HomeMy WebLinkAbout2022-12-05 (Regular) Meeting Agenda Packet
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1000 Englewood Pkwy - Council Chambers
Englewood, CO 80110
AGENDA
City Council Regular Meeting
Monday, December 5, 2022 ♦ 6:00 PM
Council Dinner will be available at 5:30 pm
Study Session will begin at 6:00 pm
Regular Council Meeting will begin at 7:00 pm
To view the meeting, please follow this link to our YouTube live stream link:
https://www.youtube.com/watch?v=D39A80d9k3s
1. Study Session Topic
a. Sustainability Coordinator Melissa Englund and Jeremiah Garrick, University of
Pennsylvania student, will be present to discuss Turf Replacement Program Research.
6:00pm to 6:25pm
Information and Direction
Presentation: 10 minutes
Discussion: 15 minutes
1a
b. Planning Manager Bryan Isham, and Planner II Erik Sampson will be present to
discuss an overview of proposed short-term rental ordinance revisions.
6:25pm - 7:00pm
Information and Direction
Presentation: 10 minutes
Discussion: 25 minutes
1b
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 November 21, 2022
5a
6. Appointments, Communications, Proclamations, and Recognition
a. 2023 Student Art Calendar Artist Recognition
6a
7. Recognition of Scheduled Public Comment
Public Comment typically starts at 7:00 pm
Page 1 of 336
Englewood City Council Regular Agenda
December 5, 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.
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.
8. Recognition of Unscheduled Public Comment
If you would like to sign-up to speak virtually for public comment at the upcoming City
Council meeting on Monday, December 5th, please visit
https://englewoodco.zoom.us/webinar/register/WN_tfC4bH1dT_633Cr6fC9szA to register or
plan to attend the meeting in person at 1000 Englewood Pkwy, Englewood CO 80110,
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, December 6th.
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
b. Approval of Ordinances on Second Reading
i. CB 37 - Amending Englewood Municipal Code regarding Traffic Procedures,
Definitions
9bi
Staff recommends City Council approve an Ordinance amending Title 11,
Chapter 1b, Sections 11-1b-1 And 11-1b-2 Of Englewood Municipal Code
Regarding Traffic Procedures, Definitions. Staff: City Attorney Tamara Niles,
Assistant City Attorney Sergio Renteria
ii. CB 39 - Amending Englewood Municipal Code Regarding Animal
Impoundment
9bii
Page 2 of 336
Englewood City Council Regular Agenda
December 5, 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.
Staff recommends City Council approve an ordinance Amending Title 7,
Chapter 1A, Sections 7-1A-5, 7-1A-9 and 7-1A-16 Of Englewood Municipal
Code Regarding Animal Impoundment. Staff: City Attorney Tamara Niles
iii. CB 63 – Intergovernmental Agreement (IGA) Between the City of Littleton and
the City of Englewood for a Cost Share to Review and Evaluate the Sewer
Connector District Agreements
9biii
Staff recommends City Council approve, by Motion, an Intergovernmental
Agreement Between the City of Littleton and the City of Englewood Regarding
Cost-Sharing for Revising Sewer Connector District Agreements. Staff:
Director of Utilities & South Platte Renew Pieter Van Ry
iv. CB 70 - Amending Englewood Municipal Code to Add and Remove City
Facilities for Open Carry of Firearms on City Property
9biv
Staff recommends City Council approve an ordinance amending EMC 7-6C-6
to update for current City property ownership. Staff: City Attorney Tamara
Niles
v. CB 73 - Amending Englewood Municipal Code Authorizing City to Recover
Costs of Collection for Unpaid Debts
9bv
Staff recommends City Council approve a Bill for an Ordinance creating EMC
1-4-4 regarding collection of debts owed to the City. Staff: City Attorney
Tamara Niles
c. Resolutions and Motions
i. Renewal of the Annual AEC-West Contract for Supplemental Building Review
and Inspections
9ci
Staff recommends City Council approve, by Motion, Renewal of the annual
AEC-West contract for supplemental building review and inspections. Staff:
Chief Building Official Karen Montanez
ii. Contract Renewal for the 2023 Operations of the Englewood Trolley
9cii
Staff recommends City Council approve, by Motion, to approve Renewal
Agreement #2 to Transit Shuttle Services Operation Contract with MV
Transportation in the amount of $462,794.40 for 2023 operations of the
Englewood trolley. Staff: Department Administrator Nancy Fenton
10. Public Hearing Items
11. Ordinances, Resolutions and Motions
a. Approval of Ordinances on First Reading
i. CB 64 - Bill for an Ordinance to Enter into a 10 Year Agreement for Use of
Comcast Dark Fiber
Page 3 of 336
Englewood City Council Regular Agenda
December 5, 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.
11ai
Staff recommends City Council approve a Bill for an Ordinance to enter into a
10 year agreement for use of Comcast Dark Fiber. The full amount of the
agreement is $660,000 or $5,500 a month. Staff: IT Director Jeromy King
and IT Operations Manager Brad Creager
b. Approval of Ordinances on Second Reading
c. Resolutions and Motions
i. Resolution for Civic Center Storage Area Network (SAN) End of Life
Replacement
11ci
Staff recommends City Council approve a resolution to purchase hardware to
replace an end of life network storage device and installation professional
services for the primary production environment from Peak Resources in the
amount of $157,667.89 Staff: IT Director Jeromy King and IT Operations
Manager Brad Creager
ii. Contract Renewal for Snow and Ice Removal Services for the Englewood
Environmental Foundation (EEF) properties
11cii
Staff recommends City Council approve, by Motion, to renew the Contract with
Keesen Landscape Management, Inc. to provide continued Snow and Ice
Removal Services for the EEF (Englewood Environmental Foundation)
properties in the not-to-exceed amount of $550,000. Staff: Deputy Director
O&M - Public Works Chris Edelstein, and City Architect - Public Works
Melinda Goblirsch
iii. Contract Renewal for Landscaping / Ground Maintenance Services for the
Englewood Environmental Foundation (EEF) properties
11ciii
Staff recommends City Council approve, by Motion, to renew the Contract with
Terracare Associates, Inc. to provide continued Landscaping / Ground
Maintenance Services for the EEF (Englewood Environmental Foundation)
properties in the not-to-exceed amount of $250,000. Staff: Deputy Director
O&M - Public Works Chris Edelstein, and City Architect - Public Works
Melinda Goblirsch
iv. Resolution Authorizing the Purchase of Two (2) Utility Bed Trucks from
Brandon Dodge on Broadway
11civ
Staff recommends City Council approve a Resolution Purchase of two (2)
Utility Bed Trucks from Brandon Dodge. Staff: Deputy Director Operations
& Maintenance Chris Edelstein, Maintenance & Operations Manager
Steve Ortega, and Fleet Supervisor Rick Scharnell
12. General Discussion
a. Mayor's Choice
Page 4 of 336
Englewood City Council Regular Agenda
December 5, 2022
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b. Council Members' Choice
13. City Manager’s Report
14. Adjournment
Page 5 of 336
STUDY SESSION
TO: Mayor and Council
FROM: Melissa Englund
DEPARTMENT: City Manager's Office
DATE: December 5, 2022
SUBJECT:
HB22-1151 Turf Replacement Program Research: Programs and
Policies
DESCRIPTION:
An addition in the updated Sustainability Plan is the project to "Help with education and
financing for turf replacement with low-water landscaping, in alignment with the introduced bill
HB22-1151 around a turf replacement program.
RECOMMENDATION:
Based off the four months of research done by Pennsylvania State University student Jeremiah
Garrick – which included internal and external interviews – as well as past feedback from
Englewood residents, the Sustainability Coordinator, Mel Englund, recommends that in 2023 the
city participate in Resource Central’s Lawn Replacement program ($10,000) as well as their
Garden-in-a-Box program ($975). Through HB22-1151, $5,000 of the $10,000 for the turf
replacement program would qualify for reimbursement.
PREVIOUS COUNCIL ACTION:
In April of 2022, City Council approved of amendments to the Strategic Plan, which included the
addition of key projects within the Sustainability Plan’s community resilience goal to “Help with
education and financing for turf replacement with low-water landscaping, in alignment with the
introduced bill HB22-1151 around a turf replacement program.” As of June 2022, HB22-1151
officially passed.
During an October 17, 2022 city council meeting, councilmember Nunnenkamp additionally
inquired if city staffers were looking into Garden-in-a-Box after multiple residents came forward
in public comment requesting the city’s participation in such a program.
SUMMARY:
Back in August of 2022, Sustainability Coordinator Mel Englund partnered with Pennsylvania
State University student Jeremiah Garrick for his capstone project. Jeremiah is pursuing a
degree in Energy and Sustainability Policy and was looking to work with a Colorado municipality
– for free – to fulfill his capstone requirements. Jeremiah was tasked with researching into
HB22-1151, the state’s newly passed bill that establishes a turf replacement program along with
grant funding for local governments implementing turf replacement programs. With a key project
in the strategic plan to “Help with education and financing for turf replacement with low-water
landscaping, in alignment with the introduced bill HB22-1151 around a turf replacement
program,” Jeremiah looked into the different ways Englewood could qualify for these funds and
case studies of other communities who have already implemented their own turf replacement
Page 6 of 336
measures. His and Mel's presentation to council is the culmination of all his research along with
suggested next steps for the City of Englewood regarding turf replacement implementation.
ANALYSIS:
HB22-1151, or the Turf Replacement Program bill, was first introduced in February of 2022.
This bill “Concern[s] measures to incentivize water-wise landscapes, and, in connection
therewith, creating a state program to finance the voluntary replacement of irrigated turf and
making an appropriation.” Officially signed in June of 2022, the Colorado Water Conservation
Board (board) is in the works of developing this program, with more information on guidelines
and details of the application process becoming available in Spring 2023. HB22-1151 allocates
$2 million to fund this program, which equates to $750,000 per funding cycle for FY 22-23 and
FY 23-24 after considering staffing costs. Funds are anticipated to be available July 2023, with
$550,000 per funding cycle going to existing programs and $200,000 going to the development
of new programs. Listed on the board’s website is that communities with existing best practices
will be more competitive for the funding once available. Currently Englewood has no turf
replacement programs or policies in place, making us an uncompetitive contender.
Through his research, Jeremiah found three options Englewood can take to be competitive and
qualify for HB22-1151 funds:
I. City run turf replacement program: Developing a rebate and informative outreach
program in order to promote turf replacement and qualify for HB22-1151 funding.
II. Partnering with Resource Central's Lawn Replacement Program: Resource Central is a
non-profit with a mission to “put conservation into action.” They offer multiple programs
municipalities can partner with, ranging from water to energy conservation. As of the
writing of this memo, Resource Central is the only organization that offers an already
established lawn replacement program that would qualify for the HB22-1151 funds. The
program provides rebates to assist homeowners in removing turf with water-wise
landscaping; or
III. Implement a carrot and stick method: This method entails a mix of incentivizing updates
to already developed property while updating codes and implementing restrictions on turf
and high-water use plants in new developments and commercial properties
Jeremiah’s research led to two recommended options to take: either partner with Resource
Central and their already established program or for Englewood to create its own turf
replacement program from scratch, similar to Aurora. After further discussions between Mel,
Jeremiah, and internal leadership, it was found that the best suggested path forward for
Englewood would be to partner with Resource Central. This is for many reason: I) This option
consists of a drastically lighter staff-time load, since Resource Central would cover all things
related to staffing, marketing, and programming; II) this is the best time-efficient option, with the
program being ready to go in 2023 verses the potential (and likely) time commitment creating a
program from scratch would take; III) this program is already guaranteed funding through HB22-
1151; IV) the cost savings of staffing, marketing, and programming; VI) established program,
like Resource Central’s, would help Englewood qualify for the larger pot of money for $550,000
verse the $200,000 pot of money for newly created programs, increasing our likelihood of being
awarded funds; and VII) it’s a proven and effective program, with many other towns and cities
taking part in this program and others through Resource Central. Additional long-term
suggestions were also recommended by Jeremiah for future consideration, which are included
in the table of Suggested Next Steps below:
Program Program
Summary
Short
or
Cost &
Fund Pros Cons
Page 7 of 336
Long-
Term
Lawn
Replacement
Program via
Resource
Central
Incentivizes
customers via
rebates to
permanently
replace lawn with
low-water
alternatives.
Minimum removal
of 200 sq ft of
maintained lawn.
Short
$10,000
($5,000
return
through
HB22-
1151)
Utilities
•Proven,
established
program.
•Staff time
•Voluntary
•Unanimously
recommended
choice
•Little to no
say over how
program run
Garden-in-a-
Box via
Resource
Central
Professionally
designed,
waterwise garden
kits tailor-made
for Colorado
yards.
Short
$975
General
•Fulfills repeated
resident request
•Provides
alternative to
participation
•Does not
qualify for
HB22-1151
funds
Updating
Codes
Regulations for
New
Developments
Focusing on
commercial
properties with
significant
unused grass.
Incentivize
updates to
existing
developments.
Long N/A
•Prepares
residents for
drier future,
increasing
community
resilience
•High water
savings
•Initial staff
time
•Mandating vs
incentivizing
•
City Property
Turf
Replacement
Projects
Where
appropriate and
cost-effective,
convert non-
functional city turf
to water-wise
landscaping.
Long N/A
•Drought
resilient city
properties
•Potential
funding through
HB22-1151
•Initial staff
time
COUNCIL ACTION REQUESTED:
City staff requests direction from city council if they would like to proceed with the suggested
short-term next steps forward of partnering with Resource Central for both the Lawn
Replacement program and the Garden-in-a-Box program.
FINANCIAL IMPLICATIONS:
The financial implications would be $975 for Garden-in-a-Box out of the sustainability fund and
$10,000 for the Lawn Replacement program via Resource Central which would come out of the
utilities fund in 2023. This would total $10,975 up front with potential return of $5,000 to utilities
from the HB22-1151 grant program.
CONNECTION TO STRATEGIC PLAN:
Page 8 of 336
Researching into ways to qualify for the HB22-1151 funding through implementing turf
replacement steps helps to accomplish a sustainability plan goal (Community Resilience) key
project to “Help with education and financing for turf replacement with low-water landscaping, in
alignment with the introduced bill HB22-1151 around a turf replacement program.”
OUTREACH/COMMUNICATIONS:
The resulting suggested next steps came from a multi-pronged outreach and communication
approach. Jeremiah conducted multiple interviews and/or presentations consisting of relevant
individuals/groups from: Arapahoe County, Aurora, the Colorado Water Conservation Board, the
Sustainability Commission, and internal Englewood departments.
Jeremiah also presented his research and top recommendations to the Sustainability
Commission on November 8th, which also served as an opportunity for open dialogue and
questions between commission members, Jeremiah, and residents in attendance.
Mel Englund conducted outreach with Elisabeth Bowman, Conservation Engagement Manager
at Resource Central, to get a rundown of their programming and understand how they would
align with the HB22-1151 future funding. She also met with Deputy Director, Business Services
for Englewood Utilities, Sarah Stone and Director of South Platte Renew and Utilities, Pieter
Van Ry, to discuss feasible funding mechanisms for the suggested turf replacement program.
Both Jeremiah and Mel set up a presentation and discussion with relevant directors, managers,
and city employees from the following internal departments: Parks, Recreation, Library, and
Golf, Utilities, South Platte Renew, Codes, and Community Development. It was through this
meeting that there was unanimous consensus that the best suggested next step would be to
partner with Resource Central’s lawn replacement program.
ATTACHMENTS:
12_5 Turf Replacement PowerPoint slide deck
Page 9 of 336
HB22-1151: Turf Replacement
Program and Suggested Next
Steps
Englewood City Council
December 5, 2022
Page 10 of 336
I.HB22-1151 turf replacement program
II.Program qualifications
III.The why behind turf replacement
IV.Alignment with City plans
V.Alignment with City projects
VI.Alignment with State plans
VII.Potential approaches
VIII.Examples
IX.Suggested next steps
Agenda
Page 11 of 336
•$2,000,000 in funding, starting in July 2023
•Colorado water conservation board to develop a statewide program in order to
provide financial incentives for voluntary replacement of healthy irrigated turf
with water-wise landscaping.
•An effort to limit Kentucky Blue Grass and other high water use turf to high
trafficked and well used areas
•Why?
-Resilience to the changing climate
-Reduce sale of water rights in response to municipal demand
-Protect natural river flows
CO HB 22-1151 Turf Replacement Bill
Page 12 of 336
Incentivizing with a focus on: Utility, Conservation, and
Beauty
Communities with an established program have a larger
pool of money and therefore greater chance of receiving
funding
Can be nearly any healthy, irrigated, unused turf within
the city:
•Residential
•Commercial, Institutional, or Industrial (CII)
Program Qualifications Page 13 of 336
•Kentucky Bluegrass requires a minimum of 1.5 inches
of water every week when temperatures are 90-100
degrees.
•Colorado receives less than 8 inches of precipitation
throughout the average summer.
•Our summers are getting hotter, and precipitation
is becoming more varied.
•Other benefits include lower maintenance, cost, and
overall sustainability/resilience
The Why Behind Turf Replacement
Page 14 of 336
•Key project listed in Englewood
Strategic Plan:
•Help with education and financing
for turf replacement with low-water
landscaping, in alignment with bill
HB22-1151 around a turf
replacement program.
•Will assist in reaching water efficiency
goal.
Alignment with City Plans
Page 15 of 336
Before (2020)
Alignment with City Projects –Depot Park
After (August 2022)Page 16 of 336
Alignment with State 2023 Water Plan
Page 17 of 336
Potential Approaches
Approach Approach Summary Pros Cons
City Run Turf
Replacement
Program
Developing a rebate and informative
outreach program in order to promote turf
replacement and qualify for CO HB 22-
1151 funding.
•Englewood tailored
and controlled
program.
•Staff time
•Cost
Partnering with
Resource
Central’s Lawn
Replacement
Program
Colorado non-profit that is the only one in
the state with an already established turf
replacement program. Program provides
rebates to assist homeowners in removing
turf with water-wise landscaping.
•Staff time
•Cost
•Little to no
control over
project
implementation
Carrot and Stick
Approach
A mix of incentivizing updates to already
developed property while updating codes
and implementing restrictions on turf and
high-water use plants in new developments
and commercial properties.
•Sweeping, high
impact
•Mandating vs
incentivizing
Page 18 of 336
City Run Program Example: Aurora’s GRIP
Checking InNew DevelopmentsRequirementsWho is paying?
35% of rebate held
until the following
year to verify proper
maintenance and
care
Restricting excessive
turf in new
developments and
providing education on
water use
Aesthetically pleasing,
long lasting, non-water-
intensive landscaping.
Money set aside from the
City’s conservation budget
Rebate to citizen based on
materials used, paid in 2 parts
Grass Replacement Incentives Program
Page 19 of 336
Participating cities:
•City of Arvada
•City of Aurora
•Town of Berthoud
•City and County of Broomfield
•Town of Erie
•City of Fountain
•City of Lafayette
Resource Central Examples
•Little Thompson Water
District
•City of Longmont
•City of Louisville
•City of Northglenn
•City of Thornton
•City of Westminster
•Willows Water District
Page 20 of 336
•Arapahoe County performed a three-acre conversion
at a facility in Littleton, which included:
•Preparation, including site mapping, testing
and/or removal of irrigation, turf removal, weed
control
•Adding mulch around trees and a dry creek bed
•Planting pollinator gardens and grass seed
•Controlling weeds and re-seeding if needed
•About one month of watering until established
Projects similar to this could be achieved in part with
CO HB 22-1151 funds and be contracted out.
Example -Arapahoe County
Page 21 of 336
Suggested Next Steps
Program Program Summary Short or
Long-Term
Cost & Fund Pros Cons
Lawn
Replacement
Program via
Resource
Central
Incentivizes customers via
rebates to permanently replace
lawn with low-water
alternatives. Minimum removal
of 200 sq ft of maintained lawn.
Short $10,000 ($5,000
return through
HB22-1151)
Utilities
•Proven, established
program.
•Staff time
•Voluntary
•Unanimously
recommended choice
•Little to no say over
how program run
Garden-in-a-
Box via
Resource
Central
Professionally designed,
waterwise garden kits tailor-
made for Colorado yards.
