works 16 REFERENCE3 WERSEn” Page 295 of 376 U I ERS Thereforyo PROPOSED WORK PLAN Provide a detailed and comprehensive description of how the security contractor intends to develop and manage this project to provide the services requested in this Request for Proposal.This description shall include,but not be limited to: An overview of how the security requirement defined will be managed and scheduled. The number and types of equipment available for security and officers. The number of security officers and staff available for this contact. Detail how the communication,coordination,log sheets and incident reports will be provided and facilitated. The security contractofs philosophy in regards to providing the requested services included in this RFP. The contractor’s approach to the unique challenges of the security needs of this project. Address how the security contractor will address providing continuous service as described in this RFP,from the inception to completion of the contract term. Our proposed solution for the City remains focused on day-to-day operational excellence and driving long-term continuous improvement.Allied Universal’s approach to account management is unparalleled in the industry because our management structure ensures consistent delivery of service across our broad range of clients,and responsiveness to the City's immediate and long-term needs.While your primary point of contact will remain your Client Manager Stephen Hart,the local Denver branch's support staff is available to ensure your account is run as ef?ciently and effectively as possible. Our approach provides consistent methodology in the areas of selection,training,operations,quality assurance and contract management.In addition,the City will continue to bene?t from an efficient flow of information,with our local branch and regional management teams that are responsive to your dynamic environment and changing needs. Below is a list of equipment that is available for the officers on this contract.Unarmed positions will not have armed accoutrement. Police/Military-style uniform (3) Radios (3) Smartphone with HELIAUS technology (1) Sedan vehicle with lightbar (1) All season interchangeable jacket (1) Appropriate duty belt (1)and belt keepers (4) OC spray canister (1) Holster for CC spray/foam (1) Handcuff case (1) Pair handcuffs (1) Ballistic vest (1) Individual First Aid Kit for gunshot trauma (1) Spare ammunition carrying devices (magazines)(3) Glock 22 or 23 Pistol,.40 S&W Allied Universa|®Response to City of Englewood Public Works :a..'..1;g Page 296 of 376 RSA _Thereforyo In order to fully staff the needs and posts of the City of Englewood contract,Allied Universal will deploy 6 of?cers as full-time dedicated employees.In addition to the permanently staffed positions, Allied Universal intends to hire an additional ?ex staff of fully cross-trained of?cers who can ?ll in as needed for call-offs,replacement of staff as needed,and surge staf?ng requirements. Daily communication will go through the Client Manager Steven Hart.Incident reports,daily activity reports,and log sheets willbe provided through our electronic Heliaus portal.The City will have immediate and 24/7 access to electronic reporting,visibility on patrol management and instant intelligence and functionality. o Incident Reporting —The City security team can quickly and easilycreate incident reports on the go,?lling out key details by typing or simply speaking into their phone.Incident reports can be accompanied by photos,videos and additional notes,and Security Professionals can revisit the reports later to add more detail as needed. 0 Event Reporting -Like incident reporting,this feature allows Security Professionals to record maintenance issues,slip and fall hazards,suspicious individuals and more while on the go,keeping a thorough record of all happenings during their shifts. Allied Universal maintains an unwavering philosophy of providing world class security services to the clients and facilities we serve.Our guiding principles include: Mission —Allied Universal,through its unparalleled customer relationships,provides proactive security services,cutting-edge smart technology,and tailored solutions that allow clients to focus on their core business. Purpose —There for you®,serving and safeguardingcustomers,communities,and people in today's world Vision —Being the most trusted corporate services partner in a world of evolving risk Values —Trusted,reliable,fonNard-thinking,courageous,caring,nimble,and responsive Unique challenges associated with this contract include the public library,the open-air two-story public parking garage,proximity to RTD light rail station,vandalism,homeless loitering/camping,and public access to the Civic Center. Continuous service from inception to completion of the contract begins with having an initial plan and executing.Immediately upon award a detailed transition plan will begin,focusing on a complete review of our current work being performed as well as transitioning the sites we currently do not service.Recruiting of new candidates will commence through our in-house recruiting team. Screening will initially take place through electronic methods,followed up with in-person interviews. Successful candidates will undergo Allied Universa|’s extensive and comprehensive training and onboarding programs,including on-the-job training prior to assignment for post duties.Of?cers will be supervised by on-site leads,field supervision,and our field managers.The contract will be continuously managed through our Denver branch office.Client review meetings will take place initially on a daily,then weekly,then quarterly basis.All deficiencies,recommendations,and successes will be discussed and addressed as needed.Any staffing needs during the contract term will be immediately addressed and ?lled pursuant to the same processes described herein.We will serve the City proudly from commencement to completion! Atlied Universa|®Response to City of Englewood Public Works 18 .-,1?” Page 297 of 376 { Armed Security: Item No.Unit Unit Price 1 Straight Time Per Hour $40.09 2 Premium Time {as de?ned in Section 4.Item m.)Per Hour $60.14 Fee quotations are to include pricing for all equipment,personnel,and services required to provide the services as outlined in this RFP. FEE PROPOSAL gm.Titles,hourly rates,overhead factors,and any other relevant details.Include the number of hours anticipated for each Item Description. Unarmed Security: Item No.Item Description Unit Unit Price 1 Straight Time Per Hour $30.84 2 Premium Time {as de?ned in Section 4.item rn.)Per Hour $46.26 .Armed Security -Courts.The Company anticipates 40 hours per week (HPW)of security COVE rage . Unarmed Security COE &EEF.The Company anticipates 168 hours per week (HPW)of security coverage. Unarmed Security —Civic Center/Library/Appurtenances.The company anticipates 55 hours per week (HPW)of security coverage. Steve Claton,Regional President |Allied Universal®Security Services 1551 N.Tustin Avenue|Suite 650 |Santa Ana,CA 92705 W:714.619.9719 |C:714.360-5077 | Include the name,phone number,and e-mail address of persons(s)in your organization authorized to negotiate the agreement with the City. Steve.C|aton aus.com Allied Universal@ Response to City of Englewood Public Works 19 ATTACHMENT B -RFP 22-022 Pricing Worksheet Item Description RST/‘EsI. Page 298 of 376 -so nuns-N |74m$K\I« Thereforyou EngleA O God ADDENDUMNO.1 RFP-22-022 SECURITYSERVICES June 2.2022 SUBMISSIONOF RESPONSES:ONE (1)dactronlc submittal must be submitted amine via Rocky MournminE-PurchasingSywem IIRMEPS)at T '1"::._r..’/_"c.’::'.gr,-*1’;no later than June 9,2022 Q 2:00pm.It is thereaponsibiityofthaountradortoensurethattheelectronicpmpasaiissubmittedpriortotheproposaiclosingtimeNophysicalsubmissionswiilbeacuptnd. A*_*£?.!1!!.L%!£ -P4-e-ProposalMeeting AttendanceSheet Va :1 3 1)Question:Are there cameras?Are mybeing monitoredlive?’‘\—w.-., -M...M‘-,x‘_,-7:."-1-.4 1.,’.4-.n?”;{.9‘.."L 2)Question: Ream:Yea.mareare camera Thavare being zmtézed :2-acuvaty Resmmé As ciefimd &nthe RFP acmmam3/993 5nd 1d an unarmed security aemces arr;mae.sue<:2-6hours per my.7 zzayapee week Ihmugnout the nativ eearanmudun?Iwrvoeysé m ceafmi wemmzzmgaxierkr I EEF property and appurtenances and thu sumngstructursmmonwasandinanvamcieTheCantmztorshsi-‘Vprovide the unarmedaacguritvwéthawannabehran’mm :1 One (1;unifotmeasacumyof?cerwerequired-A ucmd urcifnrmed.unarmed sawnxy u?iw us tequtrad in patml anthree 43;levels o rtheChm:Center busknng {CDE3 duung regular tmsmess hours,MondayWaugh Fndavbeginningoneif}hour before me bmodmgopans unhi ma (1)how afwr busidmg closureItThisastoshowumafortheguardtowalkthroughtheentirebuildingtoawe?ain that tha namaISsecure,and doorsan:unlocked each mornmg’i At the and of the day the guard wolltrack the doors :0 meaxtariaa walivthrough thebwkféngtadeterminethatat!nemstaf‘.mdrvidualshave left We buiidmg.and determinetheam:‘tssacuru-xi. av Ciaséng times may vary depending upon Llbmry.Own and Guy CcuncnMeetmgs ma!extend min 0:am schaduled in thisevening Page ‘:4 1:Engiewaoa Municipa!€.:aL.n rs 9 fulmmeé court that operates an a dauy basis The :.ur~ ewbusinesshoursarefrom8DC/4am {.25.00 pm Manuay through Friday exdudma1-;:5e:.1,-5:25 ma * 1000EnglewuodParkway,EnglewoomColorado80110- 2373(303)762-ZSWLLL:‘‘>r -'’,'*:r»‘u‘ 1 Allied Universa|®Response to City of Englewood Public Works 20 What ageihe_=de?ned hours? “.‘r’.“‘yw,:-I-v.:..F‘f‘;"::*.w.~.,...x..-2. 1:?‘5314'}(I;.‘."i."C..‘we r:'.}r..4 ~K .1, »....,.;:./.:rcL.v..:":‘§:'v p.5:.2333i..:f.?r_; —‘x=.‘.«,»,-f.u..\:2,.'~_n‘,:.,...«.-Q,-...;Lm5.-.3 J-....V‘!.45....’4u -ft -1 V-..‘...‘..'.--an-~.';,.\2-.2,.-.‘V.....x.;C..-..J'\I4-'.'C.m.«.;."1-1.‘. .:.,T.I.!. Page 299 of 376 Question:Do tenants withinEnglewoodEnvfronmentalFoundation(EEF)have their own sacutity? 4}Cluestlun:is the parking garage avaitabie2417? 5)Question:Are the loadingdocksavailableto all? Thereforyo u. uncommonfor sour!to las:beyond the close of business due in a =argt!.y pmceedmg ThuJudgewasnarmauy?nishthe day‘:docket before adjoummg 1*:One (1)armed sazuuty offmer is requuoa for the MunknpaiCam:entry to monitor this deviceduringatoperatac»-=3}hoursaf the Court (:9-xrzagewt moiudeat!businesshows,whether courtisitsessmnornet,won as the wash muror mrbcourt sessacmdays when omy the aims-.5areopen The guard wit!remain at the past until re?eved.Requests 5::breaks newbe made to one a‘the-taunt contacts,Thaw is as sc?eduiedlunch rehef Eespmse RT!)has ',.“|(-5‘o In socmaty fan:the RT“piatfvrm ma ms.bridge Res,:ar:.2*V7-5; Response Yea‘thc;ave putt:Each u-nan:‘rs v:-:'::I?.;::‘.‘1_r;ctclt an}(.2 L ~':cL;.+ Rasgwflsa Na;mastic:requmd msporrsable r new-¢onng «‘?ts:-mwtcdsh?vaxu es esoanss Tyazivsaih naaugm uusrxeux mam wet meware:m.u.Mad!as:=1has.the am:mdnwg am: Resuonse fins 1%demsweni an the sstustion snuaxkm wt!’assaasecf by madmeatrhm ‘heuo?ce szaisursas five (5)bfmks Mam ma ?ié?l?t as um“gamma ‘Eweiivusfenza:mwn scgvais W arms nrvseem naming Response Thare have been A:few mask an and mm iv the ca: .-.11!la ::....sse 2 by an.2 4:1.-;:at"‘-‘:2.pa ice :‘a:-!&:37.is We {.’-g.-:tacksf"c:1~.umC-.~.ir,Csx.i=~;r "1e:pn.'w.e»Yes Putfc park.-ngat R 4:6%.;3-2ni':;-1.;‘ac:l:31.‘f.':’J3 ~:zreis to 21.52:.»-33.::.~.=.r‘<rrg. .n «espouse Thane 9-acebeen as‘aw t:ar‘e:.~.k-a:a;;54;!3:’r:[B6 :2;“* Respm:-'3 his desk mazhrraqzvvrezi Ratrzsp-;.a.L=i=.~‘fcxrr'>.*:!::canj:‘u's-tang ’.r!§a,-~awe. Respc'.1:;.Typfzalgg,\:£,Id:!.:‘...rx.ns:creek " The ‘: Resncmne ‘res this asonry or:mearmea secsuruygnositéon. Resparxsa Y seawnaiiy Fidsswand Men sarethn ausseataay aspmese Awarded vendor wi omvide one contact’:seguriev The vzumtse wt!‘ am E!1:an pham number for deparimenis as wall as snmvaciuavsa nbeposted‘?wvghaut the cmmmgzas wet!as crtrmmm-sates‘to “aw 6}Question:What is the Police Departmentresponse time?,".;.,'.;::t-“'.‘.1::5;c.;,;;;'-.;i_.-:3~:'.12.;:“,3:ir.t‘“—.:.‘:’.‘‘t;;-’‘:;,;'.;:.*i 7)Question:Is these cavered and outdoor parking? 8)Question:Is there an issue withcar theft? 9)Question:Do the docks require a dock master?Are they nespansibie for monitoring and inspectin g deiiveties? 11)Question;Regarding the armed security position.the RFP states the individualmust be Colorado PeaceOfficerStandardandTraining(PO31)certi?edas a peace officer.is this correct?.‘}.,:‘*,:-ti;;"'.’”~f,1:3’:-‘.:3 2.33 ."~1:',-;,g.‘::;ca.;~f'y-2;.7-.n:.i, 12)Question:is there heavy foottrafficin the definedarea? 13)Question:How do the departments contad security? 100GEngiewoodParkway.Engiewood.Coianado80110-2373(303)762-23001?‘f"__'__'‘f_.K.’1*.’),:';f 2 .».esponsu.Y-as.seas-av fl;Frirfwzand Manda-,rarethe Q.-uanaatxiays neascnse /‘—.w2..".:'e.=dvcrzdcxM3 ;::cm‘»fsa we ;:‘:::re rru‘r.‘:a'irtr dag’fir‘‘its as *.-:c7:25,:.r:-:!’«;i.$=:;.!21- :c~.v~!n';Isecuriz;'f m.m::arw hp ::sas!ed‘.‘1I‘€§a.‘,'2,'.'mi dz:has ‘:.'v-'!«e.um:1-...;s.e:?LaCi";2.2.2:1 EH n ma Allied UniversaF’Response to City of Englewood Public Works as 3} 1. Page 300 of 376 {herefaryou cL:.<:.~n_;a‘.='cnF:cost ear.m1»:2-:wzruw-3sugiges:cm‘:‘erciudeas a m aztssnmsnt ta yam gzwopcsaf T313e‘-:-:$:m:n.=!.rzgcfs)cl nan:M1 rm courr as p::1 0!thert1ax:mm nmrltzzacf pages a:'c'."»'-vi “'33éSi’}E)?§B “?le C;pdwe-vs me:-S msczicsathanimonvsa?xm as iimarmal rasaomxrr Rasua-me Na Ra-as that «ensue:sham hjtvnp «gem;«ompanv idB!':?‘r?{;mg)r'gs 3;mg; espmae Thasi mnsa?as nmavarnaowa Rea-mas:Cxcmtsaci}ms!‘seésurmr mm aeksctac!and ma 4r‘z<1~:v?m.ssl$ernaroyso D"=t§£?Xr'a(‘:€tiJ wmse my a uascnpt 3 or .2 owe sgges am‘!was 7 a?Y?(;“P :0 mus macaw me aaaimnai aaguisr ms altamhmgné w?mm at;m themac:pages lrcweu iiasmnsu Na.tn"w *!1o”r;:)un'aaga!x3seapmpnsa ‘Wm ‘terms 1 us!be mama me am 2:me!ha rrruya mama(3 mm 6 rezzzzmmeméaiim for a cam Reaormse ‘WvmTm a1nsrrnediE‘f’F”r-med mrrsal annedlhaurtn ésuonse vine rjmerfrm 2:xmnsazxn wiié rregaeiatgd 912M time o:,entractm seczmawRa??we cxmizar-* ‘§e:~.4.p:sme'The RF aéas {mp .41 page 4,marm?at was?ontravtx ~Drzcmgmcsreases?hail >32 rxaqo?atanawunreadbathpzavimbutmancaseshallaxsvaadQM?zansumarPr»-::e indent Q?“for thelaws:.umr.a an ewixxz area to:meysxrma ‘crersoxz Rasoar-sa NA fgontracf .with the mean mmmcio:seiezztea and no!xnziwndaiaisuamkryao avmmradnme wnxrayter :::.e:!2:J ;:r;:3 er!rm-.'i;J.H~'5 2.~:.z'.~tc',~.£ucrmaricrs :2.‘ L3 ’ Response:Th:RF?’sates {‘<=;=c‘page Terms of ms CIcn::a::}-Prim;anme.::*::'s 53.3?hasregc?ataj5:’5'33 EJVEBJ10 by ‘»’.‘=a:*~puff?-H 12.1:H M:525::»#t---.-'::ex:-:21 weCats:.:..5‘n::c=I:dc»(cm;‘at zin e {Tum :3;~.‘*.::r:a:.:~Lsa':;'/;::4asrr::_»;5::l‘:.-p.'{*,.‘.’I(3.'.3epr—.:-ad P.aspo.“::*z .’w:.l+?onizrzct cs w§‘..‘3 the sc»:s..:i:y carar ;!-yr $‘:fx.'.'§:x‘.3 MR1 r.c‘;7.r.d%~;.;u:a‘sc*v*-_r»-i:.;=r=*3:‘C..‘.nEl'8»2‘.;fS Resomse me mypratem no?so:dasciase masjnfcsrmnhan xx,uotammi mammue r Response The Hit wavy:‘if Hubs?emsF112;:?an:srsoteniéai nsspanrisefu 14)Question if we have additionalsuggestions outside the Scope of the RFP.is there a process that youwouldwishthatthesebesubmitted?And would such additionalsuggestions count against the 20 pageproposalmaximum? E“:-o;n;'.;::3 15)Question:Ifwe submit contract terms that we would wish to negotiate.would this count against us in thescoringofourresponse?.,-I J.‘.9 r..v A ..--...\'/*.A.!'«1::;'»5.':..3 ml.«:13 ‘..l r...i :...z..t s_:..:i.~t it .t._;'....-'.:,t 5.:or:orto r.+..::-roforward-.:;:‘r.3 »':«:.::'*:r::;.-.:‘:.‘e’.t':far a :1;tract 16)Questionwho currently supplies coverageto your locations ‘..;.;;:m:3 'i‘..t.uCity :;‘..=:Lr;‘;{u:7‘r':;::;iEEFjr?."'_:r:25:2.“.._. 17)Question will there be at least 30 days for a transitionplan,it a nawty setected vendor is chosen?...v-...V r»M-4.;r-_....-7..r .-._,<.-.,«_ -L K».1,-.Th:i«”...'I4‘:-.‘T..'!...r rr.Z.’,?lfE*.4:.:r‘-p*:.r «‘ff?ri._jrtf-:;:t 1.’;‘’..‘..‘‘ft..4 .-r w‘:.:i.uAv?t::-:;~.:t3 it <3conirrsct 18)Question:What is the expected yearly increase should multiple years he agreed upon? 19)Question:is it your preference to keep existing guard personnel that are retained ‘whole"in regard to payandbene?ts? 20)Question:Willincumbent/currentemployees‘wages and bene?ts,including healtttcaraand vacationtime,be grandfathered? ’?«Zl\C'.m‘;:.::.::3 21)Question:Qouldyou provide the current wages for the of?sorsfor a?of your locations?a..-"».'r..r -,1‘..-tr-3 .‘lv~‘U3fix:h-.r:;i‘-«:.:not in ‘L 4:!-..o ~.l2...;..”:.'$1‘,..‘.~‘:'tto ;~'.?-.*.r*.rnt-r..-:*':r._.ts 22)glues'n Do youhave any speci?c preference on rnalteand model ot_thevehictefor patrol?~..,a..»~_....--,W.”_w.2;.r-«.1 ,.w..~......».-u x‘r‘to ,:'x».3 »-t -.lI -...’::V VI ,».1»9:.-..,»r"’o-.._.38,....,«TL .\114,,- 23}Question.Couldyou provide an average numberof miles that the patrol vehicle has been in use?.171:Tm ?rfn*r*:‘.;c.1'3 :::r‘93:“!-~T55;» 24}Question;Whatis the current billrate per position (unarmed ?oater,unarmed 24!?shifts)"‘-.'V.-.‘v»»«F ...'””...r—1.2.._-.ad.»5:.C..*_.-,x...,r....3.1...,«..,,».3 Chat:-.....:,::tr2;f.._.:~f-_r-°f*:.._.;..:» 25)Question What is the current pay rate per positron (unarmed ?oater.unarmed 24!?shifts);'?L.:;.'.:::'%'T“;1 C114r’~:.";:a :;;;t to 61:3???;-1.:-ta:tr.-I::=rr'.ii:nto g::~.?51?.-:3‘r;.3::7. 1000EngtewoodParkway.EnglawoodrCotorado80110-2373 (303)752°2309 '4;-...;...I 3 Allied UniversaI®Response to City of Englewood Public Works 22 L-fr’ .%s? ?nal t&*r::srust be r.-r2'.:~.::::s:1:‘.‘;c my :1 ¢a'm».'d.'Cr«u::s) Page 301 of 376 Q419/‘Ii wereforyo ‘cans.use he ween :3 §cm.‘L thwmarar iv“a we R slixinsar ‘ha xutemnznm (is iiaiahlabk-1 asizmsx..1'3!!t1!D!I€',mmmmin as as idem ~r M:smssdweq times ~.mm ssumse weFm:§7:"e'h='-P8 as W .'ns:cmse vhrsmrorwam-r mes uanresncnaacs RWPOUS0The cwrentcarxsxazé does 21::hi!:*+p;r:£c:y .9: P.c:pc:1:.r:Tjnfs ira‘::;mta'.*-2nismt!2*.-'3.‘;‘::;T: 731’-5F?3=S3"P19L~3!.';':’:£zhaurf.4:?‘b-‘:as r«'2'tWi?iLt E‘:"“1a:*:$::s*.‘~:'.i!.a:'.'..:mi:Adzieumdunz. R9$P¢“*-‘=*1‘TN 571:‘}'*%=Y$f$NC!to d;s:!::s3»this :e:f=;r:n:a::o.v1:3 wafer.:52}xs>.s3;~c:r~~"s Response 2?)Ouastion:What is the current billrate for the vehicae? 28)Queslnon:Howmany miles does the vehicledrive per week,month? 29)Question What is the number of biiiablehours? eszsimsa mms are . as mumat «vtmvgm we am/m m (rm R 0*my what?»"IV 3616 {mg 3'‘rs Adda-1.m‘>my “?vsmams N. ?asponzc The hen-.=:.s:,n:.1a.ifc|:r».f?e:’.i':":2 RF?and 9;:Cu:;,:j:.a;2 of in:4.:."".'.‘?!'3dL'."!"#3!hours wkL--V~‘~?E‘:d.22:‘..'.:‘;.2s21':-:2.r -;:j:v:._'::*.-;at in:f::“.;:'1at the say 1000EnglewoodParkway.Engiawood.Colotado80110237 3(303)762-2300x_'1''"'<’1‘.7;kn:-4,..._'_..._;».'..4-: 4 30)Question;Whatis the current contractvalue? 