Short $975
General
•Fulfills repeated
resident request
•Provides alternative to
participation
•Does not qualify for
HB22-1151 funds
Updating
Codes
Regulations for
New
Developments
Focusing on commercial
properties with significant
unused grass. Incentivize
updates to existing
developments.
Long N/A •Prepares residents for
drier future, increasing
community resilience
•High water savings
•Initial staff time
•Mandating vs
incentivizing
City Property
Turf
Replacement
Projects
Where appropriate and cost-
effective, convert non-
functional city turf to water-
wise landscaping.
Long N/A •Drought resilient city
properties
•Potential funding
through HB22-1151
•Initial staff time
Page 22 of 336
Questions? Page 23 of 336
STUDY SESSION
TO: Mayor and Council
FROM: Bryan Isham, Erik Sampson
DEPARTMENT: Community Development
DATE: December 5, 2022
SUBJECT: Overview of proposed short-term rental ordinance revisions
DESCRIPTION:
Staff is proposing revisions to the short-term rental ordinance as it pertains to Title 5.
RECOMMENDATION:
Staff recommends city council review the proposed changes to the short-term rental (STR)
ordinance and provide direction on next steps.
PREVIOUS COUNCIL ACTION:
City council approved the original STR ordinance in February of 2020.
SUMMARY:
Due to the increasing popularity of short-term rentals, it is recommended that the ordinance be
amended to create accountability for the hosting platform by allowing the city to fine a hosting
platform directly for illegal transactions. In addition, minor changes are proposed to the
ordinance, including a revision to the definition of "primary residence", the number of allowed
guests, and items required for STR renewals to ensure ongoing compliance with the primary
residency requirement.
ANALYSIS:
Community Development and the City Attorney’s Office have been working on drafting changes
to the STR ordinance language that would enable booking service providers and hosting
platforms such as AirBnb and VRBO to be held financially responsible for facilitating a
transaction between a person operating a STR without a City of Englewood permit and potential
guests.
Due to the amount of staff time required to monitor and enforce STR permit violations and the
lack of responsiveness from hosting services to respond to staff regarding illegal STR rentals,
staff believes it would be beneficial to amend the ordinance to provide some platform
accountability for facilitating illegal transactions. Other cities have taken similar actions to
amend their codes to hold the hosting platform liable for any illegal transactions. Most notably,
Denver has imposed a $1,000 fine per incident, per day. Denver staff indicated that once these
regulations were put into place, the STR permit compliance rate has increased significantly. By
regulating the platforms, the responsibility for compliance is shared more evenly among all
participants, rather than only being placed on hosts or city staff.
Page 24 of 336
The proposed revisions to the ordinance would accomplish the following:
• Define and regulate hosting platforms that facilitate reservations or payments between a
short-term rental licensee and persons seeking accommodations;
• Create penalties for hosting platforms that process illegal transactions; and
• Require permit holders and hosting platforms to keep certain records of their
transactions.
In addition, the ordinance would require each STR permit holder to keep the following records
for one year:
• Total number of nights the STR was rented to guests; and
• The dates in which the STR was rented by guests.
Hosting platforms would also be required to keep the following records for five years:
• The name of the person who offered the STR;
• The address of the STR;
• The dates for which the STR was booked by a guest;
• The price paid by the guest of each STR transaction; and
• The STR license number.
Other items to be amended include a clarifying definition of "primary residency", the number of
guests allowed per evening, changes in the documents required for the STR renewal application
to ensure continuing compliance with the primary residency requirement.
COUNCIL ACTION REQUESTED:
Staff recommends council review the proposed regulation changes, propose any additional
regulation changes, and direct staff to schedule the item for a public hearing during a regular
council meeting.
FINANCIAL IMPLICATIONS:
The approval of this ordinance would enable the city to issue fines to any hosting platform that
processes an illegal transaction. The proposed penalty is $1,000 per incident per day.
ATTACHMENTS:
1. Draft Title 5 STR Ordinance
2. Staff PowerPoint
Page 25 of 336
BY AUTHORITY
ORDINANCE NO. ____ COUNCIL BILL NO. ____
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER _________________
A BILL FOR
AN ORDINANCE AMENDING ENGLEWOOD MUNICIPAL CODE REGARDING
SHORT TERM RENTALS REGARDING PERMIT REQUIREMENTS AND HOSTING
PLATFORM LIABILITY
WHEREAS, the City of Englewood (“City”) is a home rule municipality organized under
Article XX of the Colorado Constitution and with the authority of the Englewood Home Rule
Charter; and
WHEREAS, Englewood Municipal Charter Sections 3 and 30 provide that the City
Council shall have all municipal legislative powers as conferred by general law, C.R.S. 31-15-103
empower the City Council to establish those laws necessary and proper to provide for the safety,
preserve the health, promote the prosperity, and improve the morals, order, comfort, and
convenience of such municipality and the inhabitants thereof; and
WHEREAS, City staff recommends to Englewood City Council modification to the
regulations and licensing requirements for short term rental properties in the City is necessary to
avoid potential negative impacts to residential areas, control the impacts on the supply of long-
term housing, level the playing field with commercial lodging businesses, and to protect the public
health, safety and welfare; and
WHEREAS, City staff responsible for administering the City’s short-term rental
regulations does hereby recommend amendments to Title 5 Chapter 31 regarding Short Term
Rentals to provide and clarify the requirements for licenses, permits, and ensure hosting platforms
list only properly licensed and permitted properties as available for short term rental on their
platforms; and
WHEREAS, the Englewood City Council finds and declares that the adoption of amendments
to Title 5, Chapter 31 to the Englewood Municipal Code regarding short term rentals as set forth
herein are proper for the reasonable needs and desires of the City and in the promotion of the public
health, safety, and welfare of the City’s residents and visitors.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
ENGLEWOOD, COLORADO:
Section 1. Englewood Municipal Code Title 5 Chapter 31 regarding Short Term Rentals is
hereby amended to read as follows (new provisions in italics, deleted provisions struck through):
5-31-1: Definitions.
The following definitions are applicable to this section:DRAFTPage 26 of 336
Applicant: The owner(s) of the real property for which a short term rental permit is
sought. If a property has multiple owners, including joint ownership by spouses, all
persons with an ownership interest must sign the application permit. .
ADU: An accessory dwelling unit.
Bed and Breakfast: Another term for a short term rental. The nightly or weekly rental of
a residential dwelling unit, or portion thereof, ancillary to a primary living use, with
or without the service of a morning meal and where the operator lives on the
premises, excluding hotels, motels, for less than thirty (30) days, including but not
limited to, a single family dwelling, duplex, townhome, condominium, or similar
dwelling.
Community Development Department (CDD): The Community Development
Department of the City of Englewood.
Director: Director of Community Development, or his/her designee.
Enforcement Officer/Premises Inspector: The provisions of this Chapter shall be
administered and enforced by the City Manager of the City of Englewood, or his
designee. The Enforcement Officer, who may be a zoning enforcement officer,
building official, fire marshal, or other designee, will have all legal powers necessary
to enforce this Chapter. Any appropriate enforcement officer may service serve as a
Premises Inspector, as designated by the Director. Summons and complaints issued
by the Enforcement Officer may be served by the Enforcement Officer, a Code
Enforcement Officer, or a Law Enforcement Officer.
Hosting Platform: Any person or entity that facilitates reservations or payments between
a short-term rental licensee and a person seeking lodging accommodations for a
period of less than thirty (30) consecutive days.
Long Term Lease: The lease or rental of a property for thirty (30) days or longer.
Lot: A designated parcel, tract, or area of land established by plat, subdivision, or as
otherwise permitted by law, to be used, developed, or built upon as a unit. If two (2),
or more lots designated by plat, are combined to be built upon as a unit, the combined
lots shall be understood to be a single lot for purposes of this short term rental code.
Owner: The person(s) or entity listed on the title to the property as found on an Arapahoe
County Deed of Record. Such persons are also the persons who sign the "proof of
residency" affidavit. A long term renter is not a property owner.
Owner Occupied: Means the property owner's primary residence. A person can only have
one (1) primary residence.
Permittee: The owner of the dwelling unit that has a valid STR operating permit and
business license.
Primary Residence: Means a residence the place in which a person's habitation is fixed
for the term of the license and is the person's usual place of return which is the usual
place of return for housing. A person can only have one (1) primary residence. See
5-31-3 for documentation requirements. which must be proven pursuant to EMC §
5-31-3. If the title to the STR property is held by a corporation, partnership, DRAFTPage 27 of 336
association, trust, or similar entity, the entity must declare the ultimate beneficial
owner of the STR for whom the STR is that person’s primary residence.
Renter or Lessee: The party contracting to rent the STR for a term less than thirty (30)
days.
Short Term Rental (STR): The nightly or weekly rental of a residential dwelling unit, or
portion thereof, with or without a morning meal, ancillary to a primary living use,
excluding hotels, motels, bed and breakfasts, for less than thirty (30) days, including
but not limited to, a single family dwelling, duplex, townhome, condominium, or
similar dwelling. The term short term rental also includes and applies to "vacation
rentals."
5-31-2: Business License Required.
A. It shall be unlawful for any person or entity to offer or provide lodging in the form
of a short term rental, with or without a morning meal, within a residential property
located within the City of Englewood, without obtaining an annual business license
from the City of Englewood, in conformance with this Title.
B. Prior to applying for a business license in conformance with this Title, the applicant
must have complied with each of the following:
1. The property must be zoned to allow for such use.
2. The property owner and primary resident must have a short term rental registration
approved by the Department of Community Development CDD, including proof of
residency and ownership affidavit, if applicable.
3. The property owner must have a short term rental operating permit obtained in
conformance with this Chapter, bearing the signatures of all property owners and
applicable Premises Inspectors.
C. A business license issued for a short term rental is not assignable or transferable to
any other party or any other property. A property may not be under more than two
(2) rental agreements for any fixed dates and times. Upon the sale or transfer of more
than ten percent (10%) of the legal interest in a property, or the long term lease for
sale of a property used as a short term rental all issued business licenses, rental
registrations, or operating permits become null and void.
5-31-3: Application for Short Term Rental Registration.
A. Application Process. Each applicant for a short term rental registration shall submit
an application to the City of Englewood Department of Community Development
(CDD).
B. Short Term Rental Registration Requirements. The short term rental registration
form shall be promulgated by the CDD, and shall include the following
documentation:
1. Proof of Ownership of the Subject Property Affidavit. Proof of ownership shall
require a copy of a deed on file with Arapahoe County. DRAFTPage 28 of 336
2. Proof the Subject Property is the Primary Residence of the Owner in the following
zoning districts: R-1-A, R-1-B, R-1-C, R-2-A, R-2-B, MU-R-3-A, MU-R-3-B, and
MU-R-3-C. Proof the Subject Property is the Primary Residence of the Owner is not
required in the following zoning districts: M-1, M-2, MU-B-1, and MU-B-2. STRs
are prohibited in the following zoning districts: I-1, I-2, and PUD. Proof of residency
requires a signed and notarized "Proof of Residency and Ownership Affidavit"
promulgated by the Englewood Department of Community Development CDD. Any
such affidavit will include an oath that all information included therein is true and
correct under penalty of perjury, and shall be supported by at least two (2) of the
following documents indicating that the property is the applicant’s primary
residence: a current State or Federal filed income tax return cover page showing the
primary residence (with sensitive information redacted), and at least one (1) of the
following documents:a valid motor vehicle registration, a valid Colorado driver's
license, or a valid Colorado identification card, or a valid voter registration, a utility
bill, or any other legal documentation deemed sufficient by the Director which is
pertinent to establish primary residency.
3. Signed/Approved Operating Permit. An approved operating permit in accordance
with EMC Sections §§ 5-31-4 and 5-31-5.
4. Acknowledgement of Right to Inspect. Signed acknowledgement that the City has the
right of inspection of the rental premises for conformance with the City's life/safety
codes at any reasonable time.
5. Waiver of Liability. The City of Englewood assumes no responsibility for the
operation of the permitted STR property. The owner(s) shall sign a waiver and
release of liability, acknowledging and agreeing to indemnify and hold harmless the
City of Englewood from any and all negligent acts which may occur from the renting
or operation of the STR. Such indemnification shall include defending the City from
any claims arising from the use of the property as an STR. The owner(s) shall further
warrant and agree to compensate the City of Englewood for any expenses incurred
in any defense of any lawsuit or other action associated with the renting or operation
of the STR, and which is brought against the City.
6. Certificate of Insurance.
a. A permittee shall inform his or her insurance company that the property covered by
the insurance company will be used as a short term rental before any short term rental
transaction is processed, regardless of whether the permittee obtains liability
insurance for the short term rental through that insurance company. The permittee
shall verify compliance with this notification requirement by executing and
submitting an insurance form affidavit provided by the CDD during the application
process.
b. A permittee shall maintain liability insurance to cover use of the short term rental in
an amount determined appropriate by the insurance company insuring such short
term rental, but no amount of less than one million dollars ($1,000,000) in the
aggregate. Such coverage shall be maintained in full force and effect for the term of
the business license. Alternatively, a permittee may elect to conduct each short term
rental transaction through a hosting platform that provides equal or greater insurance DRAFTPage 29 of 336
coverage for each short term rental use, and documented upon the insurance form
affidavit.
c. If the property being used as a short term rental is included in a home owners
association, the applicant for a short term rental business license shall inform the
home owners association that the applicant intends to use the property as a short term
rental prior to obtaining a short term rental business license. The permittee shall
verify compliance with this notification requirement by executing and submitting an
HOA form affidavit provided by the CDD during the operating permit application
process.
7. Floorplan. A scale floorplan of the STR, including all levels;
8. Property Plan. A scale plan for the property showing all parking areas;
9. Contact information.
a. Owner. The owner shall provide a cell and/or home telephone phone number, mailing
address, email address, and property address, if different from mailing address. The
owner shall agree to accept service of notice of violation at such address either
personally or upon posting of notice upon the property.
b. Primary Contact. Each STR owner or operator shall designate a primary contact
person. If the primary contact is not the owner(s), the primary contact shall be a
named individual and the following information shall be provided: cell and/or home
telephone number, mailing address, email address, and business address and business
phone, if applicable. Any change(s) to the primary contact information shall be
provided, in writing, to the CDD, within ten (10) days of such change(s). Failure to
notify the CDD of such change is grounds for revocation of the short term rental
registration and business license. The primary contact shall be available on a twenty-
four (24) hour basis, seven (7) days per week, and be able to respond to any concerns
from renters or city enforcement personnel. The primary contact may be the property
owner(s) or another person employed by, authorized by, or engaged by the owner(s)
to manage, rent or supervised the STR. The primary contact shall be able to respond
to any concerns that may arise during any rental period of the STR, including the
ability to access the STR in a timely manner.
10. Posting Notice. A copy of both the short term rental operating permit and the
provisions of Sections EMC §§ 5-31-5 and 5-31-6 shall be conspicuously posted
within the area rented for use as an STR. The visibility of the place of posting shall
be confirmed with the pPremises iInspector during the inspection of each premises
prior to issuance of an annual operating permit.
11. Regulatory Compliance. All STRs shall meet the standards of all applicable building,
electrical, plumbing and fire codes adopted or amended by the City of Englewood.
12. Additional Documentation. All other documentation referred to within this Chapter,
or as required by the CDD.
D. Ineligible Properties. An apartment complex comprised of rental units may not be
utilized as an STR. Any property within I1, I2, or a PUD zone district may not be
utilized as an STR. DRAFTPage 30 of 336
E. Review of Short Term Rental Registration Request. The City Manager, or designee,
shall review each submitted short term rental registration form, and associated
documentation as required by this Title and Chapter, within thirty (30) days of receipt
of any such Registration Form. Following determination that the application is
complete, the registration form and associated documentation shall be referred to all
applicable City departments for review regarding conformance with all applicable
Codes of the City of Englewood. Within sixty (60) days following the filing of the
application the applicant will be provided with a written determination of
approval/disapproval of the STR registration request. A property operating as an STR
without a STR business license, rental registration and operating permit shall not be
eligible to receive any such license or permit until thirty (30) days following
compliance with these regulations and all applicable zoning regulations.
1. An applicant’s failure to amend an application to comply with these requirements
within 30 days’ notice by the City shall be deemed a termination of the application
and the applicant shall be required to file a new application for a STR registration
accompanied by the application fee.
F. Non-assignable. A short term rental registration may not be transferred or assigned
to any other party or any other property. DRAFTPage 31 of 336
1
5-31-4: Short Term Rental Operating Permit.
A. STR Operating Permits Required. All STRs must have a valid and current operating
permit. An operating permit shall be effective for twelve (12) months, and shall go
into effect upon the date of issuance, unless surrendered, suspended or revoked for
cause. Operating permits shall be issued by the CDD in accordance with this Chapter.
B. Non-Assignable. An operating permit issued for a short term rental may not be
transferred or assigned to any other party or any other property.
C. Posting the Operating Permit and Life/Safety Information. The operating permit
shall be signed by all owner(s) of the real property used as an STR and be
conspicuously posted within the area rented as an STR. Additionally, the life/safety
information set forth in Section EMC § 5-31-6 shall be conspicuously posted within
the area rented as an STR.
D. STR Operating Requirements.
1. Accountability. The STR shall be the legal responsibility of the legal owner(s) as set
forth on the application and permit, and the owner shall agree to accept notice of
violation either in person or upon posting upon the property.
2. Primary Residence. A residence used as an STR shall be the primary residence of
the legal owner(s), except when a waiver of this provision has been issued by the
Board of Adjustments and Appeals or in the following zoning districts: M-1, M-2,
MU-B-1, and MU-B-2.
3. Accessory Dwelling Units. For parcels containing ADUs the owner, if such owner is
also the primary resident of the main residence, may obtain an STR permit for the
main residence only. STRs are not permitted in ADUs.
4. Maximum Occupancy per Bedroom. An STR shall not exceed two (2) adults per
bedroom.
5. Maximum Occupancy of Premises. The maximum overnight occupancy of an STR
shall be no more than two (2) persons per legal conforming bedroom, plus two (2)
additional persons. eight (8) persons.
6. Prohibited Structures. No STR shall be located in any recreational vehicle, travel
trailer, or temporary structure.
7. Limitation of Rental Contracts. No STR shall be under more than two (2)
simultaneous rental contracts.
8. Limitation on Multiple Uses. During any rental period, the STR shall not be used for
any purpose (e.g., home-based business, temporary event, etc.) by the renter or owner
other than for lodging purposes.
9. Parking. All STRs shall provide one (1) parking space per bedroom. STRs lacking a
paved parking space in a driveway, garage, or carport shall be limited to two (2) on-
street parking spaces. These on-street locations shall remain public and may not be
reserved by the use of any signage. Any advertisements or listing of the STR shall
provide the number of parking spaces available for use by the renter, and the location DRAFTPage 32 of 336
2
of such parking spaces (on-street, off-street). The number of bedrooms for rent may
not exceed the number of available parking spaces.
10. Premises Inspection. Each property shall complete an initial premises compliance
and safety check in conformance with a checklist promulgated by the CDD. Upon
determination of compliance with this Chapter by the Premises Inspector, the
property shall be issued a certificate of inspection. Annual premises inspections shall
be completed in accordance with Section EMC § 5-31-5(J). During the inspection
the Premises Inspector shall verify the posting place within the premises is
conspicuous.
a5-31-5: Special Conditions and Restrictions of the Short Term Rental Business
License.
Violation of any of the following provisions may result in revocation of the business
license and short term rental registration:
A. Fees. Fees associated with the issuance of the operating permit, registration, business
license and any other requirements of this Chapter, shall be established by action of
the Englewood City Council, and set forth within the City's Fee and Rate Schedule.
B. City Tax Certificate. The owner of any STR issued a business license by the City of
Englewood must obtain a valid City of Englewood Sales Tax Certificate within thirty
(30) days from the approval of the business license application.
C. State Tax License. The owner of any STR issued a business license by the City of
Englewood must obtain a valid State of Colorado sales tax license within thirty (30)
days from the approval of the business license application.
D. Tax Liability. Owners and operators of STRs shall be subject to, and responsible for,
all sales and lodging taxes as set forth under Title 4-4-4-1, Lodging Services of the
Englewood Municipal Code. The requirements of EMC 4-4-4-1 are hereby deemed
to incorporate and be applicable to all STRs. Failure to collect and remit all
applicable sales and lodging taxes at the City, State or Federal level is grounds for
revocation of the operating permit.
E. Life Safety. All STRs shall contain the following: a minimum of one (1) operable fire
extinguisher per floor (or more if deemed necessary during the premises inspection),
operable carbon monoxide detectors in all rooms used for sleeping purposes, and
operable smoke detectors on each floor of the STR. An STR with living or sleeping
areas within a basement area shall be equipped with egress windows and other exit
systems.
F. Noise. No person shall make, cause, permit or suffer any unreasonable noise from
any STR that is in excess of the sound pressure limits set forth in Section EMC § 6-
2-8 of this Code.
G. Property Maintenance. The STR property shall be properly maintained and free of
loose, uncollected trash, garbage, and litter. The owner(s) or management company
shall comply with all property codes of the City of Englewood. DRAFTPage 33 of 336
3
H. Signs. A permitted STR dwelling is permitted one (1) exterior sign, up to a maximum
of one (1) square foot in area. The sign shall not be illuminated nor contain any
animation.
I. Owner(s) Responsibility for Compliance. Except where otherwise required,
Compliance with the terms and conditions set forth in this Chapter shall be the
responsibility of the legal owner(s) of the STR, as set forth on the application and
proof of residency and ownership affidavit, and cannot be delegated to any other
party. Any violations of any term or condition of this Chapter are strictly the
responsibility of the owner(s), and any summons and complaint served for any
violation shall be served upon the owner(s) of the STR.
J. Operating Permit Renewal. All STR permits shall be renewed through the CDD on
an annual basis. All renewals shall include an updated inspection of premises,
including a compliance and safety check, signed by applicable code enforcement
personnel or Premises Inspector, any updates to the information required for a short
term rental operating permit, and proof of payment of all renewal and permit fees,
certificate of insurance covering the renewal period, and a proof of residency and
ownership affidavit including one of the following documents as proof of primary
residency: a valid motor vehicle registration, a valid Colorado driver's license, or a
valid Colorado identification card, or a valid voter registration, a utility bill, or any
other legal documentation deemed sufficient by the Director which is pertinent to
establish primary residency.
K. Change of Ownership. Any change of owner, officer, director, or holder of more than
ten percent (10%) of the ownership of any STR shall render such STR business
license, rental registration, and operating permit null and void.
L. Affidavits Under Oath. All affidavits required by this Chapter shall be signed under
penalty of perjury.
M. Publication of Business License Number. Any short term rental permittee and hosting
platform shall include the property’s their City of Englewood business license
number upon any advertisement to lease such property as a short term rental,
including upon any hosting platform website or application, or in any other form of
advertisement of the STR.
5-31-6: Posting of Life/Safety Information.
The owner(s)/operator(s) shall post the following information inside the area rented as an
STR in a conspicuous location for any renters/lessees:
A. A copy of the regulations and requirements regarding short term rental operating
permits;
B. The name, address, and telephone numbers of the primary contact person,
management company, or owner of the STR that can be reached on a twenty-four
(24) hour basis;
C. The maximum number of persons allowed to occupy the STR; DRAFTPage 34 of 336
4
D. The maximum number of vehicles allowed to park on, or in front of, the STR
property;
E. Information regarding the neighborhood where the short-term rental is located
including, but not limited to, trash/garbage storage and removal, recycling storage
and removal, including the days and location of pick-up with Cclearly defined
garbage and recycling areas shall be provided; restrictions on noise and amplified
sound, water restrictions, fire evacuation routes, and any other information, as
required by the director, applicable to the short-term rental and the surrounding
neighborhood;
F. The property address, including house number, street name and city;
G. A list of non-emergency numbers, including the non-emergency number of the police
department;
H. The location of all fire extinguishers and exits, including egress windows; and
I. During the annual premises inspection, the Premises iInspector shall verify the place
of posting is conspicuous to the renter(s).
(Ord. 4-20 , § 1)
5-31-7. Unlawful acts.
A. Safety requirements. It shall be unlawful to operate a short-term rental without a
functioning smoke detector, carbon monoxide detector, and fire extinguisher on the
licensed premises.
B. Primary residence. It shall be unlawful to operate a short-term rental in any location
that is not the applicant's primary residence in the following zoning districts: R-1-
A, R-1-B, R-1-C, R-2-A, R-2-B, MU-R-3-A, MU-R-3-B, and MU-R-3-C. Proof the
Subject Property is the Primary Residence of the Owner is not required in the
following zoning districts: M-1, M-2, MU-B-1, and MU-B-2. STRs are prohibited in
the following zoning districts: I-1, I-2, and PUD.
C. Compliance with city and state laws. It shall be unlawful to operate a short-term
rental that does not comply with all applicable city and state laws.
D. Advertising. It shall be unlawful to advertise a short-term rental without the license
number clearly displayed on the face of the advertisement. For the purpose of this
section, the terms "advertise," advertising" or "advertisement" mean the act of
drawing the public's attention to a short-term rental. in order to promote the
availability of the short-term rental, including but not limited to websites and other
electronic applications or media, and print video, or other promotional materials.
E. Insurance. It shall be unlawful to operate a short-term rental without liability
insurance within the liability coverage of a minimum of $1,000,000.00.
F. Commercial events. It shall be unlawful to operate or advertise the use of the STR
as a commercial venue for weddings, parties, or for any similar activities.
G. Unlawful transactions. On and after February 1, 2023, it shall be unlawful for any
hosting platform to advertise or receive payment, directly or indirectly, for an DRAFTPage 35 of 336
5
unlicensed short-term rental located in the City of Englewood. The provisions of this
subsection G are strict liability in nature.
H. Records. On and after February 1, 2023, it shall be unlawful for any person or entity
to fail to comply with section EMC § 5-31-10.
I. Penalty. In addition to the general penalty provided for in EMC Section§ 1-4-1 a
hosting platform who violates subsection G or H of this section shall be subject to a
civil penalty of one thousand dollars ($1,000.00) per violation per day.5-31-
78: Revocation/Termination/Surrender of Business License and Operating Permit.
A. Surrender. Business licenses, rental registrations, and operating permits shall be
deemed surrendered upon delivery to the City of written notice by the property
owner(s), or representative, that a dwelling or property will no longer be used as short
term rental.
B. Termination. A termination of the business license, rental registration, and operating
permit occurs when the ownership of the property has been sold, assigned, or
otherwise transferred to a new owner(s), or the current STR permit holder has failed
to obtain a renewal of the operating permit on or before its annual renewal date.
C. Revocation. Any STR operating permit may be revoked for cause or suspended by
the Director, or his/her designee, after written notice to the owner(s) for the following
violations:
1. Violation of any term or condition of the operating permit, or for any violation of
any provision set forth in this Chapter, if such term or condition is not abated in
conformance with an administrative notice of violation, or is deemed egregious by
the Director.
2. Violation of any provision of the Englewood Municipal Code, City Ordinance, or
State law relating to the maintenance of the permitted property operating as an STR,
if such term or condition is not abated in conformance with an administrative notice
of violation, or a failure to remain in compliance with all City or State sales tax
regulations.
3. The existence of any condition, or performance of any act, which the City determines
constitutes nuisance or causes a condition endangering the health, safety and welfare
of any individual(s), or has caused damage to the STR dwelling unit identified by the
operating permit, including damage caused by fire, flood, wind, or other natural
disaster, if such condition or act is not abated in conformance with a notice of
violation.
4. After a third violation of any provision of this Chapter, the Englewood Municipal
Code, or applicable State or Federal law or regulation has been administratively
verified, the Director of Community Development, or his/her designee, shall revoke
the STR operating permit and rental registration. Notice of revocation shall be
conveyed to the Business Licensing Officer for revocation of the business license.
5. Upon revocation of any short term rental business license, the licensing officer shall
notify hosting platforms that the business license has been revoked, and the period
of time associated with such revocation. DRAFTPage 36 of 336
6
D. Denial/Temporary Denial. The Director of Community Development, or his/her
designee, may deny or withhold the approval of a renewal of an annual operating
permit if the property is in violation of any applicable title or chapter of the
Englewood Municipal Code.
E. Term of Revocation. The owner(s) of an STR business license, rental registration,
and operating permit that has been revoked for a violation shall not apply for another
STR operating permit for a period of eighteen twelve (182) months for any property.
F. Administrative Appeal. Any denial, temporary denial, or revocation of an STR
business license, rental registration or operating permit may be appealed to the Board
of Adjustment and Appeal in accordance with the procedures set forth in Title 1,
Chapter 10 of this Municipal Code.
(Ord. 4-20 , § 1)
5-31-89: Enforcement.
A. Allegation of Violation of this Chapter. The Enforcement Officer shall be responsible
for the enforcement of all provisions of this Chapter in association with a short term
rental operating permit and a short term rental registration, and is hereby authorized
to undertake all investigations of violations of such as set forth in this Chapter, to
issue notices and orders, to issue summons and complaints for prosecution in the
Englewood Municipal Court, to bring any legal action in other courts of competent
jurisdiction, and to take other measures as are necessary for the enforcement of the
provisions of this Chapter. Violations of the business license shall be enforced in
accordance with Chapter 1 of this Title.
1. Right of Access/Inspection. Pursuant to the terms of the operating permit, the
Enforcement Officer has the right of access and entry upon any property operating
as an STR with a valid STR business license and operating permit, at any reasonable
time, and upon reasonable suspicion, to make inquiry and inspection to determine if
health or safety violations exist upon the property in violation of any Title of the
Englewood Municipal Code.
2. Notice of Inspection. Prior to inspection the Enforcement Officer shall provide notice
of the intent to inspect to the owner(s) of the STR property. Such notice may be
personally served upon the owner(s), or by posting the notice on the STR property,
by mailing the notice to the owner(s) at their last known address, via U.S. Mail,
postage prepaid, or by publication in a newspaper of general circulation. The notice
to inspect shall be deemed served when personally served, posted upon the property,
or upon three (3) days from the date of mailing.
3. Contents of Notice of Inspection. The notice of inspection shall include the date and
time that the notice was served, posted, or mailed, the date and time of the proposed
inspection, a request that the owner(s) be present for the inspection, the name and
contact information of the Enforcement Officer, and a specific statement as to each
suspected violation. The property owner may contact the Enforcement Officer to
seek another time for the inspection, as long as such inspection occurs within three
(3) business days of having received the notice of inspection. DRAFTPage 37 of 336
7
4. Failure to Comply with Inspection Notice. Failure to comply with inspection notice,
or make the property available for inspection, shall be grounds for revocation of the
business license and operating permit in accordance with EMC Section § 5-31-7
above.
B. Administrative Compliance/Notice of Violation.
1. Notice of Violation. Following inspection, or upon other evidence of non-compliance
with this Chapter, the Enforcement Officer shall provide written notice of the
violation(s) of this Chapter to the owner(s) of the STR premises.
2. Receipt of Notice of Violation. The notice shall be deemed received immediately
when served upon the owner(s) by posting such notice on the permitted STR
property, or by personally serving the notice to the owner(s) at the address provided
for such service. Service to the hosting platform shall be as permitted by law.
3. Contents of Notice of Violation. All notices shall include the following information:
a. The common address or legal description of the property upon which the STR is
located;
b. A specific notice that the owner(s) of the property is/are in violation of the
Englewood Municipal Code, specifically listing those sections of the Code of which
the property is alleged to be in violation;
c. An administrative order directing the owner(s), or primary contact, of the property
to correct the condition within five (5) days of the date of receipt of said notice, such
compliance date to be clearly stated upon the face of the notice;
d. Contact information for the Enforcement Officer assigned to the matter;
e. Notice that the administrative order may be appealed to the Board of Adjustment and
Appeals in compliance with the procedures in Title 1, Chapter 10 of the Englewood
Municipal Code;
f. Notice that failure to comply with the administrative order, or file an appeal of such
order, within the time provided upon such notice, or extension thereof, shall result in
the immediate revocation of the STR operating permit and business license; and
g. Notice that such violations may be subject to criminal prosecution, in addition to any
administrative action or order.
4. Compliance Inspection. Within five (5) business days following receipt of the
administrative notice and order, the property owner or primary contact alleged
violator shall contact the Enforcement Officer to schedule inspection of the property.
The Enforcement Officer shall provide a compliance inspection, and shall dismiss
the administrative order following a determination that the property is in compliance
with the provisions of this Code.
5. Extensions of Time. The Enforcement Officer is authorized to provide one (1)
extension to the administrative notice of no more than five (5) days, including
weekends and holidays, following a compliance inspection of the property if the
Enforcement Officer believes the property owner alleged violator made a good faith DRAFTPage 38 of 336
8
but unsuccessful effort to correct the violation(s), and such violation(s) may be
successfully remediated within such additional time.
6. Notification to Hosting Platforms of Revocation. At the end of the compliance period,
or any extension thereof, if the administrative order has not been dismissed by the
Enforcement Officer, the Enforcement Officer shall notify the business licensing
division of the City of Englewood that the business license for the STR shall be
revoked pending compliance with the administrative order, and hosting platforms
notified of such revocation.
7. Administrative Appeal. An administrative order may be appealed to the Board of
Adjustment and Appeals in compliance with the procedures in Title 1, Chapter 10 of
the Englewood Municipal Code.
C. Municipal Prosecution; Summons and Complaint; Notice to Appear; Right to
Proceed; Fines and Costs; Appeals.
1. Municipal Search Warrant. If the owner or primary contact alleged violator fails to
schedule a time for the compliance inspection within five (5) business days following
service of the administrative notice, the Enforcement Officer may seek a search
warrant for the inspection of the premises under the provisions of Section EMC § 1-
7A-4 of the Englewood Municipal Code.
2. Issuance of Citation. If the Enforcement Officer has not made a determination that
the property is in compliance with the Englewood Municipal Code within the time
provided for compliance with the administrative notice of violation, the Enforcement
Officer is authorized to issue to the owner(s) of the STR property a summons and
complaint and notice to appear in the Englewood Municipal Court to answer to
charges of a violation of this Chapter, and to take all administrative action associated
with revocation of the STR business license and operating permit. Summons and
complaints issued by the Enforcement Officer may be served by the Enforcement
Officer, a Code Enforcement Officer, or a Law Enforcement Officer.
3. Administrative/Civil Enforcement. During the pendency of the case in the Municipal
Court, the City shall not be precluded from addressing the violations of this Chapter,
or any other Title of the Englewood Municipal Code applicable to the STR, through
administrative or civil action to bring the STR property into compliance with this
Chapter or the Englewood Municipal Code, or any other applicable law or regulation.
The business license and operating license may be administratively revoked in
compliance with this Chapter, in addition, to criminal prosecution.
4. Penalty Provisions. Any person or entity found guilty by the Municipal Court of
violations of this Chapter, or who enters a plea of guilty or nolo contendere, to any
violation of this Chapter, or any other violation of the Englewood Municipal Code
in association with the operation of a STR, shall be subject to the provisions of the
general penalty, EMC Section § 1-4-1, and shall be ordered to bring the property
and/or violation into compliance before re-letting the property to any short term
renters. Any hosting platform violating this Chapter shall be assessed a minimum
fine of $1,000 per incident, per day. DRAFTPage 39 of 336
9
5. Costs. Any person or entity convicted of a violation of this Chapter, or any other
violation of the Englewood Municipal Code in association with the operation of a
STR, shall may be assessed a fine, court costs, and all costs associated with service
of any and all notices upon the property incurred by the City in association with the
enforcement of this Chapter.
6. Notification to Hosting Platforms. All hosting platforms shall be notified by the
business licensing division or Code Enforcement Officer of the City of Englewood
when a short term rental's business license/operating permit has been revoked, and
such entities will be directed to remove the short term rental from any lists of
properties advertised for rental.
7. Appeal of Convictions in Municipal Court. All appeals of convictions within the
Municipal Court shall be to the District Court as provided by applicable law.
5-31-10. Records.
A. Each short-term rental licensee shall maintain the following records for the past
year:
1. Total number of nights the short-term rental was rented to a guest; and
2. The dates in which the short-term rental was rented by a guest.
B. Each hosting platform shall maintain the following information for short-term rental
transactions facilitated in the City of Englewood within the past five years:
1. The name of the person who offered the short-term rental;
2. The address of the short-term rental;
3. The dates for which the short-term rental was booked by a guest;
4. The price paid by the guest for each short-term rental transaction; and
5. The short-term rental license number.
C. The CDD shall maintain and make publicly available a list of all licensed short-term
rentals within the City and all properties cited for violations of any provision of this
Chapter.
5-31-911: Waiver from Administrative Regulation(s).
A. Waiver from Regulation(s). The Board of Adjustment and Appeals may, upon
application from the property owner, authorize waivers from the strict application of
the following provision(s) of this Chapter:
1. Requirement that a short term rental be owner occupied. NOTE: proof the subject
property is the primary residence of the owner is only required in the following
zoning districts: R-1-A, R-1-B, R-1-C, R-2-A, R-2-B, MU-R-3-A, MU-R-3-B, and
MU-R-3-C.
B. Requirement for Approved Waiver. Unless an approved waiver from regulations is
on file with the City Clerk, short term rental businesses must be in compliance with
all operating, registration and licensing regulations set forth within this Chapter. A DRAFTPage 40 of 336
10
waiver is not assignable to any other person/entity or transferable to any other
property. It shall become null and void upon sale or transfer of the more than ten
percent (10%) interest in the property.
C. Form of Application. The application for waiver from regulation(s) shall be
promulgated by the Department of Community Development CDD. Such application
shall provide for the applicant to respond to each of the following waiver standards:
1. A statement of any and all special circumstances or conditions peculiar to the
particular business or property owner that do not apply generally to all short term
rental businesses or enterprises; and
2. An explanation of why the requested waiver will not weaken the general purposes of
this Chapter as to the subject property; and
3. An explanation of how the property owner will provide alternate effective means of
assuring the goals of the regulation(s) sought to be waived will be upheld, and that
neither the waiver nor the alternate means of assuring regulatory compliance will
alter the essential character of the district in which the short term rental is located.
Examples of alternate effective means include, but are not limited to:
a. Affidavit from hospital/medical facility that such STR is regularly rented in support
of patient care.
b. Affidavit from hospital/medical facility that such STR is monitored by such
hospital/medical facility on a twenty-four (24) hour basis.
D. Filing Application; Hearing Procedure. Upon receipt by the City Clerk or Clerk of
the Board of any application for a waiver from Regulations, the same shall be referred
to the Board, and a date, time and place for hearing thereon shall be set, which shall
direct public notice thereof to be given in conformance with Section EMC § 1-10-2-
6; provided, however, that the Board may authorize its Clerk to set a date, time and
place for hearing upon receipt of such application in lieu of such action by the Board
itself. The Board shall hold a public hearing on the proposed waiver from regulations
in conformance with Title 1, Chapter 10.
E. Criteria for Approval. The Board may waive or modify any of the provisions set
forth in Section EMC § 5-31-911(A) if it finds that applying such regulation or
regulations to the short term rental is unnecessary in accordance with the criteria
listed below:
1. Special circumstances or conditions peculiar to the specific STR or property owner
exist that do not apply generally to all short term rental businesses or enterprises.
Examples of special circumstances may include:
a. Property located in a district zoned for commercial or medical uses,
b. Property owned and managed by a medical facility/hospital,
c. Property owned and managed by an abutting property owner, and regularly rented in
support of patient care. DRAFTPage 41 of 336
11
2. The requested waiver from regulation(s) will not weaken the general purposes of this
Chapter.
3. The property owner will provide alternate effective means of assuring the goals of
the regulation(s) sought to be waived, and such alternate means will not alter the
essential character of the district in which the short term rental is located.
Alternate effective means may include, but are not limited to:
a. A twenty-four (24) hour on-duty maintenance manager located within one (1) mile
of the property,
b. Installation of noise detection system.
F. Findings of Fact and Conclusions of Law. Following such hearing, the Board shall
make written findings either approving, conditionally approving, or denying the
waiver from regulation. The decision on whether to approve or deny an application
for a waiver from regulation shall be in writing, based upon substantial evidence
presented at the public hearing.