33)Question;on tho websiteit states that the building is open from 8 AMto 5 PM,duringthe waiktttroughItwasmentionedtohavetheUnarmedFloatarcomein30minsearlierandstay30minslatertoconducta ACKNOWLEDGEMENTTOADDENDUM#1 Signature betowindicatesthat applicant has read anthe informationprovided aboveand agrees to comply in fullThisacidendumisoonslasasectionoftheRequesttorProposalRFP~22-O22and therefore.this signeddiooumentacome;nsiderationand fullysubmitted with the ori?ainai>.‘g,0 Signature DateCit(1156 M ?ning;«A It-”\;I~n \‘+’\§;* «'( Printuame TitleALL:1»:amt. Companyh?ame Allied Universa|®Response to City of Englewood Public Works 23 Res-::.-assSee above i«3:;’f:v!"*5€:a w cstm 1F 5 t mumse Emasome 1 uuasmcw ‘£ ..-.,.-v *-‘£33rr.::rf"1'"5 _ x ‘w ._253 ;Lf:~:u,,:¢;ud;}13 Fe.-«.11. Thg city pzefbrs mt ta d ac.“ wé the RFP and am 9::MSG use 3:snmrmaxmrnmn ‘aspo?cie H5” Page 302 of 376 .._.__Thereiorya Attachment D —RFP 22-022 Affidavit of Authenticity By signing below,I agree to the terms and conditions of this RFP,except where expressly described.All information pertaining to and provided in the attached proposal is to the best of my knowledge,true and correct and if called upon to testify,I could testify competently thereto. Falsification is cause to deem my proposal nonresponsive and therefore ineligible for consideration.In addition,falsification of information is cause to cancel a contract awarded based on one or both of the above preferences. I acknowledge receipt of the Addenda to this RFP by identifying the following Addenda numbers and dates of receipt [if any):1 —June 2,2022. 303-901-9037 Phone Number (pk . Signature Chris Harms Allied Universal Security Services Type or printed name Company Name Business Development Manager 12100 E.iliffAve,Suite 350 Company MailingAddress Aurora,co soo14| City,State,Zip www.aus.com Allied Universa|®Response to City of Englewood Public Works 24 Emailaddress Ch n's.harms aus.com Website Title Page 303 of 376 m".+.- HEDUNIVERSAL” Page 304 of 376 Contract Approval Summary March 2022 Page | 1 Contact Identification Information (to be completed by the City Clerk) ID number:Authorizing Resolution/Ordinance: Recording Information: City Contact Information Staff Contact Person: Melinda Goblirsch Phone: 303.762.2511 Title: Senior Capital Project Specialist Email: mgoblirsch@englewoodco.gov Vendor Contact Information Vendor Name: Allied Universal Vendor Contact: Christofer Harms Vendor Address: 12100 E. Iliff Ave., Suite 350 Vendor Phone: 303.901.9037 City: Aurora Vendor Email: chris.harms@aus.com State: CO Zip Code: 80014 Contract Type Contract Type:Contractural Services Description of ‘Other’ Contract Type: Description of Contract Work/Services: Attachments: ☐Contract -- ☐Original ☐Copy ☐Addendum(s) ☐Exhibit(s) ☐Certificate of Insurance Summary of Terms: Start Date: TBD End Date: TBD Total Term: 1 year Total Amount of Contract for term (or estimated amount if based on item pricing):$ 500,000 If Amended: Original Amount $ Amendment Amount $ Total as Amended: $ Renewal options available: Payment terms (please describe terms or attach schedule if based on deliverables): Invoiced monthly based on work completed. Attachments: ☐Copy of original Contract if this is an Amendment ☒Copies of related Contracts/Conveyances/Documents A not-to-exceed contract to supply all labor, materials, equipment and incidentals to provide unarmed security guard services for the Civic Center and Englewood Environmental Foundation (EEF) property; and armed security services for Courts. Page 305 of 376 Contract Approval Summary March 2022 Page | 2 Schedule A; EEF Map (limits of work) Source of Funds (Insert Excel Document Image): Attachment (For Capital Items Only / Expense Line Item Detail is Located in Open Gov): ☐Prior Month-End Project Status and Fund Balance Report Process for Choosing Vendor (Check Box): ☐Bid: ☐ Bid Evaluation Summary attached ☐ Bid Response of Proposed Awardee ☒RFP: ☐ RFP Evaluation Summary Attached ☒ RFP Response of Proposed Awardee ☐Quotes: Copy of Quotes attached ☐Optimal Source: Provide Detailed Explanation: ☐ Sole Source (Use as much space as necessary for detailed explanation): ☐ Qualification Based Selection / Best Value*: *Note: Qualifications Based Selection / Best Value Justification detailed explanation may include the following information, but is not limited to: 1.) Product and provider reliability 2.) Product and project understanding 3.) Product availability / Low risk solution 4.) Ability to connect to with current City of Englewood IT systems 5.) Familiarization with the City of Englewood Page 306 of 376 City of Englewood Public \\"orks 1000 Englewood Pai'k\\‘a}' Englewood,CO 80110 303-762-2340 $Entjlewood MEMORANDUM TO:EEF Board Approval: FROM:Melinda Goblirsch,Senior Capital Project Specialist DATE:July 21,2022 SUBJECT:EEF (Englewood Environmental Foundation)and COE (City of Englewood) Security Services Capital Project Management seeks approval for Allied Universal Security Services to provide City of Englewood Security Services for the EEF (Englewood Environmental Foundation)properties and for the Civic Center building. In the beginning of 2022,it was determined that EEF/COE would need to terminate a contract with a security vendor not providing the security services agreed to. At the time,the City had a number of separate contracts,with separate security providers,funded by separate departments with differing budgets and security needs. The City was also implementing recommendations from a Security Assessment for city properties.The report recommended combining the different security contracts under one ”universal”agreement for services for more efficient,effective and uniform delivery and costs of security. A Request for Proposal (RFP)was issued May 12,2022 and five (5)proposals were received. Staff members reviewed the pricing and qualifications of each and scored the proposals on a number of criteria.Scores were available from 1-5 (1 being the best). Allied Universal Security Services was selected,with the lowest (therefore best)overall score. Company Name FinalScore Allied Universal Security Services 1.38 Securitas Security Services 1.81 Silverseal 2.31 Denver Metro Protective Services 2.44 Denver Metro Security 2.99 The staff recommends Allied Universal Security Services because: 0 Allied Universal have the professional qualifications; 0 a history of providing security for government entities; 0 a proposed work plan that responds to the services requested in the RFP; 0 are familiar with the Civic Center,city procurement polices and billing procedures; 0 they provide armed security for Municipal Court currently. 0 Allied Universal was the lowest price provider among the five (5)proposals received. Page 307 of 376 The City would enter into a one—year contract with Allied Universal that would extend from August 1, 2022 through July 31,2023. This contract will be underwritten proportionately per the budgets,funding sources,amount and types of services needed and will be divided between the remaining months of this year and extending into 2023. Procurement Type:>$100,000 —Contract for Services Scope of Services /Sealed Bid /Publication /Contract Contract Amount:Not—to-Exceedamount of$500,000 Funding:8/1/2022 85—8501—54201Professional Services $128,290.00 1) 85-8501-54401 R&M General S 9,777.00 02—0401—54211Municipal Court S 28,600.00 2) 2022/2023 02-1005-54201 Budget Supplemental S 130,000.00 3) to 7/31/2023 85-8501-54201 Professional Services S 151,753.00 02—0401—54211MunicipalCourt S 51,580.00 4) S 500,000.00 5) The above cost breakdown assumes a pro—ratedshare between 2022 (8/1 —12/31)and 2023 (1/1 —7/31). Funding Notes:1)PO 2021—00000594 Closed—out(Contract Terminated); Remaining funds transferred to this contract. 2)Estimate of 2022 Court Security budget amount remaining; Funds transferred to this contract. 3)Budget Supplemental amount requested /approved by Council May 2022. 4)Estimate of 2023 Court Security budget amount for this contract. 5)Security contract for a not—to—exceedamount of $500,000. Action Requested:EEF Board Approval to proceed with procurement of this Universal Security Contract for EEFproperties and the Civic Center building. Attachments:Schedule A —Outline of Statement of Work EEF Map —Extents of EEFProperty Boundaries Proposal with Pricing —Allied Universal Page 308 of 376 Approval of a Contract for Security Services for the Englewood Environmental Foundation and Civic Center Properties Melinda Goblirsch –Senior Capital Project Specialist Page 309 of 376 •The Englewood Environmental Foundation (EEF) / City of Englewood (COE) needed to terminate a contract with a security vendor for breach of contract. •The City had a number of separate contracts with different security providers. •A Security Assessment recommended combining the separate contracts under one “universal” agreement for efficient, effective and uniform security services. •A Request for Proposal (RFP) was issued on May 12, 2022 Purpose of the Contract Page 310 of 376 •This RFP was to solicit proposals for both armed and unarmed security, 24/7 for the surrounding EEF properties, with additional security in the Civic Center and Municipal Court during hours of operation. •Five (5) proposals were received. Staff reviewed the pricing and qualifications of each based on a number of criteria. •Allied Universal Security was selected with the best overall score. Purpose of the Request for Proposal Page 311 of 376 •The staff recommends Allied Universal Security because: Allied Universal have the professional qualifications; A history of providing security for government entities; Proposed work plan that responds to the services requested in the RFP; Familiar with the Civic Center, city procurement policies and billing procedures; Currently provide armed security for Municipal Court •Allied Universal was the lowest price among the five (5) proposals received. Analysis Page 312 of 376 Financial Implications Funding Source Amount G/L Account # Capital Projects Fund (Fund 31) $721,646.70 31-1005-001 Total $721,646.70 Funding to provided by: Fund No.Fund Title Amount 2022 Sept. -December 02-1005-54201 Budget Supplemental $ 130,000.00 85-8501-54201 Professional Services $ 8,067.00 02-0401-54211 Municipal Court $ 28,600.00 2023 January -August 85-8501-54201 Professional Services $ 86,533.00 85-8501-54201 Professional Services $ 192,000.00 02-0401-54211 Municipal Court $ 54,800.00 Total $ 500,000.00 Page 313 of 376 •An RFP was published to solicit proposals for EEF and COE Security Services •Staff requests that City Council approve, by motion, a “Contract for Services” to Allied Universal Security Services for a not-to-exceed amount of $ 500,000.00 Summary Page 314 of 376 Questions?Page 315 of 376 City of Englewood Public Works 1000 Englewood Parkway Englewood, CO 80110 303-762-2340 MEMORANDUM TO: City Council FROM: Maria D’Andrea, Director of Public Works Melinda Goblirsch, Senior Capital Project Specialist DATE: August 15, 2022 SUBJECT: Contract for Security Services At the Council meeting on August 1, 2022, Council Members had questions and concerns that we were not able to sufficiently answer. Voting on the security contract was tabled until August 15, 2022. Further research has been completed and the information is included as attachements to this memo. The questions and concerns on August 1, 2022 were primarily directed toward incidences involving Allied Universal Security reported in local media. A letter from Allied Universal that addresses these specifiic concerns and occurences is attached. Staff from Allied Universal Security Services are present this evening to answer any additional questions Council Members may have. The names of the Allied staff have been forwarded to the City Clerk. References have been contacted. Notes from conversations with the references Allied included in their response to the Request for Propsal (RFP) and the City of Englwood Municipal Court are attached. The scorecard Englewood staff used to evaluate the proposals is also included, as requested. Attachments: Response Letter from Allied Universal; dated August 4, 2022 Reference Notes Scorecard Page 316 of 376 August 4, 2022 Melinda Goblirsch Senior Capital Project Specialist 1000 Englewood Parkway Englewood, CO 80110 City of Englewood Public Works #RFP-22-022 RE: Security Services Contract Award – City of Englewood, CO Dear Ms. Goblirsch, On behalf of the entire Allied Universal team, we are writing you to clarify statements and questions that were brought up in the recent City Council meeting with respect to the award for security services for Allied Universal. We believe that these questions may have been raised in the context of recent media reports about a licensing matter in the City of Denver related to an Allied Universal officer who is alleged to have been unlicensed in Denver. Allied Universal takes licensing compliance very seriously and we are currently coordinating with the Denver authorities to resolve this matter, which was caused by an administrative error due to an inadvertent misunderstanding of the property address. The service location in question has an Aurora mailing address, and all information reasonably available to Allied Universal, including our contract with the client, other information from the client listing their business address, and a Google Maps search, places the address of the worksite in the City of Aurora, which is not subject to City of Denver licensing guidelines. Statements were made about allegedly terminated contracts, specifically that Allied Universal has been terminated from contracts with the City and County of Denver, with Regional Transportation District (RTD), and with the Oxford Hotel. These statements are not accurate. Following a competitive bidding process, Allied Universal was not awarded the contract for the City and County of Denver, thus, no termination was involved. With respect to RTD, we have provided services for the transit system for many years and continue to do so today. We have a very good relationship with RTD, and our current contract was just extended one month ago for an additional one-year period. We proudly provide security to the Downtown Denver Business Improvement District, which oversees the entire stretch of the 16th Street Mall. As the largest provider of security services in the world, Allied Universal has, from time-to-time had security contracts cancelled, in accordance with the terms of those contracts, for various reasons including but not limited to, lack of funds for the program, conversion to in-house security programs, and competitive RFP processes. Question were also raised about the training of Allied Universal’s armed officers. Allied Universal requires all armed officers in Colorado to go well beyond any standards established by any local government jurisdiction in the state. We actually require our officers to qualify to serve as an armed officer under Allied Universal standards , not just those required under local or state licensing, registration or permit requirement. As a condition of employment in a role requiring the deployment of firearms, employees are required to meet state, county, or municipal licensing and firearms training and qualification requirements with the firearm, less lethal weapon, or other defensive tactical tools he or Page 317 of 376 she will carry or have access to, as well as all mandated periodic classroom and re-qualification courses. Similarly, employees will be required to meet state, county, or municipal training requirements governing the use of less lethal weapons, such as a baton or O.C spray/foam before being authorized to carry such weapons. Because the City of Englewood has not established specific training requirements for armed offers, Allied Universal will provide apply its own training standards if awarded this contract. All armed security professionals assigned to the City of Englewood contract will receive 40 hours of training, including these and other topics: • Use of firearms; • Ethical and moral considerations of weapons use; • Liability for acts while armed; • Use of deadly force/the force Continuum; • Search, seizure, and arrest procedures while armed; • Firearms safety and maintenance; • Fundamentals of non-lethal weapons use; • Qualification (Range practice, One-day fire, Minimum qualification course typically of 50 rounds, minimum passing score 70 - 80 percent); • Successful completion of written examination with a minimum passing score. All officers assigned to the contract must requalify annually at a minimum unless specified otherwise by the City. Re-qualification will maintain the same scoring objectives as an initial qualification to ensure that accuracy and safety standards have been retained. Another question was posed about the use of Post Orders. The Company’s Post Orders and Standard Operations Procedures Manuals represents the essential playbook that will guide the daily activities of the City’s security team. Our local managers will create, implement, and update these Post Orders in collaboration with the City. Security professionals assigned to the contract will then refer to them regularly in the performance of their duties. For the City of Englewood sites, Post Orders will include all current service data and requirements, as well as other relevant information. Security professionals are trained on site-specific Post Orders and the Security Operations Manual during on-the-job training, re- training, daily inspections, and roll calls. This training is conducted by field trainers, shift/site supervisors, field supervisors and/or account management/branch personnel. As the incumbent security provider to the City Court facility, we have intimate knowledge and experience providing armed security to the City since the year 2000. In addition to the City of Englewood, Allied Universal has provided armed services to several other clients in the Denver region including the HCA health care system, the Denver Water department, the City of Arvada, Arapahoe County, and Douglas County, to name a few. Please let us know if there is anything else we can provide to you with respect to questions from your department or that of the City Council. We will plan on addressing the City in public comments at the meeting on August 15th and will be happy to field any additional questions from Council at that time. Page 318 of 376 Sincerely, Allied Universal Security Services Chris Harms Tad Garabedian Business Development Manager Government Specialist Page 319 of 376 Past Involvement with Similar Projects - References: Larimer County – County Sheriff’s Office (8/2/22) Type of security Allied is providing – 24/7 or during certain hours? Provide security at 3 posts 2 courthouses – at entrances 1 county jail – 2 guards at front desk – answer phones, direct people, screen attorneys and others entering the jail Armed or unarmed? Armed How long have Allied been working for you? Contracts from May 2018 to October 2021 Were G4S the first 3 years and now Allied (Allied bought out G4S) Do you see a high staff turnover? Or are the guards working at your location typically the same from day to day / week to week? Consistent staffing; see a small turn over At the jail, they hire away from Allied as deputies – 7 so far; are completely transparent with Allied that they are doing this Previous security company they used – the people were not of the quality of G4S (Allied) Is there adequate staffing? Are all shifts covered? Minor issues – show up on time and ready to work Have here been any incidents with their service – either with the public or staff? How was it resolved? Are professional; have very few issues with Are there post orders? Are the guards familiar with the post orders? Are currently developing new post orders; guards are familiar with orders for each post Are they consistent with client review meetings; supervisors stopping by, etc.? Supervisor shows up every 3-4 weeks; can call him every day if they need to Anything else to add? Their contract will be up to renew for 2 years; County may need to issue an RFP; would prefer to keep using Allied Require guards wear vests – weapon training is similar to POST weapon class Page 320 of 376 Downtown Denver Business District (8/2/22) 120 blocks downtown (2 square miles); 16th Street and from Colfax to 20th; Grant to Union Station Type of security Allied is providing – 24/7 or during certain hours? 24 hours if staffing allows; 5 am to 1 am (the following morning) at a minimum Armed or unarmed? Unarmed / outside; officers walk the district; supervisors patrol on bikes How long have Allied been working for you? Been with since August of 2016 (Allied bought Universal Security) The original RFP was in 2016; 1 ½ years ago they reissued the RFP; Allied was strong every time an RFP Is issued Do you see a high staff turnover? In market they employ, if someone is on staff for 2 years are doing well Or are the guards working at your location typically the same from day to day / week to week? Since 2016 have had only 2 account managers; their account manager focuses on them only; is in the office with them, so see on a daily basis; his bosses stop by 2-4 times per year Is there adequate staffing? Are all shifts covered? Not 100% staffed; no one is at this time; when fully staffed do provide 24/7 coverage (see above) Have here been any incidents with their service – either with the public or staff? How was it resolved? No negative incidents to speak of; none with the public, Denver PD, Public Works staff, etc. Have been happy with their service Are there post orders? Are the guards familiar with the post orders? Yes – District gave the scope of work / direction and Allied carries it out Working with a homeless population? No enforcement; offer information on services, shelters and contacts for assistance; police are called if they are breaking the law / trespassing, etc. How do you characterize Allied’s staff / guard interactions with the public and your staff? Professional; have met expectations and the expectations of the businesses in the district Question about current media reports that Allied could lose their license in the City of Denver They will have to wait and see before making any decisions Allied notified them right away as to the incident; even before the media got hold of it; were completely transparent Page 321 of 376 Las Vegas Valley Water District – General Manager (8/4/22) Type of security Allied is providing – 24/7 or during certain hours? Water Utility Company – critical infrastructure; provide security at access points; have an entertainment venue – reservoir that is part of the water district; offices 24 / 7; 10,000 hours; 25 officers Armed or unarmed? Armed at treatment facilities How long have Allied been working for you? Been with for 13 years Do you see a high staff turnover? Low; very adequate staffing; if they have to add security because a dignitary is visiting – Allied has additional security there in less that 2 hours; do pay very well Or are the guards working at your location typically the same from day to day / week to week? A few if the guards have been working the same posts for a long time; do not see a high turnover Have here been any incidents with their service – either with the public or staff? How was it resolved? No incidents / no big issues; working relationship has been very good Are there post orders? Are the guards familiar with the post orders? The post orders are provided by the Water Company; belief in the power of training; because they are securing critical infrastructure, are proactive in training for events before they happen; have exercises the officers must respond to – bomb threats, irritated customers, etc.; officers are evaluated on how they respond Are they consistent with client review meetings; supervisors stopping by, etc.? Have quarterly meeting they are “religious” about; Allied’s VP, district manager and supervisors are there and the Water Utility Company’s entire staff (the senior leadership) also attend How do you characterize Allied’s staff / guard interactions with the public and your staff? Integrate well with organization Have worked with Allied for 13 years and the Water Utility Company is not a “fly by night” type of organization; expectations are met; Allied has been a good partner; are well organized; you cannot do better than working with Allied Page 322 of 376 City of Englewood Municipal Court (6/ 29/2022) Type of security Allied is providing? Armed or unarmed? Guards are armed and monitor the entrance to Court and City Council Chambers How long have Allied been working for you? Municipal Court have been with Allied since 2000; Do you see a high staff turnover? They do ask for the same person to be available each week Or are the guards working at your location typically the same from day to day / week to week? Previous person had been there consistently for a long time; the last two have there for about 3 weeks each Additional comments? They have had a good experience with Allied’s service Court is comfortable with selecting Allied for this contract Page 323 of 376 Cover Letter + Affidavit Included Professional Qualifications Team and Firm Capability Past Involvement with Similar Projects Proposed Work Plan Milestones And Approach Fee Proposal Complete Confirm Receipt of Addenda (1) Armed Straight Time Armed Premium Time Unarmed Straight Time Unarmed Premium Time Vehicle Non-post Armed Straight Time Non-post Armed Premium Time Other Annual Cost Y Y Y Y Y Y 40.09$ 60.14$ 30.84$ 46.26$ inc.441,501.44$ Y Y Y Y Y Y 51.01$ 76.52$ 29.12$ 43.68$ $ 4.45 / hour 34.28$ 51.42$ 482,065.12$ Non-posted is N Y +/-N +/-Y 50.00$ 75.00$ 43.00$ 60.50$ $ 1,000 / mo 614,828.00$ 448,605.12$ Y Y Y Y Y Y 40.10$ 56.36$ 31.26$ 44.13$ inc.445,779.76$ N Y Y Y Y Y 43.26$ 56.13$ 38.79$ 49.42$ inc.538,880.04$ See "Yearly Comparison Costs" for calculations for Annual Costs Comparison: Armed 40 hrs / week; unarmed 168 hours / week; unarmed 55 hours / week; 10 holidays unarmed only SCORER 1 Cover Letter Professional Qualifications Similar Projects Proposed Work Plan Fee Proposal Final Score 10%25%15%25%25% Allied 1 1 1 1 1 1.00 Denver Metro P 2 2 3 1 1 1.65 Denver Metro 3 2 3 1 3 2.25 Securitas 2 2 1 1 1 1.35 Silverseal 2 2 2 1 2 1.75 SCORER 2 Cover Letter Professional Qualifications Similar Projects Proposed Work Plan Fee Proposal Final Score 10%25%15%25%25% Allied 3 3 3 2 2 2.50 Denver Metro P 3 3 1 3 3 2.70 Denver Metro 4 3 5 1 4 3.15 Securitas 2 2 3 1 2 1.90 Silverseal 3 3 4 3 4 3.40 SCORER 3 Cover Letter Professional Qualifications Similar Projects Proposed Work Plan Fee Proposal Final Score 10%25%15%25%25% Allied 1 1 1 1 1 1.00 Denver Metro P 1 2 3 3 1 2.05 Denver Metro 1 2 3 3 1 2.05 Securitas 1 1 2 2 1 1.40 Silverseal 1 2 3 2 1 1.80 SCORER 4 Cover Letter Professional Similar Projects Proposed Work Fee Proposal Final Score 10%25%15%25%25% Allied 1 1 1 1 1 1.00 Denver Metro P 3 4 2 4 3 3.35 Denver Metro 4 4 4 5 5 4.50 Securitas 4 3 3 2 2 2.60 Silverseal 1 1 3 2 4 2.30 AVERAGE SCORE Allied 1.38 Denver Metro P 2.44 Denver Metro 2.99 Securitas 1.81 Silverseal 2.31 Structure / business approach different; employee focused vs. client focused; staff - 1-2 years; thorough Post Orders; Forcast Security Method good Very tech driven; response brief and to the point; staff hiring / training seems thourough; note training in responding to homeless population RFP 22-022 SECURITY SERVICES SCORECARD VENDOR PRICING AND SCORING Comments The following pricing and scoring sheet is for the City of Englewood CITY OF ENGLEWOOD SECURITY SERVICES and is graded based on overall value. Scores available from 1-5 (1 being the highest) based on the five categories listed. Yellow indicates a potential for change orders by the vendor due to pricing submittal configuration. Company Name Allied Universal Security Services Denver Metro Protective Services Denver Metro Security Securitas Security Services Yes / No - Note Information Was Included and Complete / Clear Unit Cost Prices Provided Includes development of post orders Utilizes body worn camera technology Comments Comments Will develop & submit post orders; no references listed Need to determine Courts experience currently Similar city references Comments At walk thru; current vendor; response organized / thorough; screening thorough; good transisition process; provide RTD security; anticipated staffing very good; low bid Prof qual "general"; Training Academy req'd - comprehensive; notes scope as unarmed only; "similar" to post training; City / Gov't clients; staff work 2 jobs; site supervisor stops 1x/month Training list odd; limited Gov't work; "Limits Control"; pay less/hr - high bid; address homeless population; site superv'r 1x/week +; no work plan; not at walk-thru Silverseal Page 324 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Jackie Loh DEPARTMENT: Finance DATE: August 15, 2022 SUBJECT: Resolution for the Reserve and Investment Policy DESCRIPTION: Approval of Reserve Policy and Investment Policy presented on August 1 RECOMMENDATION: Staff is asking City Council to consider and approve a resolution adopting the changes to the following sections of city's Financial Policies: • Investment Policy • General Fund Balance Policy PREVIOUS COUNCIL ACTION: • March 21, 2016 - City Council approved Resolution No. 51 adopting the Englewood Financial Policies • February 22, 2021 - Budget Advisory Committee Members reviewed their City Reserves Fund Policy Issue Brief with City Council. This issue brief discussed the concept of a ratcheting and sliding reserve within the General Fund's Fund Balance • March 28, 2022 - General Fund Reserve Policy Review and discussion to modify the Financial Policy Fund Balance section to include an Unrestricted Reserve range (12% to 21.4% of operating revenues or expenditures whichever is more predictable) that would ratchet down during periods of expenditures exceeding revenues to a floor/minimum level (12%) and slides up when revenues exceed expenditures to a ceiling/maximum level (21.4%) • August 1, 2022 - Staff reviewed the proposed Financial Policies adjustments with City Council and they were further directed to bring forth a resolution with the staff recommended changes SUMMARY: Investment Policy The most recent review of the City’s investment policy was completed in June, 2022. The major changes being proposed are listed below: • Several references to the Director of Finance and Administrative Services are being changed to Finance Director • Language referencing the City’s pension plans (not covered by this policy) has been changed to match the Municipal Code • Lowering the minimum rating for Corporate Bonds and Bank Securities to A- from AA- allowing for better diversification and potentially higher yields Page 325 of 376 • Maximum allowable investment allocation changes to better match State of Colorado Statutes. These percentages represent the maximum investment per category: • Certificates of Deposit-maximum allocation changed from 50% to 30% • Commercial Paper-maximum allocation changed from 40% to 30% with a maximum of 5% in any one issuer • Bankers Acceptances-maximum allocation changed from 20% to 30% with a maximum of 5% in any one issuer • Corporate Bonds and Bank Securities-remain at a maximum allocation of 30% with a maximum of 5% in any one issuer • Municipal Bonds-remain at a maximum allocation of 30% with a maximum of 5% in any one issuer General Fund Balance Policy Currently the unrestricted reserve is calculated at 16.7% of operating revenue or expenditures whichever is predictable. The proposed change is to incorporate an unrestricted reserve range from 12% to 21.4% of operating revenue or expenditures whichever is more predictable. This range will provide additional reserves when economic times are on an upturn and will provide funds to draw upon when economic times are on a downturn. The flexibility of the policy will enable staff to work with City Council to appropriate the unrestricted reserve for one-time operational and capital requests knowing that the reserve will not dip below 12% before expenditure cuts are made to maintain the authorized minimal unrestricted reserve amount. ANALYSIS: Investment Policy This investment policy covers approximately $110 million of City investments. General Fund Balance Policy The chart below provides the calculation change of the Unrestricted Reserve amount from 16.7% to a range spanning 12% to 21.4% of predictable operating revenue or expenditures. The example below uses the 2021 Actual Operating Revenues of $55,956,537. 2021 General Fund's Fund Balance Composition Restricted & Unrestricted Reserves 16.7% Current Balance 12.0% Revised MIN Balance 21.4% Revised MAX Balance General Fund Balance 12/31/2021 $17,034,292 $17,034,292 $17,034,292 General Fund Balance Designations: Restricted: TABOR emergency reserve * $ 1,800,000 $ 1,800,000 $ 1,800,000 ARPA Projects * $ 663,274 $ 663,274 $ 663,274 Page 326 of 376 Unrestricted: Committed: Long-Term Asset Reserve $ 94,869 $ 94,869 $ 94,869 Unrestricted Reserve: 16.7% * $ 9,344,742 Unrestricted Reserve (minimum): 12% * $ 6,714,784 Unrestricted Reserve (maximum): 21.4% * $11,974,699 Unassigned Fund Balance $ 5,131,407 $ 7,761,365 $ 2,501,450 General Fund Balance 12/31/2021 $17,034,292 $17,034,292 $17,034,292 Less: Restricted and Unrestricted Reserves Sum(*) $11,808,016 $ 9,178,058 $14,437,973 Fund Balance in excess of restricted and unrestricted reserve amounts $ 5,226,276 $ 7,856,234 $ 2,596,319 COUNCIL ACTION REQUESTED: Staff requests City Councils to consider and approve the resolution for the recommended changes to the city's Financial Policies. FINANCIAL IMPLICATIONS: See the above "Analysis" section. CONNECTION TO STRATEGIC PLAN: The proposed changes to the Financial Policies connects to the city's revenue and finance goals that align with Governance outcomes/results. The Governance outcome is described as follows: A city government that serves the community by being efficient, effective, accountable, and adaptable OUTREACH/COMMUNICATIONS: N/A ATTACHMENTS: Resolution Page 327 of 376 1 RESOLUTION NO. _____ SERIES OF 2022 A RESOLUTION AUTHORIZING THE ADOPTION OF THE ENGLEWOOD FINANCIAL POLICIES: STRUCTURALLY BALANCED BUDGET, FUND BALANCE POLICY, DEBT POLICY, INVESTMENT POLICY AND THE AUDIT PROCUREMENT. WHEREAS, in Resolution No. 51, Series of 2016, City Council adopted financial policies for the City; and WHEREAS, the policies were written through a collaboration of the PFM Group and the Englewood Finance and Administrative Services Department based on best practice and industry standard as recommended by the Government Finance Officers Association (GFOA); and WHEREAS, City staff recommends revisions to the financial policies highlighted in the attached exhibits, specifically the Fund Balance Policy at Exhibit B, and the Investment Policy at Exhibit D, to reflect current markets and best practices. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, THAT: Section 1. The City Council of the City of Englewood, Colorado hereby authorizes the adoption of the Structurally Balanced Budget Policy, attached hereto as Exhibit A. Section 2. The City Council of the City of Englewood, Colorado hereby authorizes the adoption of the Fund Balance Policy, attached hereto as Exhibit B. Section 3. The City Council of the City of Englewood, Colorado hereby authorizes the adoption of the Debt Management Policy, attached hereto as Exhibit C. Section 4. The City Council of the City of Englewood, Colorado hereby authorizes the adoption of the Investment Policy, attached hereto as Exhibit D. Section 5. The City Council of the City of Englewood, Colorado hereby authorizes the adoption of the Audit Procurement Policy, attached hereto as Exhibit E. ADOPTED AND APPROVED this 15th day of August, 2022. _______________________ Othoniel Sierra, Mayor Page 328 of 376 2 ATTEST: Stephanie Carlile, City Clerk I, Stephanie Carlile, City Clerk for the City of Englewood, Colorado, hereby certify the above is a true copy of Resolution No. ____, Series of 2022. Stephanie Carlile Page 329 of 376 City of Englewood – Financial Policies – Structurally Balanced Budget 3 Exhibit A: Structurally Balanced Budget I. POLICY STATEMENT The City of Englewood is a political subdivision of the State, organized for the purpose of providing municipal services to residents of the City as defined In the Charter. The City is governed by a seven- member City Council. The Council's primary functions are to provide for the general operation and personnel of the City, to oversee the property, facilities, and financial affairs of the City, and to establish policies for the City. It is the Intention of the Council that this policy always be in compliance with the requirements of the Governmental Accounting Standards Board (GASB) and be Informed by the applicable Best Practices and Advisories developed by the Government Finance Officers Association ("GFOA"); however the Policy must also reflect the objectives and tolerances of the City. This Policy has been drafted with reference to the guidance of the GFOA as of the date of adoption. It is understood that the GFOA amends and modifies its guidance overtime. The Council assigns to the City Manager or the Managers designee overall responsibility for budget preparation, budget presentation and budget administration. For the purposes of this Policy, the City Managers designee is presumed to be the Director of Finance and Administrative Services (the "Director") who functions as the fiduciary entrusted to protect and enhance the City's financial condition. The Director Is to periodically review the GFOA's Best Practices and Advisories and recommend conforming modifications to this Policy as warranted. II. POLICY PURPOSE AND SCOPE This Policy will set guidelines for budget planning and procedures. The GFOA recommends that all state and local governments adopt rigorous policies, for all operating funds, aimed at achieving and maintaining a structurally balanced budget. A budget policy should include parameters for achieving and maintaining structural balance where recurring revenues are equal to recurring expenditures in the adopted budget. The annual budget is the financial plan for the operation of the City. It provides the framework for both expenditures and revenues for the year and translates into financial terms the programs and priorities of the City. The guidelines contained in this Policy adhere to the Colorado Constitution and State Statutes and reflect the recommended practices of the Government Finance Officers Association. Ill. LEGAL REQUIREMENTS The City is required to balance its budget each year as outlined in the City's Charter (X-1-81 through 96) and the Colorado Revised Statutes (29-1-103). As established in the Charter, the budget shall contain a balance between the total estimated expenditures and total anticipated revenue from all sources, taking into account the estimated general fund cash surplus or deficit at the end of the current fiscal year. The proposed budget shall be submitted to Council prior to September 15 of each year. IV. PRESENTATION Each year the Director shall cause to be prepared a budget preparation calendar which shall insure that all deadlines established by law for budget presentation, hearings and adoption and for certification of amounts to be raised by tax levies are met by the City. The budget calendar shall take into consideration the possible need to submit a request to raise additional local revenue to a vote by the City's electorate. The budget shall be presented in a summary format which is understandable by any lay person reviewing the City's budget. The budget format shall itemize expenditures of the City by fund. It shall describe the expenditure, show amount budgeted and amount estimated to be expended for the current fiscal year and the amount budgeted for the ensuing fiscal year. Page 330 of 376 City of Englewood – Financial Policies – Structurally Balanced Budget 4 The budget shall include a uniform summary sheet for each fund administered by the City that details the beginning fund balance and anticipated ending fund balance for the budget year, the anticipated fund revenues for the budget year, the anticipated transfers and allocations that will occur to and from the fund during the budget year; the anticipated expenditures that will be made from the fund during the budget year, and the amount of reserves in the fund. The budget shall also disclose planned compliance with spending limitations outlined In Article X, Section 20, of the Colorado Constitution. V. DEFINITIONS OF KEY TERMS The GFOA recommends identification of key terms related to structural balance. These include: recurring and non-recurring revenues, recurring and non-recurring expenditures, and reserves. A. Recurring Revenues are the portion of the City's revenues that can reasonably be expected to continue year to year, with some degree of predictability. B. Non-Recurring Revenues are unreliable sources of funds that are typically short in duration and cannot be relied upon in future years. C. Recurring /Expenditures appear in the budget each year. These expenditures should be those that the City expects to fund every year in order to maintain current or status quo service levels. D. Non-Recurring Expenditures are obligations that are not expected to occur in future years. In general, the City has a greater degree of flexibility to defer these expenditures. E. Reserves are the portion of fund balance that is set aside as a hedge against risk as contemplated in the Fund Balance Policy. The City shall define all revenues and expenditures by these terms. VI. STRUCTURAL BALANCE The City shall adopt a structurally balanced budget, where recurring revenues equal or exceed recurring expenditures. The budget shall identify how recurring revenues are aligned with or not aligned with recurring expenditures. For a variety of reasons, true structural balance may not be possible for the City at a given time. In such case, using reserves to balance the budget may be considered but only as contemplated in the Fund Balance Policy. Enterprise Funds are presumed to be operated in the manner as contemplated by TABOR and to that point would be expected to operate on a stand-alone basis. Accordingly, any exchange of funds from the General Fund and any other Fund is presumed for purposes of this Policy to reflect payment of internal service charges or to formally create a due to or due from, and should be considered in the same manner as the Fund Balance Policy's use of fund balance. This analysis and matching of revenues and expenditures helps inform the decision-making of the City. It provides an explanation for any variances in the budget and maintains a "spend within our means· approach to budgeting. Maintaining a structurally balanced budget is the basis for the current fiscal health and long-term fiscal wellness of the City. In the short term, achieving fiscal health means understanding the cast of all operations and the City's ability to pay. This Includes the establishment and maintenance of reserves as recognized in the Fund Balance Policy. The continuous evaluation of City revenues and expenditures along with long-term planning and program management allows the City to achieve overall fiscal wellness. VII. CHARGES AND FEES The Director shall, on a periodic basis, evaluate the sufficiency and adequacy of current charges and fees. This includes identifying the factors affecting the pricing of goods and services and the expectation of recovering costs. For further guidance during the evaluation, staff should utilize the GFOA's Best Practice Page 331 of 376 City of Englewood – Financial Policies – Structurally Balanced Budget 5 "Establishing Government Charges and Fees." Particular areas far identification and discussion include, but are not limited to, the following: A. Anticipated operation and maintenance expenditures: B. Replacement and future costs of capital; and C. Fund balance. VIII. CAPITAL PROJECTS Upon adoption of a capital budget or multi-year capital plan the City should present major capital program highlights in the operating budget document. The City shall also discuss and quantify the operating impact of capital projects in the budget document. The impacts should be identified on an individual project basis but may be summarized. A greater level of detail and inflation should be provided for non-routine capital projects than for routine projects, as non-routine projects may have a greater impact on the operating budget. Page 332 of 376 City of Englewood – Financial Policies – Fund Balance Policy 6 Exhibit B: Fund Balance Policy I. POLICY STATEMENT The City of Englewood is a political subdivision of the State, organized for the purpose of providing municipal services to residents of the City as defined in the charter. The City is governed by a seven- member City Council. The Council’s primary functions are to provide for the general operation and personnel of the City, to oversee the property, facilities, and financial affairs of the City, and to establish policies for the City. It is the intention of the Council that this policy always be in compliance with the requirements of the Governmental Accounting Standards (GASB) and be informed by the applicable Best Practices and Advisories developed by the Government Finance Officers Association ("GFOA"). However, the objectives and tolerances of the City must dictate the final form of the policy and adherence thereto. The City Council directs the City Manager or the Manager's designee to implement this policy. For the purpose of this Policy, the City Manager's designee is presumed to be the Director of Finance and Administrative Services (the "Director") who functions as the fiduciary entrusted to protect and enhance the City's financial condition. II. PURPOSE AND SCOPE This policy enables the City to prudently and responsibly address the implications of GASB Statement No. 54, Fund Balance Reporting and Governmental Fund Definitions. The GFOA recommends that all state and local governments adopt comprehensive written financial management policies, including a formal policy on the level of fund balance maintained in the general fund. As of the date of its adoption, this policy was crafted drawing upon GFOA's Best Practice "Appropriate Level of Unrestricted Fund Balance in the General Fund" (approved September 2015), It is understood that GASB and GFOA periodically adopt, amend and modify their respective Statements and Best Practices and Advisories, The City Manager is to periodically review the promulgations of GASB and GFOA among other relevant sources and, as warranted, recommend conforming modifications to this policy. This policy sets guidelines addressing the appropriate level of fund balance so as to mitigate current and future risks. The policy is intended to enhance the quality of decisions about budgeting and net asset management. Through this policy, the Council will oversee the process by which the City will manage for revenue volatility, maintain adequate liquidity, manage and mitigate financial market risk, ensure stable tax rates, and anticipate City commitments and assignments. This policy should be read in its entirely and read in conjunction with other financial policies adopted by the City. In accordance with General Accepted Accounting Principles, the term fund balance refers to the difference between assets and liabilities under the modified accrual basis of accounting for governmental funds. Unrestricted fund balance refers to the categories of fund balance that include only resources without a constraint on spending or for which the constraint on spending is imposed by the government itself. Unrestricted fund balance is a measure of economic stability, and adequate levels of unrestricted fund balance will assure liquidity and will mitigate the risks associated with revenue fluctuations and unanticipated expenditures. The adequacy of the general fund balance is a key credit consideration for the rating agencies. Ill. FUND BALANCE CONSIDERATIONS UNDER GASB NO. 54 GASB Statement No. 54 enhances the usefulness of fund balance information by providing clearer fund balance classifications that can be more consistently applied and by clarifying the existing governmental fund type definitions. Statement No. 54 establishes fund balance classifications that comprise a hierarchy Page 333 of 376 City of Englewood – Financial Policies – Fund Balance Policy 7 based primarily on the extent to which a government is bound to honor constraints imposed upon the use of the resources reported in governmental funds. Statement No. 54 guidelines classify governmental funds' fund balances in the following categories, based on the relative severity of the spending constraints. The final three categories are considered unrestricted categories, and such unrestricted fund amounts are subject to the prerogative of the governmental entity. A. NONSPENDABLE FUND BALANCES This classification represents amounts that are inherently nonspendable. The amounts may be in a nonspendable form (such as inventory, pre-paid rent, long term portion of notes receivable) or the amounts may be required by legal or contractual provisions to be maintained intact (such as the corpus of an endowment fund). B. RESTRICTED FUND BALANCES This classification includes amounts that are constrained to specific purposes. The constraints may be externally imposed (for example by creditors, granters, bondholders) or imposed by law. Examples of restricted fund balance for the City include grants, bond funds restricted for capital improvement projects, and funds restricted for debt service. C. UNRESTRICTED FUND BALANCE (i) COMMITTED fund balance classification is comprised of amounts that are constrained by formal action of the Council for a specific purpose(s). This classification may also include certain contractual obligations to the extent that existing resources in the fund have been specifically committed for use in satisfying such contractual requirements. Those funds committed by formal action of Council cannot be released from committed status or used for another purpose without a subsequent action of the Council. An example of committed fund balance for the City is the capital reserve fund balance. (ii) ASSIGNED fund balance classification is comprised of amounts that are intended for a specific purpose as evidenced by the City's current adopted budget. The City Manager or the City Manager's designee would have the authority to modify assigned fund balance. (iii) UNASSIGNED fund balance classification is comprised of residual net resources, in excess of the amounts in the foregoing categories. These amounts are available for any purpose, and are reported only in the general fund. Unassigned fund balance is not appropriated and the expenditure of any unassigned funds requires an action of the Council. Potential uses may be for the following (not an all-inclusive list): • Loan to another fund or component unit • One-time operational requests such as feasibility studies, pilot projects/programs • Capital projects (fund those that would reduce O&M spending first) • Annual operating deficit due to extraordinary events, such as the 2008 housing financial crisis and the COVID-19 pandemic or declared disasters GASB Statement No. 54 further classifies rainy day funds or contingency funds as "stabilization arrangements" and places specific restrictions on what qualifies for such designation. The formal action of a governing body that imposes the parameters for these arrangements must identify and describe the specific circumstances under which a need for funding would arise. Those circumstances should be such that they would not be expected to occur routinely. The intended purpose must be sufficiently detailed and reported as either RESTRICTED or COMMITTED depending on the source of the constraint. The City establishes such contingency funds through the criteria and authorization required for establishing such fund balances as described in the preceding paragraphs. In addition to RESTRICTED and COMMITTED fund balances, the city may also set-aside UNASSIGNED fund balance as stabilization arrangements. Page 334 of 376 City of Englewood – Financial Policies – Fund Balance Policy 8 IV. CITY FUND SUMMARY The following describes the City's major governmental funds: General Fund. The general fund is the general operating fund of the City. It is used to account for all financial resources except those required to be accounted for in other funds. By definition, unassigned fund balance is reported in the General Fund. In other governmental funds, the unassigned classification should be used only to report a deficit balance from overspending for specific purposes for which amounts have been either restricted, committed, or assigned. Special Revenue Fund. The special revenue fund ls used to account for the proceeds of specific revenue sources that are restricted or committed to expenditure for specific purposes other than debt service or capital projects. Bond Redemption Fund. The bond redemption fund (debt service fund) accounts for and reports financial resources that are restricted for the payment of principal and interest on long term general obligation debt as a result of the issuance of general obligation bonds. Capital Projects Building Fund. The capital projects building fund is used to account for and report financial resources that are restricted, committed or assigned to expenditure of capital outlays, Including the acquisition or construction of capital facilities and other capital assets. Capital Reserve Fund. The capital reserve fund is used to accumulate resources, primarily general fund support, committed for the acquisition renovation, and maintenance of capital assets. V. POLICY DIRECTIVES & OPERATIONAL GUIDELINES The GFOA recommends, at a minimum, that general purpose governments maintain aggregate unrestricted fund balances in their general fund of no less than two months (16.67%) of regular general fund operating revenues or expenditures, whichever is most predictable. The GFOA notes, however, that larger government entitles may appropriately maintain a lesser level due to more predictable contingencies, higher revenue diversification and thus less revenue volatility. All measures should be applied within the context of long-term forecasting so as to avoid the risk of placing too much emphasis on the level of unrestricted fund balance in the general fund at any one time. GFOA recognizes that entities with a range of designated reserves may have sufficient liquidity to meet this defined standard through inclusion of funds formally designated for other purposes, yet available for re-designation should circumstances warrant. The following guidelines address the classification and the use of fund balance in governmental funds: 1. The City will make an annual determination as to its targeted unrestricted fund balance level. In determining this level of fund balance, the City will give consideration to revenue volatility and predictability, perceived exposure to significant one-time outlays, liquidity pressures, and ongoing commitments and assignments. It is understood that there will be discrepancies between GAAP fund balance and budgetary fund balance, and this parameter shall refer to the GAAP determined fund balance. Notwithstanding other requirements and fund balance designations as described herein, it shall be the policy of the City to seek to maintain an unrestricted reserve in the General Fund balance as follows: equal to 16.67% A. An unrestricted reserve range of 12% to 21.4% based on the annual operating revenues or expenditures whichever is more predictable, B. As authorized by City Council, the unrestricted reserve may ratchet down to no lower than the 12% range floor (or minimum) and used to off-set operating expenditures in excess of revenues (operating deficit), Page 335 of 376 City of Englewood – Financial Policies – Fund Balance Policy 9 C. Operating expenditures may be reduced to ensure the unrestricted reserve is maintained at least 12% of annual operating revenues or expenditures whichever is more predictable. D. As authorized by City Council, the unrestricted reserve may slide up to no higher than the 21.4% range ceiling (or maximum) based on operating revenues or expenditures whichever is more predictable E. Fund Balance in excess of the unrestricted reserve and restricted reserves (for example TABOR emergency reserve) may be used for one-time operational or capital amounts (examples identified in section III C (iii) UNASSIGNED fund balance above) 2. In accordance Article X, section 20(5) of the Colorado Constitution, the City shall maintain an emergency reserve of 3% of fiscal year spending and shall evidence its compliance by restricting the appropriate dollar amount within the appropriate Fund(s). 