G. Procedure Following Approval. If the application is approved a form, as
promulgated by the Department of Community Development CDD, shall be
completed by the Board and signed by the Chair of the Board, and filed with the City
Clerk, setting forth the following information, and any other information necessary
to proper documentation of any approval or denial of such request for a waiver of
regulation:
1. Date such waiver from regulations becomes effective;
2. Duration of the waiver from regulation(s);
3. Clear statement of that regulation(s) for which a waiver has been approved;
4. Any documentation the property owner must submit to the enforcement official, and
the regularity of such submission of documentation, proving the grounds for the
waiver of regulation continue to exist; and
5. Any additional regulations imposed upon the property owner and property to assure
the waiver from regulation(s) will not weaken the general purposes of this Chapter.
H. Post Decision Remedies. Initiation of the following remedies must occur within thirty
(30) days of the Board decision. For the purpose of this subsection, the Board
decision shall be the vote on the waiver request.
1. Rehearing. If the applicant or an interested third party finds evidence that was not
available at the time of the hearing that may materially bear on the case, a request for
a rehearing may be made to the Board. The request shall be in writing and contain
the following:
a. A summary of the new evidence.
b. The reason the evidence was not available to the Board at the original hearing.
c. A statement as to why it is believed that the evidence will materially affect the
decision of the Board. DRAFTPage 42 of 336
12
2. The Board shall hear the request for rehearing and shall vote on the issue of granting
a rehearing. The chairperson shall announce the Board's decision. If a rehearing is
granted, a new date will be set for a public hearing and all posting and publication
requirements shall apply and shall be the responsibility of the original applicant. If a
rehearing is denied, the original Board decision shall stand.
3. Reconsideration. If a Board Member believes that the Board would benefit from
reviewing a Board decision, a motion for reconsideration of the decision may be
made. If the motion to reconsider fails, the original decision stands. If the motion to
reconsider is approved, the original waiver request shall be reheard by the Board.
The Board may reconsider the waiver request immediately or may continue the
reconsideration to a date certain.
4. The reconsideration shall be limited to the facts presented in the original waiver
request and no new evidence shall be taken. The Board may confirm, reverse, or
modify the original decision.
I. Appeals of Board Decisions. Appeals of final decisions of the Board may be made
to the District Court pursuant to Rule 106, Colorado Rules of Civil Procedure.
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. 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 DRAFTPage 43 of 336
13
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 ___ day of __________, 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on the ___
day of __________, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on the ___
day of __________, 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 ___ day of __________, 2022.
Stephanie Carlile DRAFTPage 44 of 336
Short-Term Rental Regulation Update & Platform AccountabilityCity Council Study Session – December 5, 2022
Page 45 of 336
• Define and regulate hosting platforms that facilitate reservations or payments between STR licensee and persons seeking accommodations.• Create penalties for hosting platforms that process illegal transactions.• Require permitees and hosting platforms to keep certain records of their transactions.Ordinance OverviewPage 46 of 336
• In order to regulate platforms that process short-term rental transaction, the ordinance must define qualifying entities:•‘Any person or entity that facilitates reservations or payments between a short-term rental licensee and a person seeking accommodations for a period of less than 30 days.’Proposed Definition of ‘Hosting Platform’Page 47 of 336
STR Permittees would be required to keep the following records for 1 year:• Total number of nights the STR was rented• The dates in which the STR was rented by guestsHosting Platforms would be required to keep the following records for 5 years:• The name of the person who offered the STR• The address of the STR• The dates in which the STR was booked by guests• The price paid by the guest of each STR transaction• The STR license numberProposed record keeping requirementsPage 48 of 336
• Revised definition of ‘Primary Residence’• Maximum occupancy: no more than 2 persons per legal conforming bedroom plus 2 additional persons• Annual affidavit for renewalsOther Proposed ChangesPage 49 of 336
MINUTES
City Council Regular Meeting
Monday, November 21, 2022
1000 Englewood Parkway - 2nd Floor Council Chambers
6:00 PM
1 Study Session Topic
a) Planning Manager Bryan Isham and CodeNext project consultant Chris
Brewster were present to discuss CodeNext update regarding sustainability.
The meeting recessed at 6:40 p.m. for a break.
The meeting reconvened at 7:00 p.m. with five Council Members present,
Council Member Nunnenkamp attended virtually, Council Member Anderson
and Council Member Russell were absent.
2 Call to Order
The regular meeting of the Englewood City Council was called to order by Mayor
Sierra at 7:00 p.m.
3 Pledge of Allegiance
Mayor Sierra led the Pledge of Allegiance.
4 Roll Call
COUNCIL PRESENT: Mayor Othoniel Sierra
Mayor Pro Tem Steven Ward
Council Member Chelsea Nunnenkamp attended virtually
Council Member Cheryl Wink
Council Member Jim Woodward
COUNCIL ABSENT: Council Member Joe Anderson
Council Member Rita Russell
STAFF PRESENT: City Manager Lewis
City Attorney Niles
Senior Deputy City Clerk McKinnon
Deputy City Clerk Harkness
Assistant City Manager Dodd
Judge Jefferson, Municipal Court
Director of Utilities and South Platte Renew Van Ry
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Director of Finance Loh
Director of Community Development Power
Economic Development Manager Hollingsworth, Community Development
Crime Prevention Specialist Essman, Police
Administrator Julien, Municipal Court
Process Improvement Specialist Smith, Malley Recreation Center
Network Administrator Hunnicutt, Information Technology
System Administrator Munnell, Information Technology
Division Chief Jones, Police
Code Enforcement Manager Lewis, Police
Officer Smith, Police Department
5 Consideration of Minutes of Previous Session
a) Minutes of the Regular City Council Meeting of November 7, 2022
Moved by Council Member Steven Ward
Seconded by Council Member Cheryl Wink
APPROVAL OF THE MINUTES OF THE REGULAR CITY COUNCIL
MEETING OF NOVEMBER 7, 2022.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward (Moved By) x
Cheryl Wink (Seconded By) x
Jim Woodward x
5 0 0
Motion CARRIED.
6 Appointments, Communications, Proclamations, and Recognition
a) Police Citizens Academy Graduates were recognized.
• Kenneth Marsh
• Donna Marsh
• Lacey Reece
• Rhonda Willcox
• Robert Traw
• Sharon Mason
• Tim Hoeglund
• Natasha Weaver
• Kathleen Bailey
• Belinda Porter
• Christopher Theis
• Ellen Letendre
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• Monica Alvidrez
• Arlene Horch
• Cindy Moore
• Shannon Tripp
b) Proclamation recognizing Small Business Saturday
A Proclamation declaring all Saturdays in December 2022, as “Shop
Englewood – Small Business Saturdays”.
7 Recognition of Scheduled Public Comment
a) Gary Kozacek, an Englewood resident, addressed Council regarding the
proposed re-development on Oxford Avenue.
b) Derek Fox from the Davey Tree Expert Company addressed Council regarding
Right of Way Occupancy permits and enforcement.
8 Recognition of Unscheduled Public Comment
a) Diversity, Equity, and Inclusion Committee Chair Dave Lewis addressed
Council regarding the support of Colorado Springs and the LGBTQ+
Community in the wake of the Club Q shooting.
b) Dan Jacobson, an Englewood resident, addressed Council regarding new
development.
c) Mary Colecchi, an Englewood resident, addressed Council regarding thanks to
Council members for serving and trash service.
d) Daniel Read, an Englewood resident, addressed Council regarding Community
Development.
Council Member Nunnenkamp responded to Public Comment.
9 Consent Agenda Items
Mayor Sierra removed Agenda Item 9(a)(iii) from the Consent Agenda.
Moved by Council Member Wink seconded by Council Member Ward to approve
Consent Agenda Items 9(a)(i, ii and iv), 9(b)(i-iv), and 9(c)(i-iii).
a) Approval of Ordinances on First Reading
i) CB 37 - Amending Englewood Municipal Code Regarding Traffic
Procedures, Definitions
COUNCIL BILL NO. 37, INTRODUCED BY COUNCIL MEMBER WINK
Page 3 of 9
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City Council Regular
November 21, 2022
A BILL FOR AN ORDINANCE AMENDING TITLE 11, CHAPTER 1B,
SECTIONS 11- 1B-1 AND 11-1B-2 OF ENGLEWOOD MUNICIPAL
CODE REGARDING TRAFFIC PROCEDURES, DEFINITIONS.
ii) CB 63 – Intergovernmental Agreement (IGA) between the City of
Littleton and the City of Englewood for a cost share to review and
evaluate the sewer connector district agreements
COUNCIL BILL NO. 63, INTRODUCED BY COUNCIL MEMBER WINK
A BILL FOR AN ORDINANCE AUTHORIZING AN
INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF
LITTLETON AND THE CITY OF ENGLEWOOD REGARDING COST-
SHARING FOR REVISING SEWER CONNECTOR DISTRICT
AGREEMENTS.
iii) CB 72 - Amending Englewood Municipal Code to ensure compliance with
applicable law, current practices
[Clerks Note: This agenda item was removed from the Consent
Agenda Motion and considered independently.]
Moved by Council Member Othoniel Sierra
Seconded by Council Member Jim Woodward
Motion to table Council Bill No. 72 to the Regular City Council Meeting of
January 3, 2023.
For Against Abstained
Othoniel Sierra (Moved By) x
Chelsea Nunnenkamp x
Steven Ward x
Cheryl Wink x
Jim Woodward (Seconded By) x
5 0 0
Motion CARRIED.
iv) CB 73 - Amending Englewood Municipal Code authorizing City to
recover costs of collection for unpaid debts
COUNCIL BILL NO. 73, INTRODUCED BY COUNCIL MEMBER WINK
A BILL FOR AN ORDINANCE AMENDING ENGLEWOOD MUNICIPAL
CODE TITLE 1, CHAPTER 4, SECTION 1-4-4 CONCERNING THE
COLLECTION OF UNPAID AND OVERDUE TAXES, DEBTS, FINES,
FEES, RESTITUTION, BOND FORFEITURES AND CIVIL PENALTIES
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IMPOSED BY ENGLEWOOD MUNICIPAL CODE AND ENGLEWOOD
MUNICIPAL COURT.
b) Approval of Ordinances on Second Reading.
i) CB 67 - Increase the Waste Transfer Surcharge from $.50 per cubic
yard to $.63 per cubic yard effective January 1, 2023
ORDINANCE NO. 60, SERIES OF 2022 (COUNCIL BILL NO. 67,
INTRODUCED BY COUNCIL MEMBER WARD)
AN ORDINANCE AMENDING TITLE 4, CHAPTER 7, SECTION 4-7-3
OF ENGLEWOOD MUNICIPAL CODE REGARDING WASTE
TRANSFER SURCHARGE.
ii) CB 68 - Repealing the Shoplifting and Price Switching Ordinances from
Offenses Code
ORDINANCE NO. 61, SERIES OF 2022 (COUNCIL BILL NO. 68,
INTRODUCED BY COUNCIL MEMBER WARD)
AN ORDINANCE AMENDING TITLE 7, CHAPTER 6 ARTICLE F, OF
ENGLEWOOD MUNICIPAL CODE REGARDING SHOPLIFTING AND
PRICE SWITCHING.
iii) CB 69 - Amending Englewood Municipal Code establishing standard
provisions for City contracts
ORDINANCE NO. 62, SERIES OF 2022 (COUNCIL BILL NO. 69,
INTRODUCED BY COUNCIL MEMBER WOODWARD)
AN ORDINANCE AMENDING ENGLEWOOD MUNICIPAL CODE TO
ESTABLISH MUNICIPAL CONTRACTING PROCESSES.
iv) CB 71 - Approval of 3-year IGA with the Aurora-South Metro Small
Business Development Center
ORDINANCE NO. 63, SERIES OF 2022 (COUNCIL BILL NO. 71,
INTRODUCED BY COUNCIL MEMBER WARD)
AN ORDINANCE AUTHORIZING AN INTERGOVERNMENTAL
AGREEMENT BETWEEN THE CITY OF ENGLEWOOD AND
AURORA-SOUTH METRO SMALL BUSINESS DEVELOPMENT
CENTER TO PERFORM SMALL BUSINESS SEMINARS, ONE-ON-
ONE CONSULTING, AND WORKSHOPS IN THE CITY OF
ENGLEWOOD.
c) Resolutions and Motions
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i) Motion to approve an internal committee to provide advice and
guidance on the management of the City's 401(a) and 457 retirement
plans
Approval of a 401(a)/457 Internal Committee.
ii) Award of Two Professional Services Agreements for Water Rights
Legal Support and Water Resources Engineering for Utilities
Approval of two Professional Services Agreements, one with Berg Hill
Greenleaf Ruscitti, LLP for water rights legal support and another with
Martin and Wood Water Consultants, Inc for water resources
engineering.
iii) Resolution increasing City Manager, City Attorney salaries, effective
January 2023
RESOLUTION NO. 37, SERIES OF 2022
A RESOLUTION ESTABLISHING THE ANNUAL SALARY FOR THE
CITY MANAGER AND CITY ATTORNEY OF THE CITY OF
ENGLEWOOD, COLORADO.
Moved by Council Member Cheryl Wink
Seconded by Council Member Steven Ward
Motion to approve Consent Agenda items 9(a)(i, ii and iv), 9(b)(i-iv), and
9(c)(i-iii).
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward (Seconded By) x
Cheryl Wink (Moved By) x
Jim Woodward x
5 0 0
Motion CARRIED.
10 Public Hearing Items
No public hearing was scheduled before Council.
11 Ordinances, Resolutions and Motions
a) Approval of Ordinances on First Reading
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i) CB 39 - Amending Englewood Municipal Code regarding animal
impoundment
Moved by Council Member Jim Woodward
Seconded by Council Member Cheryl Wink
COUNCIL BILL NO. 39, INTRODUCED BY COUNCIL MEMBER
WOODWARD
A BILL FOR AN ORDINANCE AMENDING TITLE 7, CHAPTER 1A,
SECTIONS 7-1A5, 7-1A-9, AND 7-1A-16 OF ENGLEWOOD MUNICIPAL
CODE REGARDING ANIMAL IMPOUNDMENT.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward x
Cheryl Wink (Seconded By) x
Jim Woodward (Moved By) x
5 0 0
Motion CARRIED.
ii) CB 70 - Amending Englewood Municipal Code to add and remove city
facilities for open carry of firearms on City property
Moved by Council Member Cheryl Wink
Seconded by Council Member Steven Ward
COUNCIL BILL NO. 70, INTRODUCED BY COUNCIL MEMBER WINK
A BILL FOR AN ORDINANCE AMENDING TITLE 7, CHAPTER 6C,
SECTION 7-6C-6 OF ENGLEWOOD MUNICIPAL CODE TO ADD AND
REMOVE CITY FACILITIES FOR OPEN CARRY OF FIREARMS ON
CITY PROPERTY.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward (Seconded By) x
Cheryl Wink (Moved By) x
Jim Woodward x
5 0 0
Motion CARRIED.
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City Council Regular
November 21, 2022
b) Approval of Ordinances on Second Reading
There were no additional Ordinances on Second Reading (See Agenda Items
9(b)(i-iv).
c) Resolutions and Motions
i) Resolution to appoint Vincent Atencio as Associate Municipal Court
Judge and Establish Compensation for Municipal Judges
Moved by Council Member Cheryl Wink
Seconded by Council Member Jim Woodward
RESOLUTION NO.38, SERIES OF 2022
A RESOLUTION REGARDING MUNICIPAL JUDGES, APPOINTING
VINCENT R. ATENCIO AS ASSOCIATE MUNICIPAL JUDGE FOR THE
CITY OF ENGLEWOOD, COLORADO, AND ESTABLISHING
COMPENSATION FOR MUNICIPAL JUDGES.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward x
Cheryl Wink (Moved By) x
Jim Woodward (Seconded By) x
5 0 0
Motion CARRIED.
ii) Award a Professional Services Agreement for On-Call Engineering
Professional Service Agreements
Moved by Council Member Steven Ward
Seconded by Council Member Jim Woodward
Approval of a Professional Service Agreements with Carollo Engineers,
Inc, Hazen and Sawyer , HDR, Inc, and Jacobs Engineering Group, Inc to
provide on-call engineering support services for the Utilities department
up to an amount of $200,000 each, for a total authorization of $800,000.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward (Moved By) x
Cheryl Wink x
Jim Woodward (Seconded By) x
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November 21, 2022
5 0 0
Motion CARRIED.
iii) Award of a Professional Services Agreement with Johnson, Mirmiran and
Thompson, Inc. for Water Main Replacement Design
Moved by Council Member Jim Woodward
Seconded by Council Member Cheryl Wink
Approval of a Professional Services Agreement with Johnson, Mirmiran
and Thompson, Inc. for Water Main Replacement Design, in the amount
of $258,880 including approval to execute any change order(s) to expend
a 10% staff-managed contingency amount of $25,888, for a total project
authorization of $284,768.
For Against Abstained
Othoniel Sierra x
Chelsea Nunnenkamp x
Steven Ward x
Cheryl Wink (Seconded By) x
Jim Woodward (Moved By) x
5 0 0
Motion CARRIED.
12 General Discussion
a) Mayor's Choice
b) Council Members' Choice
13 City Manager’s Report
14 Adjournment
MAYOR SIERRA MOVED TO ADJOURN. The meeting adjourned at 8:29 p.m.
Senior Deputy City Clerk
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Draft
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COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Chris Harguth
DEPARTMENT: Communications
DATE: December 5, 2022
SUBJECT: Student Art Calendar Artist Recognition
DESCRIPTION:
City Council will honor the top 13 students whose artwork will be featured in the 2023 student
art calendar.
RECOMMENDATION:
The top 13 finalists will be recognized by City Council. Their artwork will be featured in the
calendar.
SUMMARY:
Each year, the City of Englewood publishes a calendar that features the work of student artists.
The city hosts an art contest to determine which pieces are featured in the calendar. The
contest is open to all students (kindergarten – 12th grade) who live in, or go to school in
Englewood. The artwork was voted on by Council Members, members of the Englewood Boards
and Commissions and City of Englewood staff.
COUNCIL ACTION REQUESTED:
NA
FINANCIAL IMPLICATIONS:
NA
CONNECTION TO STRATEGIC PLAN:
NA
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COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Tamara Niles
DEPARTMENT: City Attorney's Office
DATE: December 5, 2022
SUBJECT:
CB 37 - Approve an ordinance amending Title 11, Chapter 1b,
Sections 11-1b-1 And 11-1b-2 Of Englewood Municipal Code
Regarding Traffic Procedures, Definitions.
DESCRIPTION:
CB 37 - Englewood Municipal Code §§ 11-1B-1 and 11-1B-2 contain provisions that are largely
duplicative of state rules of traffic violation procedures and definitions of misdemeanor traffic
offenses. The proposed ordinance removes duplication, incorporates state procedure and
model traffic code by reference, and amends those to reflect current City best practices.
RECOMMENDATION:
Approve an ordinance amending Englewood Municipal Code §§ 11-1B-1 and 11-1B-2 to
incorporate by reference state law and model traffic code provisions for traffic infractions and
traffic offenses, remove duplicative provisions, and retain modifications to these rules that are
legally enforceable.
SUMMARY:
Englewood Municipal Code §§ 11-1B-1 and 11-1B-2 contain provisions that are largely
duplicative of state rules of traffic violation procedures and definitions of misdemeanor traffic
offenses. The proposed ordinance removes duplication, incorporates state procedure and
model traffic code by reference, and amends those to reflect current City best practices. These
revisions only make 1 substantive change: in compliance with state law, it designates a
misdemeanor traffic speeding offense as those in excess of 24 mph, rather than 19 mph as
currently stated within municipal code.
Assistant City Attorney Sergio Renteria consulted with Municipal Court and revised this
proposed council bill to align with their requested revisions.
COUNCIL ACTION REQUESTED:
Approve Council Bill on first reading.
FINANCIAL IMPLICATIONS:
None anticipated.
ATTACHMENTS:
Council Bill #37
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BY AUTHORITY
ORDINANCE NO. ____ COUNCIL BILL NO. 37
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER WINK
AN ORDINANCE AMENDING TITLE 11, CHAPTER 1B, SECTIONS 11-
1B-1 AND 11-1B-2 OF ENGLEWOOD MUNICIPAL CODE REGARDING
TRAFFIC PROCEDURES, DEFINITIONS.
WHEREAS, Englewood Municipal Code § 11-1B-1 provides definitions and procedure
for traffic violations within the City and prosecuted in Englewood Municipal Court; and
WHEREAS, this section requires revision to ensure statutory consistency and compliance,
specifically to denote that criminal speeding offenses are only those in excess of 24 mph over the
posted speed limit, not 19 mph as currently stated; and
WHEREAS, Englewood Municipal Code §§ 11-1B-1 and 11-1B-2 contain provisions that
are largely duplicative of state rules of traffic violation procedures and definitions of misdemeanor
traffic offenses; and
WHEREAS, in a continuing effort to update Municipal Code sections for clarity and
brevity, and to comport with best practices, in addition to amendments to mirror state traffic laws,
the Municipal Code amendments contained herein remove duplicative rules and procedures,
incorporate state rules by reference, and provide amendments to reflect current best practices
previously implemented by the City of 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 11, Chapter 1B, Section 11-1B-1 of Englewood Municipal Code is hereby amended to read
as follows (new provisions bold/italics, deleted provisions struck through):
11-1B-1: Traffic InfractionsViolation Procedures.
A. The Colorado Court Rules Chapter 29.7 Rules for Traffic Infractions (C.R.T.I.) Rules
2,3,4,6,7,9,11,12,13,15,16,17, and 18 are incorporated by reference as if fully set forth herein. To the
extent a C.R.T.I. provision is not otherwise applicable, it shall be interpreted to apply to the City or EMC
equivalent. In any conflict, EMC provisions shall apply.
B. Definitions. The following words, Terms and phrases, when used in this Chapter shall These
definitions shall supplement C.R.T.I. and Model Traffic Code (MTC):have the meanings ascribed to them
in this Section, except where the context clearly indicates a different meaning. In the event of any conflict
between the Model Traffic Code and the definitions contained in this Section, this Section shall be
controlling:
Charging Document: Means the document commencing or initiating the traffic violation matter
whether denoted as a complaint, summons and complaint, citation, penalty assessment notice, or other
document charging the person with the commission of a traffic violation.
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Defendant: Means any person charged with the commission of a traffic violation.
1. Judgment: Means the admission of guilt or liability for any traffic violation, the entry of
judgment of guilt or liability, or the entry of default judgment as set forth in this Code in Title
11, Articles 1A or 1B, against any person for the commission of a traffic violation.
1. Penalty includes: Means that a fine and/or imprisonment under imposed pursuant to EMC §
Section 1-4-1, but not imprisonment. of this Code.
2. Tender in C.R.T.I. 4 includes conspicuously attaching a parking violation charging document to
the subject vehicle.
3. Traffic Infraction includes: Means every violation of any provision of EMC Title 11, Chapters
1, and this Chapter 1A and the MTC, relating to traffic or any provision of the Model Traffic
Code, as adopted or amended by the City, excluding except those traffic violations defined as
misdemeanors and traffic offenses.
4. Traffic Offense:Means the following offenses as set forth in this Chapter or in Article I of the
Model Traffic Code as adopted and amended by the City:
1. Section 235 MTC: Minimum Standards for Commercial Vehicles.
2. Sec. 1903 MTC: Stopping for School Buses.
3. Secs. 1101, 1102, 1103, 1104 MTC: Basic Speed Rules - Including Decreasing of Speed
Limits, Altering of Speed Limits and Elevated Structures Speed Limits Only Where the
Speed Alleged is Greater Than 19 Miles Per Hour Over the Posted Speed Limit.
4. Sec. 1105 MTC: Speed Contests/Exhibition of Speed.
5. Sec. 1401 MTC: Reckless Driving.
6. Sec. 1402 MTC: Careless Driving.
7. Sec. 1409 MTC: Compulsory Insurance-Penalty, as amended by E.M.C. § 11-1-1B(21)
E.M.C.
8. Sec. 1413 MTC: Eluding or Attempting to Elude Police Officer.
9. Sec. 603(5) MTC: Obedience to Official Truck Traffic Control Devices.
5. Traffic Violation: Means any violation of Title 11, Chapters 1, 1A or 1B, whether or not such
violation is a traffic infractions or a traffic offense.
CB. Civil Matters: Traffic Infractions Not Criminal: All Traffic infractions are deemed and shall
constitute civil matters, and are not criminal violations, tried to a referee and not to a jury unless the
charging document includes an offense that provides the defendant with a right to a jury trial. In
that case, the action shall follow rules of procedure for that offense.
C. No Jury Trial for Traffic Infractions:
1. A defendant brought to trial solely upon a traffic infraction shall have no right to a trial by
jury as contemplated by C.R.S. Section 13-10-114 or Rules 223, of the Municipal Court
Rules of Procedure. Trial of all traffic infractions shall be to the Court. No defendant found
liable for a traffic infraction shall be punished by imprisonment for such traffic infraction.
2. Trials for traffic infractions shall in all other matters be subject to the same procedures as
any other Municipal ordinance violation.
D. Right to Jury Trial for Traffic Offenses:
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1. Any defendant charged with any traffic offense shall have the right to a jury trial upon proper
perfection of a jury trial demand pursuant to Rule223 of the Municipal Court Rules of
Procedure.
2. If a defendant is charged with more than one traffic violation arising out of the same incident
and at least one of the charged traffic violations is a traffic offense, the defendant shall have
the right to demand a trial by jury as set forth in subsection D1 of this Section as to all
violations, which shall be consolidated for purposes of trial.
E. Commencement of Traffic Infraction Action: An action under this Chapter charging a traffic
infraction is commenced by the tender or service of a charging document upon the defendant or by
conspicuously attaching a parking traffic infraction document to the subject vehicle and by filing the
charging document with the Municipal Court.
F. Payment of Traffic Infraction Penalty Without Appearance:
1. The clerk of the Court shall accept payment of a traffic infraction penalty by a defendant
without an appearance before the Court under the following conditions:
a. If payment is made no later than the close of business on the thirtieth day following the
date of issuance of the charging document.
b. If payment is allowable by mail, telecommunications, electronic means, or at the Traffic
Violations Bureau under the fine schedule.
c. At the time of payment, which shall include all costs, fees, and surcharges regularly
assessed by the Court; as the same are required for defendants pleading or being found
guilty of non-civil Municipal violations, the defendant shall sign a waiver of rights and
acknowledgment of guilt or liability upon a form approved by the Court.
2. This procedure shall constitute an entry in satisfaction of judgment.
G. Traffic Infraction First Appearance:
1. If the defendant has not previously acknowledged guilt or liability and satisfied the judgment
on the traffic infraction, he or she shall appear before the Court within the time period
scheduled for first appearance.
2. The defendant may appear in person or by counsel who shall enter an appearance in the case;
provided, however, if an admission of guilt or liability is entered, the Court may require the
presence of the defendant for the assessment of the penalty.
3. If the defendant appears in person, he or she shall be advised of the following:
a. The nature of the traffic infraction alleged in the charging document;
b. The penalty, fees, costs and surcharges that may be assessed, and the penalty points that
may be assessed against his or her driving privilege;
c. The consequences of the failure to appear at any subsequent hearing, including entry of
judgment against the defendant and reporting the judgment to the State Motor Vehicle
Division which may assess points against his or her driving privilege and may deny an
application for a driver's license;
d. He or she has the right to be represented by an attorney at his or her expense;
e. He or she has the right to deny the allegations and to have a final hearing before the
Court;
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f. He or she has the right to remain silent because any statement made by the defendant
may be used against him or her;
g. Guilt or liability for a traffic infraction must be proven beyond a reasonable doubt;
h. He or she has the right to testify, subpoena witnesses, present evidence, and cross-
examine any witness;
i. Any answer must be voluntary and not the result of undue influence or coercion on the
part of any person; and
j. An admission of guilt or liability constitutes a waiver of the rights in the subsection and
any right to appeal.
4. The defendant personally or by counsel shall answer the allegations in the charging
document either by admitting guilt or liability or by denying the allegations.
5. If the defendant admits guilt or liability, the Court shall enter judgment and assess the
appropriate penalty, fees, costs and surcharges.
DH. Rule 13(b), Post-Hearing Motions and Appeal, shall be amended as follows: (b) Appeal of any
finding of guilt or liability of a traffic infraction judgment shall follow the same procedure be as
other Municipal Court convictionssubject to the same procedures applicable to convictions of
Municipal offenses generally.
E. Rule 16, Default shall be amended as follows: Judgment On Traffic Infraction After Final Hearing:
1. If the defendant is found guilty or liable the Court shall assess an applicable penalty and such
additional costs and fees that are otherwise generally imposed in non-civil Municipal
offenses together with applicable fees, costs, and surcharges.
2. The judgment shall be satisfied upon payment to the clerk of the Municipal Court of the total
amount assessed.
3. If the defendant fails to satisfy the judgment upon the finding of guilt or liability or within
the time of a reasonable extension granted upon a showing of good cause by and upon the
application of the defendant, such nonpayment in the full amount of the penalty, fees, costs,
and surcharges, if applicable, shall be treated as a default. (f) In addition to all other actions
authorized by law, a default shall be certified to the State Motor Vehicle Division for
enforcement action.
I. Traffic Infraction Post-Hearing Motions: There shall be no traffic infraction post-hearing motions
except for a motion to set aside a default judgment.
J. Default On Traffic Infraction:
1. If the defendant fails to appear for his or her first appearance or any hearing involving a
traffic infraction, the Court shall enter a default judgment against the defendant.
2. The amount of the judgment shall be the appropriate penalty that would be assessed after a
finding of guilt or liability, fees, and additional costs assessable to Municipal violations
generally upon conviction of non-civil Municipal charges, together with applicable
surcharges.
3. The Court may set aside a default judgment entered under this rule on a showing of good
cause or excusable neglect by the defendant. A motion to set aside the judgment shall be
made to the Court not more than ten (10) days after the entry of judgment.
4. The defendant may satisfy judgment entered under this rule by paying the clerk of the Court.
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5. No warrant shall be issued for the arrest of a defendant who was charged with a traffic
infraction and failed to appear at a first appearance or any subsequent hearing or who failed
to satisfy a judgment.
F. The Municipal Prosecutor may, in the prosecutor’s discretion, represent the City or Officer in traffic
infraction proceedings.
Section 2. Amendment of Englewood Municipal Code
Title 11, Chapter 1B, Section 11-1B-2 of Englewood Municipal Code is hereby amended to read
as follows (new provisions bold/italics, deleted provisions struck through):
11-1B-2: - Traffic Offenses Procedure.
A. A Traffic Offense is every offense designated as such by this Code, the Model Traffic
Code (MTC), and other applicable law, including the offenses designated in MTC § 1701 as
misdemeanors.
B. Right to Jury Trial: A defendant charged with a traffic offense shall have the right to a
jury trial for all violations arising out of the same incident upon compliance with and pursuant
to Colorado Municipal Court Rules of Procedure 223.
C.A. The Traffic Offenses shall follow Municipal Court procedures established in EMC Title
1, Chapter 7, Article A. commencement and all subsequent proceedings through and including
appeal on matters concerning a traffic offense shall be the same as those provided and required
for all criminal Municipal ordinance violations.
DB. When the Court determines that a person charged with a traffic offense is guilty of a
lesser included traffic infraction, The Court may enter a judgment of guilt or liability as to a
lesser-included the traffic infraction, when considering guilt for a traffic offense.
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
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
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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 21st day of November, 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 24th
day of November, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on the 23rd
day of November, 2022 for thirty (30) days.
Read by Title and passed on final reading on the 5th day of December, 2022.
Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022,
on the 8th day of December, 2022.
Published by title on the City’s official website beginning on the 7th day of December,
2022 for thirty (30) days.
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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
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COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Tamara Niles
DEPARTMENT: City Attorney's Office
DATE: December 5, 2022
SUBJECT:
CB 39 - Approve an ordinance Amending Title 7, Chapter 1A,
Sections 7-1A-5, 7-1A-9 and 7-1A-16 Of Englewood Municipal
Code Regarding Animal Impoundment.
DESCRIPTION:
CB 39 - City staff requested an ordinance amending Sections 7-1A-5, 7-1A-9 and 7-1A-16 to
resolve ambiguity in prior language, to mirror state law provisions for animal impoundment, and
to provide a single, consistent section of Municipal Code regarding animal impoundment.
RECOMMENDATION:
Approve an ordinance amending EMC Sections 7-1A-5, 7-1A-9 and 7-1A-16 to resolve
ambiguity in prior language, to mirror state law provisions for animal impoundment to ensure
compliance, and to provide a single municipal code section for animal impoundment. Should
City Council have any questions regarding this council bill, staff requests it be tabled until
November 21, 2022--the City Attorney worked with staff to draft the council bill, and will be
available to answer all questions at that time.
PREVIOUS COUNCIL ACTION:
City Council previously requested this be tabled to November 7, 2022 to allow time for the Code
Enforcement Advisory Committee to review the proposed ordinance and provide comment. The
Code Enforcement Advisory Committee met on October 26, 2022, reviewed the proposal, and
approved it for Council consideration.
SUMMARY:
Englewood Police Department Code Enforcement division requested this revision to Englewood
Municipal Code regarding animal impoundment.
The proposed bill for an ordinance amends Englewood Municipal Code on animal
impoundments for clarity and brevity, mirrors state law on animal impoundment time frames and
procedures, and implements amendments to accomplish the following: removes requirement
that payment of fines be made to Municipal Court for an owner to get an animal back, which
would prohibit retrieving an animal after business hours on Friday until court opens on Monday
(thus increasing the shelter costs and delaying reuniting the owner and animal even though the
shelter is open 7 days per week); shortens the time frame to claim an animal to mirror state law
to 5 days when the shelter is open instead of 6 days; provides a framework for an impound
hearing; provides a framework to pre-pay care costs when an animal is held pending disposition
of criminal charges, mirroring state law; authorizes a veterinarian to euthanize terminal animals
without court order, to mirror state law; clarifies when impound fees and costs are and are not
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payable by the defendant; and removes impound provisions from two additional sections of
municipal code to provide a single, consistent section that governs all animal impoundments.
Municipal Court Administrator Kennetha Julien requested the opportunity to review and provide
comment on the proposed draft ordinance regarding animal impound. A draft version of the
ordinance was provided to her on August 25, 2022, with comments requested within a week.
She provided comments at end of day on Friday, September 2, 2022, and requested her
comments be provided to City Council when considering this proposed ordinance. The City
Attorney provided those comments to Englewood Police Department Code Enforcement division
and the City Prosecutor for review and response the next business day. Below are the five
comments received by Julien, immediately followed in italics by staff's response and direction
regarding the proposed ordinance:
1) Potential confusion between the term “Impound Fee” (city) of $254.58 per animal that exists
in current code to cover flat rate of securing animal and transporting to HSSPV and the new
proposed “Impound Cost” (shelter or daily Boarding Rate plus other expenses like rabies or vet
care) so we suggest a new term if imposing a new cost like “shelter fee”. After forwarding this
concern to the requesting department, the proposed term "shelter fee" was inserted to replace
the prior term "impound cost".
2) Does the proposed language contemplate release prior to or only after payment of specific
costs? Does this contemplate they pay to HSSPV or to the Court? Maybe this should be
detailed given that many will not be able to pay, including the forfeiture of ownership if unpaid
for some specified time if contemplating no release prior to payment in full? If to be collected by
the Court, what are the costs contemplated to be imposed and how will that be memorialized
and updated? The proposed ordinance provides for the payment of shelter fees to the shelter.
The City Attorney requested clarification from Code Enforcement regarding this process, given it
is currently in effect and followed: when a person appears at the shelter to pay the shelter's
incurred fees for food, shelter, and care and thereby recover an impounded animal, the shelter
contacts Code Enforcement to determine if a citation is appropriate. If Code Enforcement has
issued a citation, it appears at the shelter and serves the citation to the person when they
retrieve their animal. The Court is not otherwise involved in this process, unless (a) the owner
requests a hearing with the Court , or (b) the owner appears in court on a citation. If a citation,
the Court follows its established process for all citations: arraignment, plea, imposing fines,
court costs, and if appropriate, the impoundment fee set by City Council.
3) We have concerns regarding proper equal protections and due process for what is proposed
as an extrajudicial and not specifically legislated in muni code process for the release of some
animals to their identified owner but not all, and the claim and ultimate forfeiture of property
rights on an action initiated by a municipal summons and complaint. After the dog is gone, the
Court has no remedy and limited ability to verify the actions of the government are appropriate
under the law so the defendant’s only potential recourse may be civil litigation? The City
Attorney's office consulted with the department that requested this code revision, to determine if
they request further revision in response to this concern. They did not request further revisions
for the following reasons: Current Municipal Code, EMC Section 7-1A-5(B), already allows the
shelter to release animals without a judicial order if impounded for certain reasons, such as
running at large. As currently written though, EMC Section 7-1A-5(B) requires payment of "fines
and fees" at municipal court to get their animal back, but this can extend the time an animal is
impounded and thus, extend the accrual of shelter fees. The proposed revisions benefit the
owner, because they can recover possession of their animal at nights and on the weekends
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when the court is closed by paying only the costs of care directly to the shelter, thus expediting
the return, reducing the amount of costs incurred by the shelter and required to be reimbursed
by the owner, and allowing the owner to delay paying court costs and fines if a court citation has
been issued. For dangerous dogs, rabies, or cruelty/neglect cases, the proposed revisions
require the owner to make a claim for the animal within five days, otherwise the shelter may
adopt out the animal. This is current state law, CRS Section 35-80-106.3, which states "any pet
animal held by or in the custody of a licensed animal shelter ... and not reclaimed by the owner
shall be held by the animal shelter for a minimum of five days ... before it may become available
for adoption." If the owner makes a claim for the animal within five days, the Court must then
schedule a hearing to determine whether the animal should be returned to the owner or
continue to be held by the shelter. CRS Section 35-80-106.3 further immunizes the shelter from
liability for adopting out an animal after five days, if the owner does not make a claim of
ownership. Finally, CRS Section 18-9-202.5 also provide provisions for disposition of animals
by a shelter for neglect, cruelty and dangerous dogs, and require the owner to request a hearing
or pre-pay all costs of care to avoid adopting out by the shelter (except that the statute requires
requesting a hearing or payment within 10 days, and the proposed ordinance changes that from
the current Municipal Code's 6 days to 5 days for consistency with CRS Section 35-80-106.3).
Because the proposed ordinance provisions mirror established state law (and also would apply
to provide immunity for the shelter's actions), the potential of a successful civil action to
challenge the ordinance on this basis is low.
4) We have concern about fundamental fairness of forfeiting a pet for conviction under the Care
and Maintenance portions of Cruelty/Neglect as these can be minor offences like hot car for a
few minutes. Maybe consider those as separate offences or clarify if no judicial discretion on
that conviction? This section basically makes owning a dog and being homeless difficult and we
think the Council should reconsider the appropriate policy on that and release considerations
back into those conditions. The proposed ordinance as written provided an avenue to alleviate
this concern. It authorizes the Court to order a pre-trial release of the animal back to the owner
“upon a finding that neither the animal nor the public is endangered by the release”. If an
animal was temporarily left in a car on a single occasion, the judge could conclude neither the
animal nor the public faces danger if the owner receives custody, and order the return of the
animal.
5) The recent issues you are raising are due to how the city wants to handle dog impounds and
forfeitures on homeless defendants and their inability to pay costs and that is pretty clear on day
1. We think more detailed legislation on these issues would be helpful regarding the mandatory
payment and forfeiture or if judicial discretion on these issues is more appropriate given the
unique circumstances of each defendant and animal in each case. The City Attorney's office
consulted with the department that requested this code revision, to determine if they request
further revision in response to this concern. The required payment provisions are also required
by state law, specifically CRS Section 18-9-202.5, without reference to ability to pay--so the
proposed ordinance mirrors established state law on this issue. In addition, if the animal owner
does not pay for the costs of the animal's care, either the non-profit shelter has to raise funds to
feed, care, and house the animal, or City taxpayers are required to pay it. Therefore, the originating
department did not support a revision to the proposed ordinance.