3. The City will establish reserve funds as required by the documents executed in conjunction with the City's outstanding debt and other long-term obligations, if any, taking into account market exigencies and exercising prudence In funding contingencies for specific risks. These reserve funds may be restricted, assigned, or committed, depending on the documents executed and underlying purpose(s). 4. Classifying fund balance amounts: Fund balance classifications depict the nature of the net resources that are reported in a governmental fund. An individual governmental fund may include nonspendable resources and amounts that are restricted, committed, or assigned, or any combination of those classifications. The general fund may also include an unassigned amount. 5. Encumbrance reporting Encumbering amounts for specific purposes for which resources have already been restricted, committed or assigned should not result in separate display of encumbered amounts. Encumbered amounts for specific purposes will be classified as committed or assigned, as appropriate, based on the definitions and criteria set forth In GASS Statement No. 54. 6. Prioritization of Fund Balance Use When expenditure ls incurred for purposes for which both restricted and unrestricted (committed, assigned, or unassigned) amounts are available, it shall be the policy of the City to consider restricted amounts to be reduced first. When an expenditure is incurred for purposes for which amounts in any of the unrestricted fund balance classifications could be used, it shall be the policy of the City that committed amounts would be reduced first, followed by assigned amounts and then unassigned amounts. 7. Minimum fund balances To ensure that the minimum and maximum fund balances and unfunded liabilities are reviewed in light of current fiscal realities, the Director will oversee a review of audited fund balances, unfunded liabilities and current and forecast economic conditions. This review should occur annually after the independent audit is completed and prior to budgeting for the ensuring fiscal year. 8. Replenishing deficiencies When the general fund balance falls below the minimum, the City will fulfill the required year- end fund balance before any other budget allocations in the subsequent fiscal year, unless the Council approves otherwise. 9. Non-Appropriated Operating Reserves Should unassigned fund balance of the General Fund exceed amounts deemed prudent and reasonable by the Council, the City shall consider such fund balance surpluses (refer to C.R.S. 22-44-105(1.5) et seq.) for one-time expenditure(s) that are nonrecurring in nature. Page 336 of 376 City of Englewood – Financial Policies – Debt Policy 10 Exhibit C: Debt Policy I. POLICY STATEMENT The City of Englewood is a political subdivision of the State, organized for the purpose of providing municipal services to residents of the City as defined in the Charter. The City is governed by a seven- member City Council. The Council's primary functions are to provide for the general operation and personnel of the City, to oversee the property, facilities and financial affairs of the City, and to establish policies for the City. In general, debt policies should promote the illumination and evaluation of alignment - and potentially the trade-offs - between adopted policy statements and fiscal imperatives of the enacting entity. It is the intent that this Policy be informed by 'best practices and advisories" developed by organizations such as the Government Finance Officers Association ("GFOA"); however the Policy must also reflect the objectives and tolerances of the City. The GFOA recommends that all state and local governments adopt comprehensive written debt management policies. This Policy has been drafted with reference to the guidance of the GFOA as of the date of adoption. It is understood that the GFOA amends and modifies its guidance over time. The Council directs the City Manager or the Manager's designee to implement all policy. For The purposes of this Policy, The City Manager's designee is presumed to be the Director of Finance and Administrative Services (the "Director") who functions as the fiduciary entrusted to protect and enhance the City's financial condition. The Director is to periodically review the GFOA's Best Practices and Advisories and recommend conforming modifications to this Policy as warranted. This Policy will set guidelines for the amount and type of debt to be issued by the City, the issuance process, and the management of outstanding indebtedness. The Policy is intended to enhance the quality of decisions about debt affordability, structure and management. Through this Policy, the Council will oversee the process by which the City will manage its debt, certificates of participation, lease purchase and other long-term obligations within available City resources, This Debt Policy should be read in its entirety, and read in conjunction with other Policies adopted by the City. Terms used within this Policy have the meanings assigned to them in the Glossary of Municipal Securities Terms, published by the Municipal Securities Rulemaking Board. II. POLICY PURPOSE AND SCOPE This Policy addresses the methods, procedures, and practices that will ensure prudent management of the City's debt. The guidelines contained in this Policy adhere to the Colorado Constitution and State Statutes and reflect the recommended practices of the Government Finance Officers Association. Long-term obligations may take the form of general obligation bonds or lease agreements. Certificates of participation (COPs) may be created evidencing undivided interests in the right to payments under lease purchase agreements. Short-term obligations, payable during the same fiscal year in which they are issued (or immediately thereafter so long as payments are made from moneys in the budget for that fiscal year), may take the form of lax anticipation notes or loan agreements, including loan agreements between the City and the State Treasurer. General obligation bonds are debt under Colorado law and are multiple- fiscal year financial obligations under the section of the Colorado Constitution known as the Taxpayer's Bill of Rights (TABOR). Lease purchase agreements and COPs that are subject to annual appropriation, and short-term obligations, are not debt or multiple fiscal year financial obligations and payments on them are not debt service under Colorado law but are often referred to as "debt and "debt service" for purposes Page 337 of 376 City of Englewood – Financial Policies – Debt Policy 11 of this Policy. Those references are not intended to change the treatment of such obligations or payments under Colorado law. The issuance of debt has significant long-term implications for the City. Accordingly, consideration will be given to the principles of equity (such that those who pay for the debt are those who benefit from the facilities funded by the issuance of such obligations), essentiality (if the debt finances an asset, the financed asset is essential to the City's core operation) and efficiency (the Identified revenue source is sufficient to meet the debt service, and the cost of obtaining funds is less than competing alternatives). This Debt Policy is not a comprehensive policy on the management of other City liabilities. This Debt Policy does not address City pension obligations. Ill. GENERAL OBLIGATION DEBT LIMITS UNDER COLORADO LAW Section 104 of the Home Rule Charter of the City establishes a debt threshold of 3% of actual valuation for all outstanding general obligation indebtedness of the City, other than for water bonds. General obligation debt that has been refunded or deceased, either by immediate payment or redemption and retirement or fully secured by legal defeasance obligations in an escrow account, is not to be deemed outstanding for the purposes of determining compliance with debt limitations. IV. LEASE FINANCING UNDER COLORADO LAW Municipalities are authorized under Colorado law to enter into lease financings and to convey municipal property to a lessor for the purpose of leasing it back. If the annual rent payable by the municipality is subject to annual appropriation and does not exceed the fair rental value of the leased property and the financing otherwise qualifies under applicable Colorado case law, the lease is not debt or a multiple-fiscal year financial obligation under the Colorado Constitution and may be entered into without voter authorization. The proceeds of lease financings generally must be used for capital projects. The Constitutional and statutory rules applicable to lease financing are complicated. The City should always consult with Colorado bond counsel before entering into a lease financing. V. SHORT-TERM FINANCING The City is authorized under by Colorado law to enter into short-term loans and to issue lax anticipation notes for working capital purposes, provided that such loans are payable in the same fiscal year in which they are issued (or immediately thereafter so long as payments are made from moneys in the budget for that fiscal year). VI. DEBT ISSUANCE FACTORS The issuance of debt is subject to a set of terms that ensure oversight and fiscal prudence. This policy Is consistent with the guidance provided by the GFOA as it relates to new and refunding issues, which further encourages that legal advice be sought early in this process to raise key legal, tax, and financial issues. A. Debt shall comply with all applicable laws, regulations, and covenants and shall not be issued so as to jeopardize the status of outstanding debt. B. Long-term debt shall not be incurred to fund operations. C. Capital Improvements may be financed utilizing the issuance of general obligation bonds, subject to voter approval, or from time to time through lease purchase obligations. D. Principal and Interest payment schedules will be structured to result in level debt service payments, except for the refinancing of liabilities, in which case debt service may reasonably reflect the structure of the liability being refinanced. In each case repayment structures may vary when circumstances warrant. Page 338 of 376 City of Englewood – Financial Policies – Debt Policy 12 E. Debt Incurred will generally be limited to current interest serial or term maturities, but may be sold in the form of capital appreciation bonds or other structures, including short-term securities if circumstances warrant. F. The average life of debt issued to finance assets shall be no greater than the projected average life of the assets being financed. G. The City may issue refunding bonds to reduce the interest cost on its outstanding debt or other obligations for other purposes allowable under State law. It shall be the policy of the Council to consider the advance refunding (refinancing) of any outstanding general obligation bonds when such refunding will achieve present value savings of at least 3% compared to the debt service on the obligations being refunded and a minimum net present value savings of $100,000; and will not require extending the maturity of the bonds beyond that of the bonds being refunded. The City should consider all available options, including maintaining the status quo (preserving the opportunity to evaluate the refunding at a future point in time), when presented with a refunding opportunity. H. Refunding savings on current (non-advance) refunding bonds may be lower than the 3% threshold, as consideration shall be given to such factors as the declining rate of savings anticipated to be available as bonds reach their maturity date. I. In certain circumstances a refunding that produces savings below the aforementioned thresholds may be justified. One such circumstance is to refund an obligation to remove or alter the covenants required in the original issue. Prudence shall dictate the decision by the City to refund for non-economic reasons. VII. DEBT AFFORDABILITY The City shall conduct a Debt Affordability Study in advance of referendum presentation for the issuance of general obligation bonds to the Council. The Study will be undertaken by the Director, with advisory or consultancy support as required. Such planning analyses of debt affordability will serve to make rational the assessment of the ability of the City to carry additional debt service. A Debt Affordability Study signals to the public, to the rating agencies and to the investment community that the City is taking seriously its fiduciary role in the oversight and management of its debt. The Director shall evaluate and consider the results of the Debt Affordability Study when making recommendations about the issuance of debt. The Study, along with the Director's review, may consider the following factors: A. An analysis of the operating strength and aggregate debt burden of the City, relative to peer Cities, using metrics related to population, property values, wealth indicators and other such credit factors; B. An assessment of implications of the proposed financing for the City's rating and credit; C. An analysis of financing and funding alternatives and a summary of the true interest cost of the proposed financing; and D. An overview of the plan in the context of other capital needs. VIII. FORM OF DEBT Debt issued by the City, whether as general obligation bonds or lease agreements, may be issued as fixed rate obligations, with or without credit enhancements, and as short and long-term obligations. At the time of adoption it is not expected that the City will entertain any obligation with a derivative structure. However, prudence may dictate the consideration of derivatives in the future. Any consideration of a financing utilizing derivatives shall necessitate a comprehensive and robust discussion amongst the Council and Director prior to committing the City to any financing featuring derivatives. Page 339 of 376 City of Englewood – Financial Policies – Debt Policy 13 The ultimate form of debt shall be recommended by the Director for consideration and approval by Council. Consideration shall be given to a number of factors as noted in prior sections of this Policy. A. General Obligation Bonds General Obligation debt is subject to voter approval. The City Council has the power to issue general obligation bonds on behalf of the City for any public capital purpose or public project of an essential nature to the City. General obligation debt may be incurred only by resolution, which cannot be repealed until the debt has been fully paid. No general obligation debt can be created unless it has been approved by a majority of the registered electors of the City, in an election held for that purpose. General Obligation debt shall be structured on a level debt service basis with a maximum maturity of 20 years, but terms may vary as conditions warrant. Debt service on general obligation debt is payable from a separate mill levy that is deposited into the City's bond redemption fund. B. Revenue Bonds As a general rule, revenue bonds will be used to finance assets that generate revenue which repay the obligation. Revenue bonds may be issued without approval of the registered electors of the City and are not payable from a dedicated mill levy. Revenue bonds shall not be included in the calculation of outstanding obligations counted towards the City's debt limit. C. Lease Financings Lease financings may be used for vehicles, buildings, and capital equipment. Lease financings are generally used for long-lived assets that would not be affordable if funded on a lump sum or cash basis during a single fiscal year. Lease financings are subject to approval by the City Council, and are not subject to voter referendum if the annual rent payable by the City is subject to annual appropriation and does not exceed the fair rental value of the leased property, and the financing otherwise qualifies under applicable Colorado case law. Criteria used to determine the use of lease financings Include the essentially of the assets to be funded, that annual appropriations will be available as necessary to fund annual costs and/or there is assurance that revenue enhancements or cost savings will be realized. In addition, other guidelines shall govern lease purchase financings. (I) Lease purchase financings will be secured by a lease payment related to the utilization by the City of the assets financed, or other available assets of the City, as well as legally available future revenues and appropriations. (II) Annual lease appropriation payments as a percentage of the general fund shall be monitored over time to set standards and metrics for the City going forward. In this assessment, consideration must be given to the circumstance when a lease appropriation payment replaces operating costs that would otherwise be incurred. (III) The term of any lease transaction shall not exceed the estimated useful life of the assets financed, and shall comply with additional restrictions governing average life and term as provided by Colorado law. (IV) Lease financings may be entered into directly with the owner of the leased property, a financial institution, a nonprofit corporation or for profit entity. The preferred lessor for new lease financings and refinancings of existing lease financings that involve the issuance of certificates of participation will be a commercial bank acting as trustee. IX. DEBT STRUCTURING PRACTICES The following terms will govern the City in its debt structuring practices. A. Interest shall not be capitalized for general obligation bonds. Interest may be capitalized for lease financings as warranted, as determined by the Director. Page 340 of 376 City of Englewood – Financial Policies – Debt Policy 14 (I) to fund interest during construction and prior to financed assets being placed in service; or (II) to allow for the funding of interest costs during the budget year in which a transaction is completed, or when budgeted resources may not be available. B. Debt issued by the City may contain optional redemption features. The Director will determine what is in the City's best interest in selecting appropriate dates and prices, taking into account such items as the cost of funds and future financial flexibility. C. In the structure of a debt offering, original issue premiums and discounts will be used as deemed to be in the City's financial interest considering current investor demand, future cash flows and expected interest rate savings. D. Capital appreciation bonds and zero coupon bonds shall only be used if deemed to be in the City's financial interest considering current investor demand, future cash flows and expected interest rate savings. E. When judged advantageous to the City, agreements providing credit enhancements with municipal bond insurance companies, commercial banks or other financial entitles for the purposes of acquiring letters of credit or bond insurance policies may be obtained. (I) The projected net present value of the estimated debt service savings from the use of credit enhancement must be greater than the fees and/or premium paid by the City to obtain such credit support. (II) A competitive process shall be used to procure credit enhancement providers. F. When economically beneficial, the City shall seek to avail itself of options other than cash funding a debt service reserve fund. X. METHODS OF SALE It is the interest of the City to issue debt using the method of sale or placement of obligations that is expected to achieve the best sales results, at the least cost, taking into account both short-range and long- range implications. A. Conditions which inform the decision about the use of a competitive sale process include: (I) the market is familiar and comfortable with the project being financed, the structure of the financing, and the revenues to be used to pay debt service; (II) the issue is appropriately sized to attract investors without a concerted effort; and (III) Interest rates are stable and market demand is strong. B. Conditions which inform the decision about the use of a negotiated sale process include: (I) the transaction Is of significant size for the market; (II) market timing will be a critical factor in garnering the lowest possible interest rate; (III) the financing requires a complex or innovative structure; (IV) the market has concerns about the credit quality of the debt; and (V) the market is unfamiliar with the project, the structure of the financing, or the revenues to be used to pay debt service. C. Conditions which inform the decision about the use of a private placement include: (I) small transaction size; (II) time to market for transactions where time is of the essence; and (III) transactions that have particular characteristics suited to one or a small number of interested buyers. Page 341 of 376 City of Englewood – Financial Policies – Debt Policy 15 XI. CREDIT RATINGS The Moody's 2009 Public Finance Rating Methodology states that "formalized debt planning and debt policies provide bondholders with reassurances that debt burdens and operational debt costs will be kept at manageable levels while ongoing capital needs continue to be met. Debt policies typically specify both target debt burden levels and maximum allowable debt burden levels." (p.13) Standard and Poors financial management assessment, conducted during the rating process, notes debt management policies among the areas most likely to affect credit quality (p. 65, Public Finance Criteria, 2007). The City recognizes the importance of maintaining good relations with bond rating agencies in order to increase the financial market's understanding of the credit, which may affect the City's cost of borrowing. The City will seek a rating on all new issues. Exceptions to this requirement are permissible, such as when privately placing a transaction with an accredited investor or lending institution. As a matter of general policy: A. The City shall seek to maintain or improve its credit ratings; B. The City shall obtain an underlying rating on debt which is credit enhanced; and C. The City shall comply with all legal obligations regarding regular and ongoing disclosure of financial and other information, and will proactively provide annual reports and other regularly available financial information to those agencies which rate City obligations. XII. DEBT MANAGEMENT The Director shall be responsible for ongoing debt management of the City. As a matter of policy, the City shall undertake the following as part of its ongoing debt management program. A. The Director shall undertake periodic debt management performance reviews, no less than annually, which will include regular review of the City's outstanding debt issues, and include an analysis of net interest cost. Council shall receive periodic reports summarizing the debt outstanding, amortization schedules, and key debt ratios, The reports will include a review of the City Investment Policy and its consistency with this Debt Policy. B. To the extent that there are one or more resolutions of the City Council that would allow for staff to execute financing transactions within defined parameters, the Director shall inform Council when any such authorized transaction is commenced. In the event that any such authorized financing is not pursued when market conditions contemplated by such resolution are available, the Council shall be informed. C. The City shall comply with the applicable arbitrage regulations mandated by the Federal Government. D. The City recognizes the importance of ongoing, proactive and transparent dissemination of information to the investment community, as the investors in City obligations, potential future investors, commercial and investment banks, and other market participants constitute important stakeholders for the long-term success of the City. For the benefit of its investors, the City will post its most recent financial reports, official statements, policies and other fiscal information relating to debt portfolio to the City website. In addition, the City provides certain information relating to its outstanding bonds and notes to nationally recognized municipal securities intonation repositories each year. E. The City shall invest bond proceeds according to the City's Investment Policy. XIII. LEGAL REVIEW Prior to the issuance of any debt, the General Counsel of the City, in consultation with the Director, and with the advice of retained expert legal counsel, shall secure an opinion that the proposed debt is structured and issued in a manner which compiles with all applicable laws and regulations of the state and federal governments. Bond Counsel will be retained, from a firm of national stature, to render opinions Page 342 of 376 City of Englewood – Financial Policies – Debt Policy 16 and prepare documents related to the issuance of debt. Such Bond Counsel shall have extensive experience in public finance, securities regulation and tax issues. XIV. ADVISORS, CONSULTANTS AND FINANCIAL SERVICES The Director may retain finance or other consulting professionals when such expertise is required. Such professionals may include, but not be limited to municipal advisors, bond trustees, registrar and paying agents, escrow agents, underwriters, tender/remarketing agents, credit and liquidity facility providers, and other professional services associated with debt financings. The selection and retention of finance professionals shall conform to the City's policies/practices that govern the procurement of professional services contracts. XV. POLICY REVIEW AND REVISION This Debt Policy shall be reviewed annually by the Director, and may be amended by the City Council as conditions warrant. Page 343 of 376 City of Englewood – Financial Policies – Investment Policy 17 Exhibit D: Investment Policy I.POLICY STATEMENT The Finance Director of the City of Englewood, Colorado is charged with the responsibility to prudently and properly manage any and all funds of the City. Because these funds may be called upon, it is essential that absolute maturity horizons are identifiable for the purpose of liquidity. Moreover, deposits must be fully collateralized and investments appropriately authorized. The following Investment Policy addresses the methods, procedures and practices which must be exercised to ensure effective and sound fiscal management. II. SCOPE This Investment Policy shall apply to the investment of all financial assets and all funds of the City of Englewood (hereafter referred to as the “City”) over which it exercises financial control, except for City employee pension and retirement funds and plans. In order to effectively make use of the City’s cash resources, all monies shall be pooled into one investment account and accounted for separately. The investment income derived from this account shall be distributed to the various City funds in accordance with Englewood Municipal Code, 4-1-2-A. Ill. OBJECTIVES The City’s funds shall be invested in accordance with all applicable City policies, Colorado statutes, and Federal regulations, and in a manner designed to accomplish the following objectives, which are listed in priority order: • Preservation of capital and the protection of investment principal. • Maintenance of sufficient liquidity to meet anticipated disbursements and cash flows. • Diversification to avoid incurring unreasonable risks regarding securities owned. • Attainment of market rate of return equal to or higher than the performance measure established by the Finance Director. IV. DELEGATION OF AUTHORITY The ultimate responsibility and authority for investment transactions involving the City resides with the Finance Director (hereinafter referred to as the “Director”) who has been designated by the City Manager as the Investment Officer in accordance with Englewood Municipal Code. The Director may appoint other members of the City staff to assist in the cash management and investment function. Persons who are authorized to transact business and wire funds on behalf of the City will be designated by the Director by the wire transfer agreement executed with the City’s approved depository for bank services (see Appendix I). The Director shall be responsible for all investment decisions and activities and shall establish written administrative procedures for the operation of the City’s investment program consistent with this Investment Policy. The Investment Officer acting within these procedures shall not be held personally liable for specific investment transactions. The Director may in his discretion appoint one or more Investment Advisors, registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940, to manage a portion of the City’s assets. An appointed Investment Advisor may be granted limited investment discretion within the guidelines of this Investment Policy with regard to the City’s assets placed under its management. An Investment Advisor can only be appointed after consultation with and approval by the City Manager. Page 344 of 376 City of Englewood – Financial Policies – Investment Policy 18 V. PRUDENCE The standard of prudence to be used for managing the City’s assets is the “prudent investor” rule, which states that a prudent investor "shall exercise the judgment and care, under the circumstances then prevailing, which men of prudence, discretion, and intelligence exercise in the management of the property of another, not in regard to speculation but in regard to the permanent disposition of funds, considering the probable income as well as the probable safety of capital." (CRS 15-1-304, Standard for Investments.) The City’s overall investment program shall be designed and managed with a degree of professionalism that is worthy of the public trust. The City recognizes that no investment is totally without risk and that the investment activities of the City are a matter of public record. Accordingly, the City recognizes that occasional measured losses may occur in a diversified portfolio and shall be considered within the context of the portfolio’s overall return, provided that adequate diversification has been implemented and that the sale of a security is in the best long-term interest of the City. The Director and other authorized persons acting in accordance with established procedures and exercising due diligence shall be relieved of personal responsibility for an individual security's credit risk or market price changes, provided deviations from expectations are reported in a timely fashion to the City Council and appropriate action is taken to control adverse developments. VI. ETHICS AND CONFLICTS OF INTEREST All City employees involved in the investment process shall refrain from personal business activity that could conflict with proper execution of the investment program, or which could impair their ability to make impartial investment decisions. Employees and investment officials shall disclose to the City Manager any material financial interest in financial institutions that conduct business with the City, and they shall further disclose any large personal financial/investment positions that could be related to the performance of the City’s portfolio. Employees shall subordinate their personal investment transactions to those of the City particularly with regard to the timing of purchases and sales. VII. ELIGIBLE INVESTMENTS AND TRANSACTIONS All investments will be made in accordance with the Colorado Revised Statutes (CRS) as follows: CRS 11-10.5-101, et seq. Public Deposit Protection Act; CRS 11-47-101, et seq. Savings and Loan Association Public Deposit Protection Act; CRS 24-75-601, et seq. Funds-Legal Investments; CRS 24- 75-603, et seq. Depositories; and CRS 24-75-701, et seq. Local governments – authority to pool surplus funds. Any revisions or extensions of these sections of the CRS will be assumed to be part of this Investment Policy immediately upon being enacted. As a home rule City, Englewood may adopt a list of acceptable investment instruments differing from those outlined in CRS 24-75-601, et seq. Funds-Legal Investments. Funds of the City of Englewood covered by this Investment Policy may be invested in the following types of securities and transactions: 1. U.S. Treasury Obligations: Treasury Bills, Treasury Notes and Treasury Bonds with maturities not exceeding five years from the date of trade settlement. 2. Treasury Strips (book-entry U.S. Treasury securities whose coupons have been removed) with maturities not exceeding five years from the date of trade settlement. 3. Federal Instrumentalities - Debentures, Discount Notes, Medium-Term Notes, Callable Securities and Step-up Securities issued by the following only: Federal National Mortgage Association (FNMA), Federal Home Loan Bank (FHLB), Federal Home Loan Mortgage Corporation (FHLMC) and Federal Page 345 of 376 City of Englewood – Financial Policies – Investment Policy 19 Farm Credit Banks (FFCB), with maturities not exceeding five years from the date of trade settlement. Subordinated debt may not be purchased. 4. Repurchase Agreements with a termination date of 90 days or less utilizing U.S. Treasury and Federal Instrumentality securities listed above, collateralized at a minimum market value of 102 percent of the dollar value of the transaction with the accrued interest accumulated on the collateral included in the calculation. Repurchase agreements shall be entered into only with dealers who: a) are recognized as Primary Dealers by the Federal Reserve Bank of New York, or with firms that have a primary dealer within their holding company structure; and b) have executed a City approved Master Repurchase Agreement. The Director shall maintain a file of all executed Master Repurchase Agreements. Collateral (purchased securities) shall be held by the City’s custodian bank as safekeeping agent, and the market value of the collateral securities shall be marked-to-the-market daily. For the purposes of this section, the term “collateral” shall mean “purchased securities” under the terms of the City approved Master Repurchase Agreement. In no case will the maturity of the collateral exceed 10 years. 5. Reverse Repurchase Agreements with a maturity of 90 days or less executed only against securities owned by the City and collateralized by the same type of security reversed. 6. Flexible Repurchase Agreements with a final maturity of 10 years or less entered into by the City with approved counterparties. These flexible repurchase agreements may be closed out in varying amounts and at varying times at the option of the City. These agreements are deemed by both parties to be purchases and sales of securities and are not loans. All such flexible repurchase agreements shall meet the following criteria: • Be determined as legal and valid for both parties; • Collateral shall be limited to: a) Securities issued by, guaranteed by, or for which the credit of any of the following is pledged for payment: the United States, Federal Farm Credit Bank, Federal Home Loan Bank, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association; or b) An entity or organization which is not listed in paragraph a) above, but which is (1) created by, or the creation of which is authorized by, legislation enacted by the United States Congress and which is subject to control by the federal government which is at least as extensive as that which governs an entity or organization listed in paragraph a) above, and (2) rated in the highest rating category by Standard & Poor’s, Moody’s or Fitch. • Have a fixed rate during the entire life of the agreement; • The dollar amounts and periods of time when the City may draw funds out of the repurchase agreement shall be agreed upon in writing by both parties and shall be part of the written repurchase agreement exercised by the City and the approved counterparty; Page 346 of 376 City of Englewood – Financial Policies – Investment Policy 20 • The City has the option of varying the dollar amount and the timing of the draw down by an agreed upon percentage of the anticipated draw down and a specified number of days. The City and the counterparty to the agreement will specify the details of the allowable variance when the agreement is structured. In addition, the City may draw down in excess of the variance up to the remaining balance in the agreement for a bona fide, unanticipated cash need; • Collateral shall have a minimum market value (including accrued interest accumulated) of at least 102 percent of the dollar value of the transaction; • Repurchase agreements shall be entered into only with dealers who are authorized by the Director and have executed a City approved Master Repurchase Agreement; • The Director shall maintain a file of all executed Master Repurchase Agreements; • The title to or a perfected security interest in securities, along with any necessary transfer documents, must be transferred and actually delivered to, and shall be held by, the City’s third-party custodian bank acting as safekeeping agent. The market value of the collateral securities shall be marked-to- the-market at least weekly. For the purpose of the section, the term “collateral” shall mean “purchased securities” under the terms of the City approved Master Repurchase Agreement. In no case will the maturity of the collateral exceed 10 years. 