COUNCIL ACTION REQUESTED:
Approve an ordinance amending EMC 7-1A-5 7-1A-9 and 7-1A-16 to resolve ambiguity in prior
language, and to mirror state law provisions for animal impoundment. If City Council has
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questions for legal, staff requests the matter be tabled to November 21 agenda to allow the City
Attorney to answer any questions in person, given she worked closely with Code Enforcement
and the City Prosecutor to draft the council bill.
FINANCIAL IMPLICATIONS:
None anticipated.
ATTACHMENTS:
Council Bill #39
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BY AUTHORITY
ORDINANCE NO. ____ COUNCIL BILL NO. 39
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER WINK
AN ORDINANCE AMENDING TITLE 7, CHAPTER 1A, SECTIONS 7-1A-
5, 7-1A-9, AND 7-1A-16 OF ENGLEWOOD MUNICIPAL CODE
REGARDING ANIMAL IMPOUNDMENT.
WHEREAS, Englewood Municipal Code establishes procedures and costs for animal
impoundment and release in Sections § 7-1A-5, 7-1A-9 and 7-1A-16; and
WHEREAS, Englewood Police Department’s Code Enforcement Department requests
revision to ensure statutory consistency and compliance, specifically with CRS § 18-9-202 et seq.
and CRS § 35-80-106.3 et seq., and to consolidate various and inconsistent impound provisions
into a single code section; and
WHEREAS, in a continuing effort to update Municipal Code sections for clarity and
brevity, and to comport with best practices, in addition to amendments to mirror state impound
laws and payment of required impound costs, Municipal Code amendments contained herein
establish expedited procedures whereby animal owners may recover possession to reduce the
amount of shelter cost accruals; and
WHEREAS, the City contracts with Humane Society of the South Platte Valley, Inc. (the
“shelter”) to house impounded animals; and
WHEREAS, the shelter—a non-profit organization—occasionally incurs significant costs
housing animals pending extended disposition of cases in Englewood Municipal Court, and the
Municipal Code revisions herein are intended to ensure the shelter is reimbursed for those costs;
and
WHEREAS, under the City’s contract with the shelter, the City is required to pay an
owner’s shelter costs if they fail to do so; and
WHEREAS, the proposed municipal code provisions provide clarity to ensure shelter
costs are paid by the owner when an animal was impounded upon probable cause, rather than
requiring payment of those costs by taxpayer funds; and
WHEREAS, on the 27th day of October, 2022, the City of Englewood Code Enforcement
Advisory Committee reviewed and approved this proposed Council Bill.
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 1A, Section 7-1A-5 of Englewood Municipal Code is hereby amended to read as
follows (new provisions bold/italics, deleted provisions struck through):
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7-1A-5: Impoundment of Animals; Notice, Disposition.
A. Any domesticated animal found running at large, subjected to cruelty or neglect (EMC §
7 1A-9), that are dangerous (EMC § 7-1A-16), suspected of rabies infection (EMC § 7-
1A-11), caused injury to any person or domestic animal, or animal kept in violation of
this Code may be taken by the City and impounded in a City-designated animal shelter
designated by the City.
B. Except for domesticated animals subjected to cruelty or neglect (EMC 7-1A-9), or that
are dangerous or caused injury to any person or domestic animal (EMC 7-1A-16), or
suspected of rabies infection (EMC 7-1A-11), any impounded domesticated animal may
be claimed by and released to its owner by the shelter upon production of proof of
ownership and rabies vaccination, and payment in full to the shelter of the shelter’s daily
costs associated with the animal’s impoundment, care and provision (collectively
“shelter costs”).payment of fines and fees at the Violations Bureau.
C. Impounded domesticated animals voluntarily surrendered by the owner or not claimed by
the owner within fivesix (56) business days in which the shelter is open to the public or
may be disposed of by the City in any suitable manner. may become available for
adoption or subject to other disposition at the shelter’s discretion.
D. Evidence of current rabies vaccination is required prior to release of impounded dogs or
cats.
E. When a domesticated animal is found running at large and If ownership of an such
animal is known to City personnel, the City may return the animal to its owner in lieu of
impoundmentsuch animal need not be impounded, but such personnel may cite and return
the animal to the owner. If not returned to its owner,
F. Immediately upon impounding a domesticated animal, the City shall make a reasonable
effort to notify the owner of impoundment and how to recover custody.such animal and
inform such owner of the conditions whereby the owner may retain custody of such
animal.
G. Impoundment fees for domesticated animal(s) shall be set by City Council Resolution.
E. If an owner makes a claim of ownership within five days but is not entitled to a release of
the animal under sub-section B, notice of the claim shall be forwarded to Englewood
Municipal Court for an expedited hearing.
1. If the owner fails to appear at the hearing, regardless of filing a claim of ownership,
the animal shall be subject to immediate disposition as provided in sub-section C without
further notice to the defendant or owner.
2. If the owner appears at the hearing, the court shall determine:
a. Whether there was sufficient probable cause for the underlying charge
leading to impoundment; and
b. Whether the animal should be released to the owner’s custody.
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3. If probable cause is found at the hearing:
a. And the court orders the animal may be released to the owner, the owner
shall pay to the shelter within five days all incurred shelter costs before the
animal is released to the owner, or if not paid, the shelter may adopt or take other
disposition action without further notice to the owner or defendant.
b. If impounded for cruelty or neglect, dangerous animal, or rabies, the
Court may order the animal released to the owner only upon a finding that
neither the animal nor the public is endangered by the release; alternatively, the
Court may order the shelter continue to hold the animal pending disposition of
charges, as long as the owner or defendant pre-pays to the Court 30 days’ of
shelter costs at the hearing, and at subsequent 30-day intervals until final
disposition of charges. Failure to pay such shelter costs when due will result in
the shelter adopting out or taking other disposition action without further notice
to the owner or defendant.
4. If probable cause is not found at the hearing, the court may order the animal be
immediately released to the owner or defendant. If not claimed by the owner or
defendant within five days, the shelter may adopt or take other disposition action without
further notice to the owner or defendant.
F. If a licensed veterinarian determines an impounded animal is experiencing extreme
pain or suffering or is severely injured, disabled, or diseased past recovery, the animal may be
euthanized without a court order.
G. Regardless of any other provision herein, the Court shall order the defendant to pay all
shelter costs incurred while the shelter was required to impound an animal under this code,
unless the court finds the impoundment lacked probable cause in a hearing under sub-section E.
H. Upon a finding or plea of guilty or no contest:
1. the ownership rights to an animal shall be permanently severed if impounded for
EMC § 7-1A-9(A);
2. the ownership rights to an animal shall be permanently severed for other sub-
sections of EMC § 7-1A-9, EMC § 7-1A-16, or EMC § 7-1A-11, unless the Court specifically
finds that neither the animal nor the public is endangered by releasing the animal to the
defendant;
3. the Court shall assess the City impoundment fee, fines, and court costs against the
defendant; and
4. the Court further may consider destruction of the animal pursuant to EMC § 7-
1A-17.
Section 2. Amendment of Englewood Municipal Code
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Title 7, Chapter 1A, Section 7-1A-9 of Englewood Municipal Code is hereby amended to read as
follows (new provisions bold/italics, deleted provisions struck through):
7-1A-9: Cruelty to or Neglect of Domesticated Animals.
A. No person shall It shall be unlawful for any person to kill, maim, disfigure, torture, torment,
neglect, beat, burn or scald with any substance a domesticated animal, or cause a
domesticated animal to endure unreasonable or unjustifiable pain, suffering or injury.
B. No person shall It shall be unlawful for any person to antagonize, intimidate, threaten, abuse
or verbally harass any domesticated animal.
C. Care and Maintenance. No person It shall be unlawful for any person keeping or harboring
any domesticated animal shallto fail or refuse to provide such domesticated animal with
proper food, drink, shade and shelter. Proper food, drink, shade and shelter shall require
that:
1. Each domesticated animal shall receive an adequate daily supply of clean, fresh food
suitable for its physical condition and age sufficient to maintain a healthy level of
nutrition.
2. Each domesticated animal shall, at all times, have an adequate and accessible supply
of clean, fresh, potable water and such water shall be provided either free-flowing or
in a clean, stable receptacle.
3. Each domesticated animal housed outdoors or tethered outdoors shall have
convenient access to appropriate weather and temperature resistant shelter
throughout the year. Any shelter shall be structurally sound, clean, adequately sized,
and maintained in good repair to protect the domesticated animal from injury and
from the elements.
4. The living area for the domesticated animal shall have adequate drainage such that
domesticated animal shall be free to walk, sit, stretch or lie down on a dry surface.
5. If a domesticated animal is housed outdoors, in addition to a shelter, it shall be
provided with an enclosure to minimize risk of injury and to provide sufficient space
to enable freedom of movement and exercise.
6. A domesticated animal may not be placed or confined, or allowed to be placed or
confined or allowed to remain in an unattended vehicle without sufficient ventilation
or under conditions or for such period of time as may be expected to endanger the
health or well-being of [the] domesticated animal due to heat, lack of water or such
other circumstances as may be expected to cause suffering, injury or death. A Code
Enforcement Officer or Police Officer who finds a domesticated animal in a vehicle
in violation of this Section may enter the vehicle by using the amount of force
reasonably necessary to remove the domesticated animal.
D. The City may take and impound any domesticated animal found to be subjected to
prohibited treatment described in this Section. If the owner has not submitted a request to
reclaim the domesticated animal within six (6) business days, the City may dispose of the
domesticated animal in any suitable manner. If a claim is made by the Municipal Court for
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the domesticated animal, the domesticated animal shall be held by the City or by a shelter
designated by the City until the Municipal Court enters an order finding either:
1. Charges under this Section cannot be proven beyond a reasonable doubt, or
2. The Municipal Court finds that care and maintenance issues under Paragraphs B and
C above have been satisfactorily remedied. The domesticated animal may be released
upon payment of any fines, fees and shelter costs. A domesticated animal impounded
under the provisions of Paragraph A of this Section shall not be returned to its owner,
but may be disposed of in any suitable manner at the discretion of the City.
Section 3. Amendment of Englewood Municipal Code
Title 7, Chapter 1, Article A, Section 7-1A-16 of Englewood Municipal Code is hereby amended
to read as follows (new provisions in italics, deleted provisions struck through):
7-1A-16: - “Dangerous” Animals Prohibited.
A. No person shall It shall be unlawful for any person to own or harbor a "Dangerous"
animal, except as provided in Subsection F belowH of this Section.
B. An owner of a domesticated animal that has been adjudicated as having committed acts
that would be deemed "dangerous" as set forth in this Chapter in any other jurisdiction shall
register said animal with the City as a "dangerous animal."
C. The owner of any domesticated animal shall be responsible for any damage committed by
that domesticated animal against any property, real or personal, live or inanimate, or any person
or domesticated animal.
D. It is an affirmative defense to the charge of "At-Risk" or "Dangerous" animal that the
person or animal that was attacked by the "Dangerous" animal was:
1. Other than in self-defense or defense of others, attacking the animal or engaging in
conduct reasonably calculated to provoke the animal to attack or bite; or
2. Unlawfully engaging in entry into or upon the premises or containment within which the
animal was lawfully kept; or
3. Unlawfully engaging in entry into or in or upon a vehicle in which the animal was
confined; or
4. Harassing the animal; or
5. Assaulting another person; or
6. Attempting to stop a fight between the animal and any other animal; or
7. Attempting to aid the animal when it was injured; or
8. Attempting to capture the animal in the absence of the owner; or
9. A veterinary health care worker, dog groomer, humane agency staff person, professional
dog handler, trainer, Code Enforcement or Police Officer or other professional acting in the
performance of his or her respective duties.
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E. Exemption. Employees or agents of the City or any local, state or federal governmental
entity, using animals within the course of their duties or employment shall be exempt from the
provisions of Paragraphs A, B and C above.
F. Impoundment. Any animal which has caused injury to any person or domestic animal or
which has committed any behavior defined as "Dangerous" herein, may be seized and
impounded as provided for in this Chapter.
G. Impoundment Hearing. Any animal impounded pursuant to this Chapter may be held for
a hearing before the Municipal Court to determine the disposition of such animal. Domesticated
animal(s) not claimed by their owners before the expiration of six (6) business days may be
disposed of at the discretion of the City. The City shall notify, when ascertainable, the owner of
the animal in writing of the date, time, place and purpose of the hearing. The Court may conduct
such hearing at the earliest date available to the Court. If, on the date of the hearing, the duly
notified owner does not appear, the Court may proceed with the hearing. The hearing may take
place regardless of any pending municipal charge pertaining to the animal.
The Court may order the animal to remain impounded at the owner's expense until final
disposition of any pending municipal charges. The owner shall bear all costs of impounding the
animal regardless of the results of any municipal charges. If the Court determines that it is not
appropriate to order the animal impounded the Court may order the animal returned to the owner
and to be kept under such circumstances as will ensure the safety of persons, property or other
animals.
FH. Conditions for Keeping an Animal Classified as "Dangerous."
1. The owner of the classified animal shall comply with all of the following conditions:
a. The owner of the "Dangerous" animal shall pay a permit fee to be set by City Council
Resolution. Said permit shall not be issued until inspection and approval of the Escape-Proof
Enclosure.
b. Only one (1) "Dangerous" animal may be permitted, per residence.
c. The owner of the "Dangerous" animal shall keep current the permit for such "Dangerous"
animal through annual renewal. Such permit is not transferable or renewable except by the
holder of the permit or by a member of the immediate family of such permitee. A "Dangerous"
animal permit tag will be issued to the owner at the time of issuance of the permit. Such permit
tag shall be attached to the "Dangerous" animal by means of a collar or harness which must be
worn by the animal at all times. It should be clearly visible, and shall not be attached to any
"Dangerous" animal other than the "Dangerous" animal for which the permit was issued.
d. The owner of a "Dangerous" animal must be at least eighteen (18) years of age.
e. The Court may require proof of liability coverage which will cover any damage or injury
caused by a "Dangerous" animal.
f. The owner of a "Dangerous" animal shall, at the owner's own expense, have the
"Dangerous" animal spayed or neutered and shall present to the City Manager or designee
documentary proof from a licensed veterinarian that this sterilization has been performed.
g. The owner of a "Dangerous" animal shall, at the owner's own expense, within ten (10)
business days, have a microchip containing an identification number implanted into the
"Dangerous" animal. The City Manager or designee shall maintain a file containing the
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registration numbers and shall coordinate that list with the State. The owner shall notify the City
Manager or designee of any change of address within fifteen (15) working days.
h. The owner must confine the "Dangerous" animal in a building or enclosure designed to
be escape-proof and, whenever the animal is outside of the building or enclosure, keep the
animal under the owner's control by use of a leash. The owner shall post a conspicuous warning
sign on the building or enclosure notifying others that a "Dangerous" animal is housed in the
building or enclosure. In addition, if the conviction is for a second or subsequent offense, the
"Dangerous" animal shall also be muzzled whenever it is outside of the building or enclosure.
i. The owner shall immediately notify the City Manager or designee in the event that the
"Dangerous" animal is loose, stolen, at large, unconfined, has mauled, bitten, attacked,
threatened, or in any way menaced another domesticated animal or human. The owner shall also
notify the City Manager or designee in the event the "Dangerous" animal is sold, disposed of, or
has died.
j. Failure to comply with any of these conditions may result in the impoundment of the
animal, subject to disposition pursuant to EMC § 7-1A-16(F)., Section F, EMC
GI. Declassification. A declassification fee in an amount to be set by City Council Resolution
will be assessed when the classification period begins. Declassification shall occur pursuant to
this Chapter. The following conditions must be met:
1. Animals that have been classified as "At-Risk" for one (1) year without further violation,
and two (2) years without further violation for any animal classified as "Dangerous", since the
most recent citation by such animal, and
2. Written certification of satisfactory completion of approved obedience training, AKC
"Canine Good Citizen" program or equivalent for the classified animal, with the owner, and
3. Any additional condition ordered by the City Manager or his designee or the Municipal
Court.
HJ. Euthanization. Upon a classification of "Dangerous" animal, the Court, in addition to the
requirements set forth in this Chapter and the penalties set forth in the Code, may hold a hearing
to determine if the animal should be euthanized, and, if so, the animal shall be euthanized under
the supervision of a veterinarian.
IK. Authority for Immediate Destruction. After making reasonable attempts to control an
animal, if a Code Enforcement Officer or Police Officer determines that the animal presents a
danger to any person or domestic animal, it shall be lawful for the officer to destroy the animal
without notice to the animal owner.
Section 4. 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.
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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
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 21st day of November, 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 24th
day of November, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on the 23rd
day of November, 2022 for thirty (30) days.
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Read by Title and passed on final reading on the 5th day of December, 2022.
Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022,
on the 8th day of December, 2022.
Published by title on the City’s official website beginning on the 7th day of December,
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
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COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Pieter Van Ry
DEPARTMENT: Utilities
DATE: December 5, 2022
SUBJECT:
CB 63 – Approve a Bill for an Ordinance Authorizing an
Intergovernmental Agreement Between the City of Littleton and
the City of Englewood Regarding Cost-Sharing for Reviewing and
Evaluating Sewer Connector District Agreements
DESCRIPTION:
CB 63 – Approve an ordinance authorizing an Intergovernmental Agreement (IGA) between the
City of Littleton (Littleton) and the City of Englewood (Englewood) for a cost share to review and
evaluate the sewer connector district agreements.
RECOMMENDATION:
Utilities staff recommends City Council approve an IGA with Littleton to utilize a Professional
Services Agreement (PSA), led by Littleton, with Financial Consulting Group, Inc. (FCS Group)
to review and evaluate the business terms of Englewood's Sewer Connector District
Agreements. The recommendation includes Englewood contributing $21,850 towards Littleton’s
PSA.
The Water and Sewer Board recommended Council approve the IGA with Littleton during its
November 8, 2022 meeting.
PREVIOUS COUNCIL ACTION:
None.
SUMMARY:
• Englewood and Littleton co-own and operate South Platte Renew (SPR) through the
Joint-Use Agreement.
• SPR provides sanitary sewer treatment to a total of 21 Connector Districts which include
the cities of Littleton and Englewood themselves.
• Englewood oversees a total of 13 Connector Agreements and two (2) shared with
Littleton.
• Englewood and Littleton each manage and administer unique Connector Agreements
with the respective Connector Districts for wastewater treatment at SPR, while each
district is responsible for owning and maintaining sewer mains.
• Addendums to Englewood’s Connector Agreements were approved by City Council in
2016 and 2017 to implement SPR’s Industrial Pretreatment Program, however, a review
of business terms in the agreements has not been conducted within the last decade.
• In April 2022, the Littleton Public Works Director initiated a PSA to review the business
terms of the Littleton’s Connector Agreements. Englewood Utilities staff recommend
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collaborating with Littleton on this effort to ensure consistency of terms across the
connector district agreements.
ANALYSIS:
Englewood's 13 Connector Districts include Bow Mar Water and Sanitation District*, Columbine
Water and Sanitation District*, Cherry Hills Heights, Cherry Hills Village Sanitation, Cherryvale
Sanitation, City of Cherry Hills Village, City of Sheridan, County Homes Metropolitan, Sheridan
Sanitation #1, South Arapahoe Sanitation, South Englewood Sanitation, Southgate Water and
Sanitation, and Valley Sanitation District.
Littleton's eight Connector Districts are Bow Mar Water and Sanitation District*, Columbine
Water and Sanitation District*, Grant Water and Sanitation, Ken Carly Ranch Water and
Sanitation District, Meadowbrook Fairview Metropolitan Sanitation, Platte Canyon Water and
Sanitation District, Roxborough Water and Sanitation District, and Southwest Metropolitan
Water and Sanitation District.
In order to provide a comprehensive review of Englewood's Connector Agreements, consultant
services are required due to the specialized expertise and resources necessary to complete the
review.
Utilities staff expressed interest in partnering with Littleton to increase the scope of work to
include Englewood. The proposed IGA would permit Englewood to collaborate with Littleton on
its existing PSA with FCS Group. Staff recommends entering into this IGA to formalize and
establish the terms of Englewood’s funding commitment towards the evaluation.
*Two Connector Districts are connected to SPR through both cities: Bow Mar Water and Sanitation District and
Columbine Water and Sanitation District.