7. Time Certificates of Deposit with a maximum maturity of five years or savings accounts in state or national banks or state or federally chartered savings banks operating in Colorado that are state approved depositories (as evidenced by a certificate issued by the State Banking Board) and are insured by the FDIC. Certificates of deposit that exceed the FDIC insured amount shall be collateralized in accordance with the Colorado Public Deposit Protection Act. 8. Money Market Mutual Funds registered under the Investment Company Act of 1940 that: 1) are "no- load" (i.e.: no commission or fee shall be charged on purchases or sales of shares); 2) have a constant net asset value per share of $1.00; 3) limit assets of the fund to U.S. government securities; 4) have a maximum stated maturity and weighted average maturity in accordance with Rule 2a-7 of the Investment Company Act of 1940; and 5) have a rating of AAAm by Standard and Poor's, Aaa by Moody's or AAA/V1+ by Fitch. 9. Local Government Investment Pools as authorized under CRS 24-75-702. 10. Prime Bankers Acceptances, rated at least A-1 by Standard & Poor’s, P-1 by Moody’s, or F1 by Fitch at the time of purchase by at least two rating agencies and not less than that by any, with a maturity of six months or less issued on domestic banks or branches of foreign banks domiciled in the U.S. and operating under U.S. banking laws. 11. Prime Commercial Paper with a maturity of 270 days or less which, at the time of purchase, is rated at least A-1 by Standard & Poor’s, P-1 by Moody’s, or F-1 by Fitch by at least two rating agencies and not less than that by any. 12. Corporate Bonds and Bank Securities with a final maturity not exceeding three years from the date of trade settlement, rated at least A- by Standard & Poor’s, A3 by Moody’s, or A- by Fitch at the time of purchase by at least two rating agencies and not less than that by any. These ratings apply to the Page 347 of 376 City of Englewood – Financial Policies – Investment Policy 21 security being purchased and second, if the security is unrated, to the issuer, provided the security contains no provision subordinating it from being a senior debt obligation of the issuer. Subordinated debt may not be purchased. Bank securities includes negotiable certificates of deposit issued by banks organized and operated in the United States; these securities are not deposits and are not subject to the Public Deposit Protection Act. Authorized corporate bonds and bank securities shall be U.S. dollar denominated and issued by corporations or banks organized and operated within the United States. The City hereby further authorizes investments in dollar denominated securities issued by a corporation or bank that is organized and operated within Canada or Australia, not to exceed 10% per country at the time of purchase. 13. General or Revenue obligations of any state in the United States or any political subdivision, institution, or authority of such a government entity. Municipal bonds must be rated A- by Standard & Poor’s, A3 by Moody’s, or A- by Fitch at the time of purchase by at least two rating agencies and not less than that by any if the issuer is located in Colorado. Municipal bonds must be rated AA- by Standard & Poor’s, Aa3 by Moody’s or AA- by Fitch at the time of purchase by at least two rating agencies and not less than that by any if the issuer is located outside the state of Colorado. The maximum maturity for municipal bonds is five years. Securities that have been downgraded below minimum ratings described herein may be sold or held at the City’s discretion. The portfolio will be brought back into compliance with Investment Policy guidelines as soon as is practical. VIII. OTHER INVESTMENTS It is the Intent of the City that the foregoing list of authorized securities be strictly interpreted. Any deviation from list must be pre- approved by the Director In writing after approval by the City Manager. IX. INVESTMENT DIVERSIFICATION It is the intent of the City to diversify the investment instruments within the portfolio to avoid incurring unreasonable risks inherent in over investing in specific instruments, individual financial institutions or maturities. The asset allocation in the portfolio should, however, be flexible depending upon the outlook for the economy, the securities market, and the City’s cash flow needs. The City may invest to the following maximum limits within each category: • 30% in Time Certificates of Deposit • 30% in Commercial Paper, 5% in any one issuer or its affiliates or subsidiaries • 30% in Bankers Acceptances, 5% in any one issuer or its affiliates or subsidiaries • 30% in Corporate Bonds and Bank Securities; 5% in any one issuer or its affiliates or subsidiaries • 30% in Municipal Bonds, 5% in any one issuer The aggregate investment in Corporate Bonds and Bank Securities, Commercial Paper, and Bankers Acceptances shall not exceed 50% of the portfolio with not more than 5% combined in investments in any one issuer. Tests for limitations on percentages of holdings apply to the composite of the entire portfolio of the City, not to individual portfolios maintained by the City. Percentage limitations used for measurements are based on the percentage of cost value of the portfolio at the time of purchase. Page 348 of 376 City of Englewood – Financial Policies – Investment Policy 22 X.I INVESTMENT MATURITY AND LIQUIDITY investments shall be limited to maturities not exceeding five years from the date of trade settlement. In addition, the weighted average final maturity of the total portfolio shall at no time exceed three years. XI. SELECTION OF BROKER/DEALERS The Director shall maintain a list of broker/dealers approved for investment purposes and it shall be the policy of the City to purchase securities only from those authorized firms. To be eligible, a firm must meet at least one of the following criteria: 1. be recognized as a Primary Dealer by the Federal Reserve Bank of New York or have a primary dealer within their holding company structure, 2. report voluntarily to the Federal Reserve Bank of New York, 3. qualify under Securities and Exchange Commission (SEC) Rule 15c-3 (Uniform Net Capital Rule). Broker/dealers will be selected by the Director on the basis of their expertise in public cash management and their ability to provide service to the City’s account. The City’s external investment advisor may rely on its own list of approved broker/dealers and that list shall be provided to the City on annual basis. In the event that an external investment advisor is not used in the process of recommending a particular transaction in the City’s portfolio, any authorized broker/dealer from whom a competitive bid is obtained for the transaction will attest in writing that he/she has received a copy of this policy and shall submit and annually update a City approved Broker/Dealer Information Request form which includes the firm’s most recent financial statements. The City may purchase Commercial Paper from direct issuers even though they are not on the approved list of broker/dealers as long as they meet the criteria outlined in Item 11 of the Eligible Investments and Transactions section of this Investment Policy. XII. COMPETITIVE TRANSACTIONS Each investment transaction shall be competitively transacted with authorized broker/dealers. At least three broker/dealers shall be contacted for each transaction and their bid and offering prices shall be recorded. If the City is offered a security for which there is no other readily available competitive offering, then the Director will document quotations for comparable or alternative securities. XIII. SELECTION OF BANKS AS DEPOSITORIES AND PROVIDERS OF GENERAL BANKING SERVICES The City shall maintain a list of banks approved to provide banking services or from whom t The City shall maintain a list of banks approved to provide banking services or from whom the City may purchase certificates of deposit. Banks in the judgment of the Director no longer offering adequate safety to the City will be removed from the list. To be eligible for authorization, a bank shall qualify as a depository of public funds in Colorado as defined in CRS 24-75-603. XIV. SAFEKEEPING AND CUSTODY The safekeeping and custody of securities owned by the City shall be managed in accordance with applicable Federal and Colorado laws and regulations. The Director shall approve one or more banks to provide safekeeping and custodial services for the City. A City approved safekeeping or custodial agreement shall be executed with each custodian bank prior to Page 349 of 376 City of Englewood – Financial Policies – Investment Policy 23 utilizing that bank’s safekeeping services. To be eligible, a bank shall qualify as a depository of public funds in the State of Colorado as defined in CRS 24-75-603 and be a Federal Reserve member financial institution. Custodian banks will be selected on the basis of their ability to provide service to the City’s account and the competitive pricing of their safekeeping related services. The purchase and sale of securities and repurchase agreement transactions shall be settled on a delivery versus payment basis. Ownership of all securities shall be perfected in the name of the City, and sufficient evidence to title shall be consistent with modern investment, banking and commercial practices. All investments purchased by the City shall be delivered by book entry and will be held in third-party safekeeping by the City’s designated custodian bank or the Depository Trust Company (DTC). All Fed wireable book entry securities owned by the City shall be evidenced by a safekeeping receipt or a customer confirmation issued to the City by the custodian bank stating that the securities are held in the Federal Reserve system in a Customer Account for the custodian bank which will name the City as “customer.” All DTC eligible securities shall be held in the custodian bank’s Depository Trust Company (DTC) participant account and the custodian bank shall issue a safekeeping receipt evidencing that the securities are held for the City as “customer.” The City’s custodian will be required to furnish the City with a monthly report of securities held as well as an account analysis report of monthly securities activity. XV. PROVISIONS FOR ARBITRAGE The City periodically issues debt obligations which are subject to the provisions of the Tax Reform Act of 1986 (section 148F), Arbitrage Rebate Regulations. Due to the legal complexities of arbitrage law and the necessary immunization of yield levels, the procedures undertaken in the reinvestment of all or a portion of the proceeds of such debt issuance may extend beyond those outlined in this Investment Policy. The Director, upon advice from Bond Counsel and financial advisors, may alter provisions of this Investment Policy for arbitrage related investments as may be necessary to conform with federal arbitrage regulations. In all cases, however, investments will be in compliance with Colorado Revised Statutes. This section is only applicable to City funds subject to arbitrage restrictions. XVI. REPORTING An investment report shall be prepared, at least on a monthly basis, listing the investments held by the City, the current market valuation of the investments and performance results. The monthly investment report shall be submitted in a timely manner to the City Manager and the City Council. A record shall be maintained by the Director of all bids and offerings for securities transactions in order to ensure that the City receives competitive pricing. The City has established reporting and accounting standards for callable U.S. Instrumentality securities. Callable securities may be retired at the issuer’s option prior to the stated maximum maturity. All securities holding reports for the City shall disclose the stated maturity as well as the first call date of each callable security held. In the case of callable securities which are purchased priced to the first call date and, in the opinion of the Director, have an overwhelming probability of being called on the first call date, weighted average maturity, amortization as well as yield shall be calculated using the first call date. The Director may, however, choose to use a further call date maturity date for reporting purposes when conditions mandate. Page 350 of 376 City of Englewood – Financial Policies – Investment Policy 24 XVII. PERFORMANCE REVIEW The Director and the City Manager shall meet at least quarterly to review the portfolio’s adherence to appropriate risk levels and to compare the portfolio’s total return to the established investment objectives and goals. The Director shall periodically establish a benchmark yield for the City’s investments which shall be equal to the average yield on the U.S. Treasury security which most closely corresponds to the portfolio’s actual effective weighted average maturity. When comparing the performance of the City’s portfolio, all fees and expenses involved with managing the portfolio should be included in the computation of the portfolio’s rate of return. XVIII. POLICY REVISIONS This Investment Policy will be reviewed periodically by the Director and may be amended as conditions warrant by the City Manager and the City Council. This Investment Policy was approved by City Council on XXXX XX, 2022. APPENDIX I Authorized Personnel The following persons are authorized to conduct investment transactions and wire transfer funds on behalf of the City of Englewood: Jackie Loh, Finance Director Kevin Engels, Finance Manager Christine Hart, Accounting Supervisor Page 351 of 376 City of Englewood – Financial Policies – Investment Policy 25 Exhibit E: Audit Procurement In accordance with state law, the Comprehensive Annual Financial Report (CAFR) of the City shall be audited annually, following the close of the fiscal year. As contemplated in the City Charter, the Council shall appoint an independent certified public accountant licensed to practice in Colorado and knowledgeable in government accounting to conduct the audit and the audit shall contain the following: 1. Financial statements prepared in conformity with generally accepted governmental accounting principles. 2. All funds and activities of the City. 3. A budget to actual comparison for each fund and activity. 4. The auditor’s opinion on the financial statements. If the opinion is anything other than unqualified, the reason must be explained. 5. Disclosure of all instances of noncompliance with federal or state law. 6. A supplemental listing of all investments held by the City at the date of the financial statement. 7. A calculation of the City's fiscal year spending in accordance with the state constitution. The auditor also shall make recommendations to the Council concerning its financial records, procedures and related activities as may appear necessary or desirable and shall perform such other related services as may be requested by the City Council. The City's CAFR shall be prepared and presented in a manner consistent with applicable federal and state laws, regulations, and rules in addition to the best practices of the Governmental Accounting Standards Board and the Governmental Finance Officers Association. Appointment of Auditor To create a balance between independence, fresh perspectives, staff continuity, audit efficiency and competitive pricing the City will solicit proposals for auditing services at least every six years. The incumbent auditor is barred from responding to the solicitation unless the firm can indicate a rotation of principals. The Council shall annually approve the appointment of an auditor to audit the City's financial statements. Only In unique and extraordinary circumstances, when it is deemed to be in the City's best interest, is the Council to consider approving the appointment of the incumbent auditor for an additional single year beyond a six-year period. In no event is an auditor to be retained to audit the City's financial statements for more than seven consecutive years. Nothing in this policy prohibits the Council from acting to limit the duration of the engagement in order to protect the City's interests should the Council determine an early termination is warranted for performance or pricing considerations or other criteria advantageous to protecting the City's reputation or financial condition. Page 352 of 376 COUNCIL COMMUNICATION TO: Mayor and Council FROM: Jackie Loh DEPARTMENT: Finance DATE: August 15, 2022 SUBJECT: 2022 Budget Supplemental #3 DESCRIPTION: 2022 Budget Supplemental #3 RECOMMENDATION: Staff requests that Council consider and approve a third budget resolution for an appropriation amendment totaling $1,223,509 which includes operational and capital project changes impacting the 2022 budget. PREVIOUS COUNCIL ACTION: • October 18, 2021 - City Council adopted the 2022 Budget and Appropriation Ordinances • February 22, 2022 - City Council approved the Budget Supplemental #1 - Resolution No. 7, Series 2022 • May 2, 2022 - City Council approved the Budget Supplemental #2 - Resolution No. 19, Series 2022 SUMMARY: The third Budget Supplemental for 2022 increases the appropriation due in part to the second installment of the American Rescue Plan Act (ARPA) funding received for City Council approved projects. Also included in the Budget Supplemental #3 resolution is funding from the General Fund's Unassigned Fund Balance, Open Space Fund Unappropriated Fund Balance and from the Net Position of several enterprise and internal service funds executing contract provisions in the 2023 employment contracts of the Englewood Employees Association (EEA) and the Englewood Police