COUNCIL ACTION REQUESTED:
City Council to approve an ordinance authorizing an Intergovernmental Agreement with the City
of Littleton to utilize a Professional Services Agreement with Financial Consulting Group, Inc., to
review and evaluate the business terms of the City of Englewood’s Sewer Connector District
Agreements, in the amount of $21,850.
FINANCIAL IMPLICATIONS:
Funding for this IGA is included in the Utilities department 2022 and 2023 budgets and will not
exceed the total Sewer Enterprise Fund budget appropriations.
Source of
Funds
Line Item
Description
2022 Line
Item Budget
2022 YTD
Line Item
Expensed
2023 Line
Item Budget
Purchase
Amount
41–1607–
54201
Sewer Fund,
Business
Solutions,
Professional
Services
$57,317 $ 106,571 N/A $14,000
41–1607–
54201
Sewer Fund,
Business
Solutions,
N/A N/A $75,000 $7,850
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Professional
Services
CONNECTION TO STRATEGIC PLAN:
Infrastructure:
• Proactively in a cost-effective manner invests, maintains, improves and plans to protect
sewer infrastructure
ATTACHMENTS:
Council Bill #63
IGA with Littleton for Connector Agreement Amendments
Littleton PSA with FCS Group
Letter from FCS Group – Amendment for Englewood Connectors
Littleton Amendment #1 to PSA with FCS Group
PowerPoint Presentation
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BY AUTHORITY
ORDINANCE NO. __ COUNCIL BILL NO. 63
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER WINK
AN ORDINANCE AUTHORIZING AN INTERGOVERNMENTAL
AGREEMENT BETWEEN THE CITY OF LITTLETON AND THE
CITY OF ENGLEWOOD REGARDING COST-SHARING FOR
REVISING SEWER CONNECTOR DISTRICT AGREEMENTS
WHEREAS, the City of Littleton, a Colorado home rule municipality of the State
of Colorado (“Littleton”), is undertaking the task of revising Sewer Service Agreements
with its Connector Districts (the “Project”) as a part of a Professional Service Agreement
(“PSA”) with Financial Consulting Group, Inc. (“Contractor”); and
WHEREAS, the City of Englewood, a home rule municipality of the State of
Colorado (“Englewood”), desires to participate in the Project with Littleton (together the
“Parties”) in order to revise its sewer connector district agreements and develop
consistent language across the Parties’ connector agreements; and
WHEREAS, pursuant to Colorado Constitution Article XIV, Section 18(2)(a),
and Section 29-1-203, C.R.S., the Parties may cooperate or contract with each other to
provide any function, service or facility lawfully authorized to each, and any such contract
may provide for the sharing of costs, the imposition of taxes, and the incurring of debt;
and
WHEREAS, each Party is a home-rule municipality pursuant to Article XX,
Section 6 of the Colorado Constitution, and is authorized by C.R.S. 29-1-203 to enter into
a contract or agreement for the sharing of costs related to the revising of sewer connector
district agreements; and
WHEREAS, Article 20, Title 29 C.R.S., clearly articulates and affirmatively
expresses a state policy that authorizes political subdivisions of the State of Colorado to
cooperate and contract to make the most efficient and effective use of their respective
resources; and
WHEREAS, the Parties have determined cooperation on the Project will make
the most efficient and effective use of their respective resources; and
WHEREAS, the inclusion of Englewood’s Connector Districts to the scope of
work for the Project will increase the total cost of services from $40,000 to $61,850, for a
total obligation by Englewood in the amount of $21,850.00; and
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WHEREAS, the passage of this Ordinance will formalize and establish the scope
of work and terms of Englewood’s funding commitment towards the Project.
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 entitled Intergovernmental Agreement Between The City
Of Littleton And The City Of Englewood Regarding Cost-Sharing For Revising Sewer
Connector District Agreements (Led By The City Of Littleton), between the City of
Littleton and the City of Englewood, a copy of which is marked as “Exhibit A” and
attached hereto.
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
Page 99 of 336
3
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 17th day of October,
2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on
the 20th day of October, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on
the 19th day of October, 2022. for thirty (30) days.
Read by Title and passed on final reading on the 5th day of December, 2022.
Published by Title in the City’s official newspaper as Ordinance No. ___, Series
of 2022, on the 8th day of December, 2022.
Published by title on the City’s official website beginning on the 7th day of
December, 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 100 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 1 of 7
INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF LITTLETON
AND THE CITY OF ENGLEWOOD REGARDING COST-SHARING FOR REVISING
SEWER CONNECTOR DISTRICT AGREEMENTS (LED BY THE CITY OF
LITTLETON)
This INTERGOVERNMENTAL AGREEMENT (“Agreement”) is made and entered
into effective the _______ day of ___________, 2022, (the “Effective Date), by and between the
CITY OF LITTLETON, a Colorado home rule municipality of the State of Colorado, hereinafter
referred to as “Littleton”, and the CITY OF ENGLEWOOD, a home rule municipality of the
State of Colorado, hereinafter referred to as “Englewood” (together the “Parties”).
RECITALS
WHEREAS, pursuant to Colorado Constitution Article XIV, Section 18(2)(a), and Section
29-1-203, C.R.S., the Parties may cooperate or contract with each other to provide any function,
service or facility lawfully authorized to each, and any such contract may provide for the sharing
of costs, the imposition of taxes, and the incurring of debt;
WHEREAS, each of the Parties is a home-rule municipality pursuant to Article XX,
Section 6 of the Colorado Constitution, and are authorized by C.R.S. 29-1-203 to enter into a
contract or agreement for the sharing of costs related to the revising of sewer connector district
agreements identified in this Agreement;
WHEREAS, Article 20, Title 29 C.R.S., clearly articulates and affirmatively expresses a
state policy that authorizes political subdivisions of the State of Colorado to cooperate and contract
to make the most efficient and effective use of their respective resources;
WHEREAS, Littleton is undertaking the task of revising Sewer Service Agreements with
our Connector Districts (the “Project”) as a part of a Professional Service Agreement (PSA) with
Financial Consulting Group, Inc. (hereinafter referred to as “Contractor”);
WHEREAS, the Parties’ have determined to utilize the services of the Contractor through
the professional services agreement with Littleton for the Project.
WHEREAS, in recognition of the regional benefits of expanding the initial scope of work
to including the thirteen (13) additional Englewood Connector Districts to the Project, Littleton
has requested, and Englewood agrees, that Englewood pay Littleton for the increase in total
compensation from $40,000 to $61,850.
WHEREAS, the Parties wish to enter into this Agreement to formalize and establish the
terms of Englewood’s funding commitment towards the Project.
NOW THEREFORE, in consideration of the mutual covenants and agreements herein,
and for other good and valuable consideration, the sufficiency and receipt of which is hereby
acknowledged, the Parties do hereby agree as follows:
Page 101 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 2 of 7
1. TERM. This Agreement shall commence on the date of mutual execution hereof, and shall
continue through November 15, 2023.
2. RESPONSIBILITIES OF LITTLETON. Littleton shall act as the project manager. Littleton
shall be responsible for the following obligations in connection with the administration of the
Project:
(a) Littleton shall manage the PSA with the Contractor for the Project. The PSA with
the Contractor, and approvals thereof, shall conform to Colorado law and Littleton Municipal Code
requirements for public contracts.
(b) Littleton shall designate a person (“Littleton Project Manager”) responsible for the
day-to-day management of the Project.
(c) The Littleton Project Manager shall coordinate with Englewood regarding the
schedule associated with the Project and will provide updates to Englewood concerning updates
to such schedule. The Englewood Designated Representative (defined below) will be invited to
all coordination meetings with the Contractor. The Littleton Project Manager will provide to the
Englewood Designated Representative the opportunity to review and submit comment on all
agreements at issue in the Project as well as all proposed amendments thereto.
(d) Subject to annual appropriation, Littleton shall complete the Project by the target
completion date of November 15, 2023. If the completion date for the work on the Project is
expected to be extended beyond November 15, 2023, the Littleton Project Manager will
communicate the same to the Englewood Designated Representative and the Parties agree to
cooperate in good faith to amend this Agreement to extend the term of the Agreement.
3. RESPONSIBILITIES OF ENGLEWOOD. Englewood shall be responsible for the
following obligations in connection with the administration of the Project:
(a) Englewood shall designate an individual responsible for representing Englewood
(the “Englewood Designated Representative”) who shall coordinate with the Littleton Project
Manager in order to ensure that the project schedule and other project details are consistent with
the intent of the project.
(b) The Englewood Designated Representative shall review the initial sewer agreement
draft and provide written comments on the draft to the Contractor and the Littleton Project
Manager.
(c) The Englewood Designated Representative will help to resolve any preference
conflicts generated by the Connector Districts. Littleton and Englewood will work together with
all parties to develop alternative proposals to resolve conflicts.
4. STATEMENTS AND PAYMENT: Upon receipt and approval of partial pay requests from
Contractor, Littleton shall make periodic payments to the Contractor. Upon payment to Contractor,
Littleton will forward invoices to Englewood for costs associated with work completed for the
Page 102 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 3 of 7
service agreements associated with Englewood’s connector districts. Englewood shall reimburse
Littleton said full amount of such invoices within thirty (30) days of receipt of billing from
Littleton. Billing will be based upon the Contractor’s 2022 Standard Fee Schedule associated with
the work on the Project, and as more specifically set forth in Attachment A.
5. WHEN RIGHTS AND REMEDIES NOT WAIVED: In no event shall any performance by
one party hereunder constitute or be construed to be a waiver by such party of any breach of
covenant or condition or any default which may then exist on the part of the other party, and the
rendering of any such performance when any such breach or default shall exist shall in no way
impair or prejudice any right or remedy available to the non-breaching party with respect to such
breach or default, and no assent, expressed or implied, to any breach of any one or more covenants,
provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any
succeeding or other breach.
6. LIABILITY: Each party shall be responsible for its own negligence hereunder to the extent
provided by law. Neither party shall be deemed to be an agent for the other party.
7. SUBJECT TO LOCAL LAWS; VENUE: Each and every term, provision or condition herein
is subject to and shall be construed in accordance with the provisions of Colorado law. Venue for
any action arising hereunder shall be in Arapahoe County, Colorado.
8. ASSIGNMENT AND SUBCONTRACTING: Neither party is obligated or liable under this
Agreement to any party other than those specified herein. Englewood and Littleton understand
and agree that they shall not assign or subcontract with respect to any of the rights, benefits,
obligations or duties under this Agreement except upon prior written consent and approval of the
other party, which consent or approval may be withheld in the absolute discretion of that other
party, and in the event any such assignment or subcontracting shall occur, such action shall not be
construed to create any contractual relationship between either of the parties and such assignee or
subcontractor, and Englewood and Littleton shall remain responsible to each other according to
the terms of this Agreement.
9. NO THIRD PARTY BENEFICIARIES: It is expressly understood and agreed that
enforcement of the terms and conditions of this Agreement, and rights of action relating to such
enforcement, shall be strictly reserved to Englewood and Littleton, and nothing contained in this
Agreement shall give or allow any such claim or right of action by any other third person on such
Agreement. It is the express intention of Englewood and Littleton that any person other than
Englewood or Littleton receiving services or benefits under this Agreement shall be deemed to be
an incidental beneficiary only.
10. STATUS OF PARTIES: It is understood and agreed by and between the Parties that the
status of each of the Parties hereto shall be that of independent contractor and it is not intended,
nor shall it be construed, that either party or any employee, contractor, or consultant of such party
is an employee, officer, or agent of the other party for purposes of unemployment compensation,
workers’ compensation, or for any purpose whatsoever. Nothing herein shall be interpreted or
construed as creating a joint venture or partnership between the Parties. Neither of the Parties shall
have the right under this Agreement to create any obligation or incur any debt on behalf of Littleton
Page 103 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 4 of 7
or Englewood.
11. EXAMINATION OF RECORDS: Englewood’s Finance Director or his or her designee
shall, until three (3) years after final payment under this Agreement is made, have access to and
the right to examine any of Littleton’s pertinent books, papers, documents, or other records
involving transactions related to performance of this Agreement, including but not limited to
records pertaining to the Project. The period of access and examination for records relating to: (1)
litigation or settlement of claims arising from performance of this Agreement, or (2) costs and
expenses of this Agreement to which the Englewood Finance Director or his or her designee has
secured access to, shall continue until such appeals, litigation, claims, exceptions are fully and
finally resolved.
12. PARAGRAPH HEADINGS: The captions and headings set forth herein are for convenience
of reference only, and shall not be construed so as to define or limit the terms and provisions
hereof.
13. SEVERABILITY: It is understood and agreed to by the parties hereto that if any part, term,
or provision of this Agreement is by the courts held to be illegal or in conflict with any law of the
State of Colorado, the validity of the remaining portions or provisions shall not be affected, and
the rights and obligations of the parties shall be construed and enforced as if the Agreement did
not contain the particular part, term, or provision held to be invalid.
14. AGREEMENT AS COMPLETE INTEGRATION – AMENDMENTS: This Agreement
is intended as the complete integration of all understandings of the parties, their successors and
assigns. No prior or contemporaneous addition, deletion or other amendment hereto shall have
any force or effect whatsoever, unless embodied herein in writing. No subsequent notation,
renewal, addition, deletion, or other amendment hereto shall have any force or effect unless
embodied in written amendatory or other Agreement executed by the parties and signed by the
signatories of the original Agreement. This Agreement and any amendments shall be binding upon
the parties, their successors and assigns.
15. LEGAL AUTHORITY:
(a) Each party assures and guarantees that it possesses the legal authority, pursuant to any
proper, appropriate and official motion, resolution or action passed or taken, to enter into this
Agreement.
(b) The person or persons signing and executing this Agreement on behalf of each party,
do hereby warrant and guarantee that he/she or they have been fully authorized by Littleton or
Englewood to execute this Agreement on behalf of Littleton or Englewood and to validly bind
Littleton or Englewood to all the terms, performances and provisions herein set forth.
16. COUNTERPARTS OF THIS AGREEMENT: This Agreement may be executed in several
counterparts, each of which shall be deemed the original, and all of which together shall constitute
one and the same instrument.
Page 104 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 5 of 7
17. PROJECT MANAGEMENT: It is mutually agreed between the parties that Littleton shall
be responsible for management of the project through direction to the Contractor. It is further
agreed that the Englewood Designated Representative will work through the Littleton Project
Manager to provide direction or comments to the Contractor.
18. COST OVER RUNS FROM ESTIMATE IN AGREEMENT: If actual costs exceed the
Estimated Cost plus 5% Contingency as stated in Attachment A due to actual field constructed
quantities, the Parties agree to amend this Agreement to reflect the actual cost of Englewood’s
portion of the project and reimburse said amount to Littleton. Furthermore, Englewood and
Littleton understand that if the actual project cost exceeds the Estimated Cost plus 5% Contingency
per Attachment A, Littleton will notify Englewood and receive authorization before any additional
costs are incurred on the Road Project. Englewood and Littleton are aware, understand, and
acknowledge that the construction costs provided in this Agreement are an estimate based on the
best available information and that actual construction costs may vary.
19. GOVERNMENAL IMMUNITY: Notwithstanding any other provision herein to the
contrary, no term or condition of this Agreement shall be construed or interpreted as a waiver of
the monetary limitations on liability or of any of the immunities, rights, benefits, or protections
provided to either Party under the Colorado Governmental Immunity Act, C.R.S. § 24-10-101, et
seq., as amended (the “CGIA”). The Parties understand and agree that liability for injuries or
damages to persons or property arising out of the alleged negligence or willful and wanton acts of
either Party, and respective officials, officers, and employees, is controlled or limited by the CGIA,
nothing herein shall be construed or interpreted as modifying any liability protection thereunder.
Page 105 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 6 of 7
[SIGNATURE PAGES FOLLOW]
IN WITNESS WHEREOF, the Parties have executed this Intergovernmental Agreement
Regarding cost-sharing for Revising Sewer Connector District Agreements as of the day and year
first above written.
CITY OF LITTLETON, COLORADO
By:________________________________
Kyle Schlachter, Mayor
Attest: Reviewed by:
___________________________________ ____________________________________
City Clerk or Deputy City Clerk Reid Betzing, City Attorney
CITY OF ENGLEWOOD, COLORADO
By:_________________________________
Othoniel Sierra, Mayor
Attest: Reviewed by:
__________________________________ ____________________________________
City Clerk or Deputy City Clerk Tamara Niles, City Attorney
Page 106 of 336
City of Littleton and City of Englewood
Intergovernmental Agreement
Cost Sharing for Sewer Service Agreements Page 7 of 7
ATTACHMENT A
(Agreement for Professional Services and Amendment)
Page 107 of 336
Revised 12.22.21
CITY OF LITTLETON
AGREEMENT FOR PROFESSIONAL SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is entered into on April
19, 2022 by and between FINANCIAL CONSULTING SOLUTIONS GROUP, INC. whose
business address is 7525 166TH AVENUE NE SUITE D215, REDMOND, WA 98052 (the
“Contractor”) and the CITY OF LITTLETON, COLORADO (“City”), a Home Rule
municipality of the State of Colorado. The City and the Contractor may be collectively referred
to as the “Parties.”
RECITALS AND REPRESENTATIONS
WHEREAS, the City needs for certain services to be performed as described in this
Agreement; and
WHEREAS, the Contractor represents that it has the skill, ability, and expertise to perform
the services described in this Agreement; and
WHEREAS, the Contractor represents that it can perform the services described in this
Agreement within the deadlines provided in this Agreement; and
WHEREAS, the Parties desire to enter into this Agreement.
NOW, THEREFORE, in consideration of the benefits and obligations of this Agreement,
the Parties mutually agree as follows:
1.0 SERVICES AND PERFORMANCE. As directed by the City and under the management
of the City Manager, the Contractor shall provide the services described in Exhibit A (the
“Services”). Exhibit A is incorporated herein in its entirety. The City may request a change or
changes in the Services. Any changes that are mutually agreed upon between the City and the
Contractor shall be made in writing and upon execution by both Parties shall become an
amendment to this Agreement.
2.0 Independent Contractor. The Contractor shall perform the Services as an
independent contractor and shall not be deemed by virtue of this Agreement to have entered into
any partnership, joint venture, employer/employee or other relationship with the City other than
as a contracting party and independent contractor. The City shall not be obligated to secure, and
shall not provide, any insurance coverage or employment benefits of any kind or type to or for the
Contractor or the Contractor’s employees, sub-consultants, contractors, agents, or representatives,
including coverage or benefits related but not limited to: local, state, or federal income or other
tax contributions; insurance contributions (e.g., FICA); workers’ compensation; disability, injury,
or health; professional liability insurance, errors and omissions insurance; or retirement account
contributions.
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Revised 12.22.21
3.0 Standard of Performance. In performing the Services, the Contractor shall use
that degree of care, skill, and professionalism ordinarily exercised under similar circumstances by
members of the same profession practicing in the State of Colorado. The Contractor represents to
the City that the Contractor is, and its employees performing such Services are, properly licensed
and/or registered within the State of Colorado for the performance of the Services (if licensure
and/or registration is required by applicable law) and that the Contractor and employees possess
the skills, knowledge, and abilities to competently, timely, and professionally perform the Services
in accordance with this Agreement.
3.1 The Contractor shall become fully acquainted with the available
information related to the Services. The Contractor is obligated to
affirmatively request from the City such information that the Contractor,
based on the Contractor’s professional experience, should reasonably
expect is available and which would be relevant to the performance of the
Services.
3.2 The Contractor shall promptly inform the City concerning ambiguities and
uncertainties related to the Contractor’s performance that are not addressed
by the Agreement.
3.3 The Contractor shall provide all of the Services required in the Agreement
in a timely and professional manner.
3.4 The Contractor shall promptly comply with any written request for the City
or any of its duly authorized representatives to reasonably access, review
and audit any books, documents, papers, and records of the Contractor that
are pertinent to the Contractor’s performance under this Agreement for the
purpose of the City performing any review of the Services.
3.5 The Contractor shall comply with all applicable federal, state and local laws,
ordinances, regulations, and resolutions.
3.6 The Contractor shall be responsible at the Contractor’s expense for
obtaining, and maintaining in a valid and effective status, all licenses and
permits necessary to perform the Services unless specifically stated
otherwise in this Agreement.