Benefit Association (EPBA) affecting the 2022 budget. ANALYSIS: The Budget Supplemental #3 resolution contains the following $1,223,509 appropriations/uses of funds: • Capital Projects Fund - American Rescue Plan Act (ARPA) funding for City Council approved projects: a. $850,000 - Bridge House/Ready to Work Capital Project b. $ 88,429 - CrossPurpose/Career Guidance Workspace Construction Project $938,429 - Total Page 353 of 376 • Projects identified and recommended by the Tri-Cities Homelessness Committee • Several city funds impacted by the negotiated two-year employment contracts between the city and the collective bargaining units effective January 1, 2023 through December 31, 2024. The following 2023 salary and wage increases impact the 2022 Budget: $285,080 - Total • $91,856 - Englewood Employees Association (EEA) - General Fund • $ 995 - Englewood Employees Association (EEA) - Open Space Fund • $30,067 - Englewood Employees Association (EEA) - Water Fund • $ 4,556 - Englewood Employees Association (EEA) - Sewer Fund • $ 2,794 - Englewood Employees Association (EEA) - Stormwater Drainage Fund • $ 1,964 - Englewood Employees Association (EEA) - Golf Course Fund • $ 1 280 - Englewood Employees Association (EEA) - Concrete Utility Fund • $ 5,661 - Englewood Employees Association (EEA) - ServiCenter Fund • $49,758 - Englewood Employees Association (EEA) - South Platte Renew Fund * • $96,149 - Englewood Police Benefit Association (EPBA) - General Fund • The 2023 EEA and EPBA 5% Salary and Wage increase is split between both 2022 and 2023 - 3.5% increase in 2022, and 1.5% (or the effective rate of 1.4493%) in 2023 * South Platte Renew (SPR) Fund Budget Supplemental reference above is Informational Only. The SPRF Fund is able to absorb the cost allocation; therefore, no budget amendment is necessary. COUNCIL ACTION REQUESTED: Staff requests City Council's consideration and approval of the 2022 Budget Supplemental #3 resolution. FINANCIAL IMPLICATIONS: In general, budget supplementals are requested in order to address impacts to the original, adopted budget due in part to errors and omissions, changes in costs estimate and/or new requests due to unplanned events. At a high level, the budget supplemental process consists of the following reviews: STEP 1: Department identifies new expenditure request or changes and determines whether the current budget is sufficient to absorb the new cost estimates. If the request is related to personnel, approval from City Manager’s Office and Human Resources is required. STEP 2: Department discusses cost changes with the City Manager’s Office and Finance to verify and clarify the request and determine whether this request is needed, can it be delayed to next year, or added to the current year. STEP 3: If the new cost request is to be added to the current year, then a budget supplemental resolution is prepared by Finance and the City Attorney’s Office and presented to the City Council for their consideration and authorization/approval. The chart below provides a summary list of the three 2022 YTD Budget Supplementals, Page 354 of 376 Budget Supplemental #1 February 2, 2022 Resolution No. 7, Series 2022 $2,918,897 Budget Supplemental #2 May 2, 2022 Resolution No. 19, Series 2022 $4,560,385 Budget Supplemental #3 August 15, 2022 Resolution No. , Series 2022 $1,223,509 2022 YTD Budget Supplementals Uses of Funds Total $8,702,791 The following chart breaks down the budget supplemental uses of funds requests by General Fund and Other Funds and also providing how much of the request is due to ARPA funding. Budget Supplemental #1 Budget Supplemental #2 Budget Supplemental #3 TOTALS General Fund $317,241 $2,791,623 $188,005 $3,296,869 Other Funds $2,601,656 $1,768,762 $1,035,504 $5,405,922 TOTALS: $2,918,897 $4,560,385 $1,223,509 $8,702,791 ARPA Funding: General Fund $0 $79,333 $0 $79,333 Other Funds $0 $765,552 $938,429 $1,703,981 TOTALS: $0 $844,885 $938,429 $1,783,314 CONNECTION TO STRATEGIC PLAN: Budget Supplemental/Amendments are linked to the following city strategic outcomes/results: • Governance - A city government that is accountable, effective, and efficient • Infrastructure and Transportation - A city that proactively and in a cost-effective manner invests in, maintains, and plans to protect its infrastructure Page 355 of 376 • Community Wellbeing - A city that provides satisfying opportunities for the vitality, enrichment, welfare, and happiness of the community OUTREACH/COMMUNICATIONS: N/A ATTACHMENTS: Resolution Budget Supplemental #3 Presentation Page 356 of 376 1 RESOLUTON NO. SERIES OF 2022 A BUDGET SUPPLEMENTAL RESOLUTION TO AMEND APPROPRIATIONS WITHIN THE 2022 BUDGET OF THE CITY OF ENGLEWOOD WHEREAS, the City of Englewood is required by Section 83 of the Englewood Home Rule Charter to ensure that expenditures do not exceed legally adopted appropriations; and WHEREAS, the 2022 Budget was submitted and approved by the Englewood City Council in Ordinance 45, Series of 2021, on October 18, 2021; and WHEREAS, the 2022 Budget was amended by the Englewood City Council in Resolution 7, Series of 2022, on February 22, 2022; and WHEREAS, the 2022 Budget was also amended by the Englewood City Council in Resolution 19, Series of 2022, on May 2, 2022; and WHEREAS, City Council approved the Englewood Employee Association Contract which stipulates a 5% salary/wage increase for its members in 2023 and 2024 with 3.5% of the 2023 increase paid with the first pay period in August 2022 and the balance of the 5% increase (or the effective rate of 1.4493%) paid with the first pay period in January 2023 for which the 2022 budget is adjusted; and WHEREAS, City Council approved the Englewood Police Benefits Association Contract which stipulates a 5% salary/wage increase for its members in 2023 and 2024 with 3.5% of the 2023 increase paid with the first pay period in August 2022 and the balance of the 5% increase (or the effective rate of 1.4493%) paid with the first pay period in January 2023 for which the 2022 budget is adjusted; and WHEREAS, the city received the second installment of the American Rescue Plan Act (ARPA) funds in July 2022, projects are now identified to support homelessness mitigation for which the 2022 budget is adjusted; and WHEREAS, Section 92 of the Englewood Home Rule Charter requires City Council to adopt a Resolution to transfer any unencumbered appropriation balance or portion thereof from one department, office or agency, to another; and WHEREAS, Section 93 of the Englewood Home Rule Charter requires that appropriations in addition to those contained in the budget shall be made only on the recommendation of the City Manager, and only if the City Treasurer certifies that there is available a cash surplus sufficient to meet such appropriations; and WHEREAS, in conformance with Sections 92 and 93 of the Englewood Home Rule Charter, the City Manager hereby requests a Budget Supplemental to authorize the transfer of funds within the adopted City of Englewood 2022 budget as set forth below. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS: Section 1. The Budget for the City of Englewood, Colorado, is hereby amended for the year ending 2022, as follows: ADDITIONAL APPROPRIATION in accordance with Section 93 of the Englewood Home Rule Page 357 of 376 2 Charter: SOURCE OF FUNDS: (1) (A) 2022 Budget Impact of the 2023 EEA and EPBA 3.5% of 5% Compensation Increase All Funds Total Transfer from General Fund Unassigned Fund Balance $ 188,005 Transfer from Open Space Fund Balance $ 995 Transfer from Water Fund Net Position Balance $ 30,067 Transfer from Sewer Fund Net Position Balance $ 4,556 Transfer from Stormwater Drainage Fund Net Position Balance $ 2,794 Transfer from Golf Course Fund Net Position Balance $ 1,964 Transfer from Concrete Utility Fund Net Position Balance $ 1,280 Transfer from ServiCenter Fund Net Position Balance $ 5,661 Transfer from SPR Fund 2022 Appropriation Estimated Savings $ 49,758 Other Funds Total $ 97,075 All Funds Total $ 285,080 (2) Capital Projects Fund Transfer from Capital Projects Fund ARPA Restricted Fund Balance (A) Bridge House/Ready to Work Capital Project $ 850,000 (B) CrossPurpose Career Guidance Capital Project-Additional ARPA Funds $ 88,429 Capital Projects Fund Total $ 938,429 SOURCES TOTAL $1,223,509 USE OF FUNDS EEA and EPBA implementation of 3.5% of the 2023 5% salary/wage increase allocated to 2022 effective the first pay period in August 2022 (1) (A) EEA 3.5% of the 2023 5% Salary/Wage and Benefit Increase $ 91,856 Municipal Court $ 6,639 Finance Department $ 3,161 Information Technology Department $ 1,039 Community Development Department $ 6,993 Public Works Department $25,602 Police Department $30,735 Parks, Recreation, Library and Golf Department $17,687 (A) EPBA 3.5% of the 2023 5% Salary/Wage and Benefit Increase $ 96,149 Police Department $96,149 Page 358 of 376 3 General Fund Total $ 188,005 (A) EEA 3.5% of the 2023 5% Salary/Wage and Benefit Increase-Other Funds Open Space Fund – Parks, Recreation, Library Golf Department $ 995 Water Fund – Utilities Department $ 30,067 Sewer Fund – Utilities Department $ 4,556 Stormwater Drainage Fund – Public Works Department $ 2,794 Golf Course Fund – Parks, Recreation, Library and Golf Department $ 1,964 Concrete Utility Fund – Public Works Department $ 1,280 ServiCenter Fund – Public Works Department $ 5,661 South Platte Renew – Utilities $ 49,758 Other Funds Total $ 97,075 All Funds Total $ 285,080 2022 Appropriation for the second installment of the ARPA funds deposited into the Capital Projects Fund earmarked for the following homelessness mitigation projects (2) (A) Bridge House/Ready to Work Capital Project $ 850,000 (B) CrossPurpose Career Guidance Capital Project $ 88,429 Capital Projects Fund Total $ 938,429 USES TOTAL $1,223,509 Section 2. The City Manager and the Director of Finance, in accordance with Section 92 and Section 93 of the Englewood Home Rule Charter are hereby authorized to make the above listed transfers within the 2022 Budget for the City of Englewood. Moreover, the Mayor, Mayor Pro Tem (in the Mayor’s absence), and/or City staff are hereby granted the authority to take all additional actions necessary to implement the provisions of Section 1 above. ADOPTED AND APPROVED this 15th day of August, 2022. Othoniel Sierra ATTEST: Stephanie Carlile, City Clerk CLERK’S CERTIFICATION I, Stephanie Carlile, City Clerk for the City of Englewood, Colorado, hereby certify the above is a true copy of Resolution No. , Series of 2022. Stephanie Carlile, City Clerk Page 359 of 376 2022 Supplemental Budget #3 By: Director of Finance Jackie Loh Page 360 of 376 I.Supplemental Approval Process II.2022 Budget Background III.Supplemental Requests IV.Questions Agenda Page 361 of 376 Budget Supplemental Process STEP 1:Department identifies new expenditure request or changes and determines whether the current budget is sufficient to absorb the new cost estimates. If the request is related to personnel, approval from City Manager’s Office and Human Resources is required. STEP 2:Department discusses cost changes with the City Manager’s Office and Finance to verify and clarify the request and determine whether this request is needed, can it be delayed to next year, or added to the current year STEP 3: If the new cost request is to be added to the current year, then a budget supplemental resolution is prepared by Finance and the City Attorney’s Office for presentation to the City Council for their consideration and authorization/approval Page 362 of 376 2022 Budget Supplementals Summary Uses of Funds Amounts Budget Supplemental #1 February 2, 2022 Resolution No. 7, Series 2022 $2,918,897 Budget Supplemental #2 May 2, 2022 Resolution No. 19, Series 2022 $4,560,385 Budget Supplemental #3 August 15, 2022 Resolution No. TBD, Series 2022 $1,223,509 2022 YTD Budget Supplementals Total $8,702,791 Page 363 of 376 2022 Budget Supplementals Uses of Funds Budget Supplemental #1 Budget Supplemental #2 Budget Supplemental #3 TOTALS General Fund $317,241 $2,791,623 $188,005 $3,704,844 Other Funds $2,601,656 $1,768,762 $1,035,504 $4,997,947 TOTALS:$2,918,897 $4,560,385 $1,223,509 $8,702,791 ARPA Funding: General Fund $0 $79,333 $0 $79,333 Other Funds $0 $765,552 $938,429 $1,703,981 TOTALS:$0 $844,885 $938,429 $1,783,314 Page 364 of 376 Supplemental Requests Supplemental Request Amount Englewood Employee Associate (EEA) employment contract $188,931 Englewood Police Benefit Association (EPBA) employment contract $96,149 Collective Bargaining Units Employment Contract Total $285,080 Bridge House/Ready to Work: Project of the Tri-Cities Homelessness Committee $850,000 CrossPurpose: Construction of Career Guidance Workspace $88,429 American Rescue Plan Act (ARPA) Funded Projects Total $938,429 Supplemental Requests Grand Total $1,223,509 Page 365 of 376 Englewood Employee Association (EEA) Contract •Purpose:Provide contractually obligated pay increases to Englewood Employee Association (EEA) employees. EEA employees will receive a 3.5% increase in Fiscal Year 2022, and a 1.5% in Fiscal Year 2023 •Amount: •Sources:General Fund, Open Space Fund, Enterprise Funds and Internal Service Funds General Fund $ 91,856 All Other Funds $ 97,075 Grand Total $ 188,931 Page 366 of 376 Englewood Police Benefit Association (EPBA) Contract •Purpose:Provide contractually obligated pay increases to Englewood Police Benefit Association (EPBA) employees. EPBA employees will receive a 3.5% increase in Fiscal Year 2022, and a 1.5% in Fiscal Year 2023 •Amount: •Sources:General Fund Unassigned Fund Balance General Fund $ 96,149 Grand Total $ 96,149 Page 367 of 376 •Purpose:Provide funding for two projects identified by the Tri-Cities Homelessness Committee included on the ARPA funding list approved by Council •Project/Amount: •Sources:ARPA Funding American Rescue Plan Act (ARPA) Funded Projects Bridge House/Ready to Work $ 850,000 CrossPurpose $ 88,429 Grand Total $ 938,429 Page 368 of 376 Page 369 of 376 Appendix Page 370 of 376 2022 Budget Supplemental #1 Uses of Funds Description Amount Budget Supplemental #1 February 2, 2022 Resolution No. 7, Series 2022 •Adjust several funds for bringing employees salary to 10% from midpoint grade range $206,803 •Economic strategic plan estimate increase $35,000 •Library part-time position to full-time $54,700 •Reclass budget from Finance to IT for capital projects tracking software maintenance $59,394 •Neighborhood signs design and installation $32,000 •Reclass budget from Sewer Fund to Water Fund for a Stormwater position split among the three funds $31,000 •Additional funding for the Broadway/US 285 Interchange Project $2,500,000 GRAND TOTAL $2,918,897 Page 371 of 376 2022 Budget Supplemental #2 Uses of Funds Description Amount Budget Supplemental #2 May 2, 2022 Resolution No. 19, Series 2022 •Reclass budget from Contingency to Capital Projects Fund –PC replacement program for 2022 approved FTE positions $70,000 •Reclass ARPA Funds for CrossPurpose Career Guidance Workspace Construction Project $258,642 •Reclass ARPA Funds for the Tri-Cities Homelessness Committee recommended Arapahoe County Coordinator Position $29,333 •Reclass ARPA Funds for the economic development staff recruitment bonus program $50,000 •Re-appropriate 2021 Projects to be completed in 2022: COPs Debt Service Payoff -$2,900,000 Homelessness Action Plan Navigation Center -$35,000 Equity and Inclusion Strategic Plan -$50,000 $2,985,000 •EDDA 2022 Loan Appropriation $150,000 Slide 1 TOTAL $3,542,975 Continues on next slidePage 372 of 376 2022 Budget Supplemental #2 cont. Uses of Funds Description Amount Budget Supplemental #2 May 2, 2022 Resolution No. 19, Series 2022 •Enhanced Civic Center Security $130,000 •Outside Consultant to assist Community Development with increased applications for development plan reviews $300,000 •Outside Consultant to assist Fire Marshal’s Office with increased applications for development plan reviews $80,000 •City Council approved Records Specialist/Desk Officer Position (1 FTE) $87,500 •Communications Department 2022 Appropriation: Position Reclassification related costs -$46,000 Rising paper costs -$20,000 $66,000 •Reclass ARPA Funds –Sewer Fund Old Hampden Utilities Project Design $214,680 •Sewer Fund 2022 Appropriation for Sewer Line Rehabilitation and CCTV Inspection $657,000 Slide 2 TOTAL $1,535,180 Continues from previous slidePage 373 of 376 2022 Budget Supplemental #2 cont. Uses of Funds Description Amount Budget Supplemental #2 May 2, 2022 Resolution No. 19, Series 2022 •Reclass ARPA Funds Stormwater Drainage Fund Old Hampden Utilities Project Design $292,230 •Open Space Fund 2022 Appropriation for revised cost estimates for the Baker, Cushing and Centennial Parks Projects $125,000 •Capital Equipment Replacement Fund revised 2022 estimate for vehicle/equipment upgrades $90,000 •2022 appropriation for the city-wide compensation & classification survey (several funds impacted) $175,000 •2022 revenue estimate increase for additional plan review fees due to new development projects ($1,200,000) Slide 3 TOTAL ($517,770) Slide 2 TOTAL $1,535,180 Slide 3 TOTAL $3,542,975 GRAND TOTAL $4,560,385 Continues from previous slidePage 374 of 376 2022 Budget Supplemental #3 Uses of Funds Description Amount Budget Supplemental #3 August 15, 2022 Resolution No. TBD, Series 2022 •Collective Bargaining Units Employment Contract Englewood Employee Association (EEA) employment contract -Total: $188,931 Englewood Police Benefit Association (EPBA) employment contract -Total: $96,149 $285,080 •American Rescue Plan Act (ARPA) funded projects Bridge House/Ready to Work: Project of the Tri-Cities Homelessness Committee –Total: $850,00 CrossPurpose: Career Guidance Workspace Construction Project –Total: $88,429 $938,429 GRAND TOTAL $1,223,509 Page 375 of 376 COUNCIL COMMUNICATION TO:Mayor and Council FROM:Tamara Niles DEPARTMENT:City Attorney's Office DATE:August 15, 2022 SUBJECT: Executive session for annual performance reviews of City Manager, City Attorney DESCRIPTION: Executive Session for annual review of City Attorney, City Manager RECOMMENDATION: Move to go into executive session for purposes of employment matters. PREVIOUS COUNCIL ACTION: City Council annually reviews the performance of the City Manager and City Attorney. SUMMARY: City Council annually reviews the performance of the City Manager and City Attorney. The City Manager should be invited to attend all or a portion of his review; the City Attorney should be invited to attend all or a portion of her review. COUNCIL ACTION REQUESTED: Approve moving to executive session by motion. FINANCIAL IMPLICATIONS: None Page 376 of 376