4.0 COMPENSATION. Following execution of this Agreement by the City, the City shall
compensate the Contractor in accordance with Section 3 of Exhibit A. Any increases or
modification of compensation shall be subject to the approval of the City and shall be made only
by a written amendment of the Agreement executed by both Parties.
5.0 TERM AND TERMINATION
5.1 Unilateral Termination. This Agreement may be terminated by either Party for
any or no reason upon written notice delivered to the other at least ninety (90) days
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Revised 12.22.21
prior to termination. In the event of the exercise of the right of unilateral
termination as provided by this paragraph:
The Contractor shall continue to provide the Services under this Agreement until
the ninety (90) day notice period has passed, unless otherwise provided in any
notice of termination delivered by the City; and
All finished or unfinished documents, data, studies and reports prepared by the
Contractor pursuant to this Agreement shall be delivered by the Contractor to the
City and shall become the property of the City.
5.2 Termination for Non-Performance. Should a Party to this Agreement fail to
materially perform in accordance with the terms and conditions of this Agreement,
this Agreement may be terminated by the performing Party if the performing Party
first provides written notice to the non-performing Party which notice shall specify
the non-performance, provide both a demand to cure the non-performance and
reasonable time to cure the non-performance, and state a date upon which the
Agreement shall be terminated if there is a failure to timely cure the non -
performance. For purpose of this Subsection, “reasonable time” shall be not less
than five (5) business days. Provided that notice of non-performance is provided
in accordance with this Subsection, nothing in this Subsection shall prevent,
preclude, or limit any claim or action for default or breach of contract resulting
from non-performance by a Party.
5.3 Mutual Termination. The City and the Contractor may agree in writing to
mutually terminate this Agreement.
5.4 City Unilateral Suspension of Services. The City may suspend the Contractor’s
performance of the Services at the City's discretion and for any reason by delivery
of written notice of suspension to the Contractor which notice shall state a specific
date of suspension. Upon receipt of such notice of suspension, the Contractor shall
immediately cease performance of the Services on the date of suspension except:
(1) as may be specifically authorized by the notice of suspension (e.g., to secure the
work area from damage due to weather or to complete a specific report or study);
or (2) for the submission of an invoice for Services performed prior to the date of
suspension in accordance with this Agreement.
5.5 Reinstatement of Services Following City’s Unilateral Suspension . The City
may at its discretion direct the Contractor to continue performance of the Services
following suspension. If such direction by the City is made within (30) days of the
date of suspension, the Contractor shall recommence performance of the Services
in accordance with this Agreement. If such direction to recommence suspended
Services is made more than thirty-one (31) days following the date of suspension,
the Contractor may elect to: (1) provide written notice to the City that the
suspension is considered a unilateral termination of this Agreement; or
(2) recommence performance in accordance with this Agreement; or (3) if
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Revised 12.22.21
suspension exceeded sixty (60) consecutive days, request from the City an equitable
adjustment in compensation or a reasonable re-start fee and, if such request is
rejected by the City, to provide written notice to the City that such suspension and
rejection of additional compensation is considered a unilateral termination of this
Agreement. Nothing in this Agreement shall preclude the Parties from executing a
written amendment or agreement to suspend the Services upon terms and conditions
mutually acceptable to the Parties for any period of time.
5.6 Delivery of Notice of Termination. Any notice of termination permitted by this
Section shall be addressed to the person signing this Agreement on behalf of the
Contractor or to the City Manager at the address shown below or such other address
as either Party may notify the other of and shall be deemed given upon delivery if
personally delivered, or forty-eight (48) hours after deposited in the United States
mail, postage prepaid, registered or certified mail, return receipt requested.
6. INSURANCE
6.1 Insurance Generally. The Contractor shall obtain and shall continuously maintain
during the term of this Agreement insurance of the kind and in the minimum
amounts specified (“Required Insurance”):
A. Worker’s Compensation Insurance in the minimum amount required
by applicable law for all employees and other persons as may be required by law.
Such policy of insurance shall be endorsed to include the City as a Certificate
Holder.
B. Comprehensive General Liability insurance with minimum
combined single limit for each occurrence of One Million Dollars ($1,000,000.00)
and of One Million Dollars ($1,000,000.00) aggregate. The policy shall be
applicable to all premises and all operations of the Contractor. The policy shall
include coverage for bodily injury, broad form property damage (including
completed operations), personal injury (including coverage for contractual and
employee acts), blanket contractual, independent contractors, products, and
completed operations. The policy shall contain a severability of interests provision.
Coverage shall be provided on an “occurrence” basis as opposed to a “claims made”
basis. Such insurance shall be endorsed to name the City as a Certificate Holder
and name the City, and its elected and appointed officials, officers, employees and
agents as additional insured parties.
C. Professional Liability (errors and omissions) Insurance with a
minimum limit of coverage of One Million Dollars ($1,000,000.00) per claim and
annual aggregate. Such policy of insurance shall be obtained and maintained for
one (1) year following completion of all Services under this Agreement. Such
policy of insurance shall be endorsed to include the City as a Certificate Holder.
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Revised 12.22.21
The Required Insurance shall be procured and maintained with insurers with an A-
or better rating as determined by Best’s Key Rating Guide. All Required Insurance
shall be continuously maintained to cover all liability, claims, demands, and other
obligations assumed by the Contractor.
6.2 Additional Requirements for Insurance. In addition to specific requirements
imposed on insurance by this Section and its subsections, insurance shall conform
to all of the following:
A. All policies of insurance shall be primary insurance, and any
insurance carried by the City, its officers, or its employees shall be excess and not
contributory insurance to that provided by the Contractor; provided, however, that
the City shall not be obligated to obtain or maintain any insurance whatsoever for
any claim, damage, or purpose arising from or related to this Agreement and the
Services provided by the Contractor. The Contractor shall not be an insured party
for any City-obtained insurance policy or coverage.
B. The Contractor shall be solely responsible for any deductible losses.
C. For Required Insurance, no policy of insurance shall contain any
exclusion for bodily injury or property damage.
D. Contractor shall provide the City with notice no less than thirty (30)
days prior to any cancellation, termination, or a material change in such policy.
6.3 Failure to Obtain or Maintain Insurance. The Contractor’s failure to obtain and
continuously maintain policies of insurance in accordance with this Section and its
subsections shall not limit, prevent, preclude, excuse, or modify any liability,
claims, demands, or other obligations of the Contractor arising from performance
or non-performance of this Agreement. Failure on the part of the Contractor to
obtain and to continuously maintain policies providing the required coverage,
conditions, restrictions, notices, and minimum limits shall constitute a material
breach of this Agreement upon which the City may immediately terminate this
Agreement, or, at its discretion, the City may procure or renew any such policy or
any extended reporting period thereto and may pay any and all premiums in
connection therewith, and all monies so paid by the City shall be repaid by the
Contractor to the City immediately upon demand by the City, or at the City’s sole
discretion, the City may offset the cost of the premiums against any monies due to
the Contractor from the City pursuant to this Agreement.
6.4 Insurance Certificates. Prior to commencement of any Services under this
Agreement, the Contractor shall submit to the City certificates of insurance for all
Required Insurance. Insurance limits, term of insurance, insured parties, and other
information sufficient to demonstrate conformance with this Section and its
subsections shall be indicated on each certificate of insurance. The City may
request and the Contractor shall provide within three (3) business days of such
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request a current certified copy of any policy of Required Insurance and any
endorsement of such policy. The City may, at its election, withhold payment for
Services until the requested insurance policies are received and found to be in
accordance with the Agreement.
7.0 OWNERSHIP OF DOCUMENTS
Any work product, materials, and documents produced by the Contractor pursuant to this
Agreement shall become property of the City upon delivery and shall not be made subject to any
copyright unless authorized by the City. Other materials, methodology and proprietary work used
or provided by the Contractor to the City not specifically created and delivered pursuant to the
Services outlined in this Agreement may be protected by a copyright held by the Contractor and
the Contractor reserves all rights granted to it by any copyright. The City shall not reproduce, sell,
or otherwise make copies of any copyrighted material, subject to the following exceptions: (1) for
exclusive use internally by City staff and/or employees; or (2) pursuant to a request under the
Colorado Open Records Act, § 24-72-203, C.R.S., to the extent that such statute applies; or (3)
pursuant to law, regulation, or court order. The Contractor waives any right to prevent its name
from being used in connection with the Services.
8.0 COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT AND
OTHER LAWS CONCERNING ACCESSIBILITY
Consultant covenants that all designs, plans and drawings produced or utilized under this Agreement
will address and comply with all federal, state and local laws and regulations regarding accessibility
standards for persons with disabilities or environmentally limited persons including the following:
the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. and the Americans with
Disabilities Act Accessibility Guidelines for Buildings and Facilities ("ADAAG"); the Architectural
Barriers Act, Pub. L. 90-480 (1968), and the Uniform Federal Accesibility standards ("UFAS").
If the above standards are inconsistent, Consultant must assure that its designs, plans, and drawings
comply with the standard providing the greatest accessibility. Also Consultant must, prior to
construction, review the plans and specifications to insure compliance with these standards. If
Consultant fails to comply with the foregoing standards, the City may, without limiting any of its
remedies set forth in Section 9.2 or otherwise available at law, in equity or by statute, require
Consultant to perform again, at no expense, all Services required to be reperformed as a direct or
indirect result of such failure.
9.0 CONFLICT OF INTEREST
The Contractor shall refrain from providing any services to other persons, firms, or entities that
would create a conflict of interest for the Contractor with regard to providing the Services pursuant
to this Agreement. The Contractor shall not offer or provide anything of benefit to any City official
or employee that would place the official or employee in a position of violating the public trust as
provided by C.R.S. § 24-18-109, as amended, or any City–adopted Code of Conduct or ethical
principles.
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10.0 REMEDIES
In addition to any other remedies provided for in this Agreement, and without limiting its remedies
available at law, the City may exercise the following remedial actions if the Contractor
substantially fails to perform the duties and obligations of this Agreement. Substantial failure to
perform the duties and obligations of this Agreement shall mean a significant, insufficient,
incorrect, or improper performance, activities or inactions by the Contractor. The remedial actions
include:
A. Suspend Contractor’s performance pending necessary corrective
actions as specified by the City;
B. Withhold payment to the Contractor until the necessary Services or
corrections in performance are satisfactorily completed; and/or
C. Deny payment for those Services which have not been satisfactorily
performed, and which, due to circumstances caused by the Contractor, cannot be
performed, or if performed would be of no value to the City; and/or
D. Recover actual and/or consequential damages; and/or
E. Terminate this Agreement.
The foregoing remedies are cumulative and the City, it its sole discretion, may exercise any or all
of the remedies individually or simultaneously.
11.0 MISCELLANEOUS PROVISIONS
11.1 No Waiver of Rights. A waiver by any Party to this Agreement of the breach of
any term or provision of this Agreement shall not operate or be construed as a
waiver of any subsequent breach by either Party. The City’s approval or acceptance
of, or payment for, Services shall not be construed to operate as a waiver of any
rights or benefits to be provided under this Agreement. No covenant or term of this
Agreement shall be deemed to be waived by the City except in writing signed and
any written waiver of a right shall not be construed to be a waiver of any other right
or to be a continuing waiver unless specifically stated.
11.2 No Waiver of Governmental Immunity. Nothing in this Agreement shall be
construed to waive, limit, or otherwise modify any governmental immunity that
may be available by law to the City, its elected and appointed officials, employees,
contractors, or agents, or any other person acting on behalf of the City and, in
particular, governmental immunity afforded or available pursuant to the Colorado
Governmental Immunity Act, Title 24, Article 10, Part 1 of the Colorado Revised
Statutes.
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11.3 Equal Employment Opportunity. 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 applicants are
employed, and 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.
11.4 Binding Effect. The Parties agree that this Agreement, by its terms, shall be
binding upon the successors, heirs, legal representatives, and assigns; provided that
this Section shall not authorize assignment.
11.5 No Third Party Beneficiaries. Nothing contained in this Agreement is intended
to or shall create a contractual relationship with, cause of action in favor of, or claim
for relief for, any third party, including any agent, sub-consultant or sub-contractor
of the Contractor. Absolutely no third party beneficiaries are intended by this
Agreement. Any third-party receiving a benefit from this Agreement is an
incidental and unintended beneficiary only.
11.6 Article X, Section 20/TABOR. The Parties understand and acknowledge that the
City 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
of TABOR and, therefore, notwithstanding anything in this Agreement to the
contrary, all payment obligations of the City are expressly dependent and
conditioned upon the continuing availability of funds beyond the term of the City's
current fiscal period ending upon the next succeeding December 31. Financial
obligations of the City 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 City, and other
applicable law. Upon the failure to appropriate such funds, this Agreement shall
be terminated.
11.7 Governing Law, Venue, and Enforcement. This Agreement shall be governed by
and interpreted according to the law of the State of Colorado. Venue for any action
arising under this Agreement shall be in the appropriate court for Arapahoe County,
Colorado. To reduce the cost of dispute resolution and to expedite the resolution
of disputes under this Agreement, the Parties hereby waive any and all right
either may have to request a jury trial in any civil action relating primarily to
the enforcement of this Agreement. The Parties agree that the rule that
ambiguities in a contract are to be construed against the drafting party shall not
apply to the interpretation of this Agreement.
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11.8 Survival of Terms and Conditions. The Parties understand and agree that all
terms and conditions of the Agreement that require continued performance,
compliance, or effect beyond the termination date of the Agreement shall survive
such termination date and shall be enforceable in the event of a failure to perform
or comply.
11.9 Assignment and Release. All or part of the rights, duties, obligations,
responsibilities, or benefits set forth in this Agreement shall not be assigned by the
Contractor without the express written consent of the City. Any written assignment
shall expressly refer to this Agreement, specify the particular rights, duties,
obligations, responsibilities, or benefits so assigned. No assignment shall release
the Contractor from performance of any duty, obligation, or responsibility unless
such release is clearly expressed in such written document of assignment.
11.10 Headings. The captions in this Agreement are for the convenience and reference
of the Parties and are not intended in any way to define, limit or describe the scope
or intent of this Agreement.
11.11 Integration and Amendment. This Agreement represents the entire and
integrated agreement between the City and the Contractor and supersedes all prior
negotiations, representations, or agreements, either written or oral. Any
amendments to this Agreement must be in writing and be signed by both the City
and the Contractor.
11.12 Severability. Invalidation of any of the provisions of this Agreement or any
paragraph, sentence, clause, phrase, or word herein or the application thereof in any
given circumstance shall not affect the validity of any other provision of this
Agreement.
11.13 Employment of or Contracts with Workers Without Authorization. The
Contractor shall not knowingly employ or contract with a worker without
authorization to perform work under this Agreement. The Contractor shall not
contract with a subcontractor that fails to certify that the subcontractor does not
knowingly employ or contract with any workers without authorization. By entering
into this Agreement, the Contractor certifies as of the date of this Agreement that it
does not knowingly employ or contract with a worker without authorization who
will perform work under this Agreement and that the Contractor will participate in
the e-verify program or department program in order to confirm the employment
eligibility of all employees who are newly hired for employment to perform work
under this Agreement. The Contractor is prohibited from using either the e-verify
program or the department program procedures to undertake pre-employment
screening of job applicants while this Agreement is being performed. If the
Contractor obtains actual knowledge that a subcontractor performing work under
this Agreement knowingly employs or contracts with a worker without
authorization, the Contractor shall be required to notify the subcontractor and the
City within three (3) days that the Contractor has actual knowledge that a
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subcontractor is employing or contracting with a worker without authorization. The
Contractor shall terminate the subcontract if the subcontractor does not stop
employing or contracting with the worker without authorization within three (3)
days of receiving the notice regarding the Contractor’s actual knowledge. The
Contractor shall not terminate the subcontract if, during such three days, the
subcontractor provides information to establish that the subcontractor has not
knowingly employed or contracted with a worker without authorization. The
Contractor is required to comply with any reasonable request made by the
Department of Labor and Employment in the course of an investigation undertaken
to determine compliance with this provision and applicable state law. If the
Contractor violates this provision, the City may terminate this Agreement, and the
Contractor may be liable for actual and/or consequential damages incurred by the
City, notwithstanding any limitation on such damages provided by such
Agreement.
11.14 Notices. Any notice required or permitted by this Agreement shall be in writing
and shall be deemed to have been sufficiently given for all purposes if sent by
certified mail or registered mail, 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
properly addressed to the intended recipient.
If to the City: If to the Contractor:
City Manager
City of Littleton
2255 W. Berry Avenue
Littleton, Colorado 80120
FINANCIAL CONSULTING
SOLUTIONS GROUP, INC.
7525 166TH AVENUE NE
SUITE D215,
REDMOND, WA 98052
With Copy to:
City Attorney
City of Littleton
2255 W. Berry Avenue
Littleton, Colorado 80120
12. INDEMNIFICATION AND HOLD HARMLESS
The Contractor expressly agrees to, and shall, indemnify and hold harmless the City and any of its
elected and appointed officials, officers, agents, or employees from any and all claims, damages,
liability, or court awards, including costs and reasonable attorney fees that are or may be awarded
as a result of any loss, injury or damage sustained or claimed to have been sustained by anyone,
including but not limited to, any person, firm, partnership, or corporation, to the extent caused by
the negligent acts, errors or omissions of the Contractor or any of its employees, agents, partners,
subcontractors, consultants, or others working on behalf of the Contractor in performance of the
Services under this Agreement. Nothing in this paragraph shall constitute an agreement by the
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Page 117 of 336
Revised 12.22.21
Contractor to indemnify or hold the City harmless for any omission or action by the City or any of
its elected and appointed officials, officers, agents, or employees. By demanding this right to
indemnification, the City in no way waives or limits its rights under the Colorado Governmental
Immunity Act, C.R.S. § 24-20-101, et. seq.
13. AUTHORITY
The individuals executing this Agreement represent that they are expressly authorized to enter into
this Agreement on behalf of City and the Contractor and bind their respective entities.
THIS AGREEMENT is executed and made effective as provided above.
CITY OF LITTLETON, COLORADO
By:
Mark Relph, City Manager
Dave Ems, Procurement Officer
APPROVED AS TO FORM CONTRACTOR
By:_____________________ By: ______
Reid Betzing, City Attorney Jason Mumm
Principal
DocuSign Envelope ID: 6D5503F4-6A27-48CD-8801-E81E398E9156
4/29/2022
4/29/2022
5/1/2022
John Ghilarducci
President
Page 118 of 336
Revised 12.22.21
EXHIBIT A
To Agreement between the City and FINANCIAL CONSULTING SOLUTIONS GROUP, INC.
1. Scope of Services. The Contractor hereby agrees to and accepts responsibility to perform
the services described on the attached Exhibit B (Scope of Services/Proposal).
2. Time of Performance. Performance of the Services of the Contractor shall commence on
04/08/2022 and shall be completed, or shall end, by 04/08/2023.
3. Compensation. The City agrees to compensate the Contractor for the performance of the
Services detailed in Exhibit B, as follows:
A. Lump Sum: The total sum of $ 0.00 for the Services described in Exhibit B. If the City
is satisfied with Contractor’s performance, the City shall pay this sum within forty-five
(45) days of receipt of Contractor’s invoice indicating that it has completed the Services.
Non-reimbursable Costs, Charges, Fees, or Other Expenses. Any fee, cost, charge, fee,
or expense incurred by the Contractor shall be deemed a non-reimbursable cost and shall
be borne by the Contractor and shall not be billed or invoiced to the City and shall not be
paid by the City. If dollar amount in this Sub-paragraph A, Lump Sum, is zero, this Sub-
paragraph shall void and of no effect.
B. Time and Material: The Contractor shall perform the Services described in Exhibit B and
shall invoice the City for work performed based on the rates and/or compensation
methodology described in Exhibit B. Total compensation (including any and all
mobilization costs, other costs, charges, fees, or other expenses that might otherwise be
incurred by other contractors and payable as a reimbursable expense) shall not exceed $
40,000.00 The Contractor shall submit invoices and requests for payment in a form
acceptable to the City. Invoices shall not be submitted more often than once each month
unless otherwise approved by this Agreement or in writing by the City. Unless otherwise
directed or accepted by the City, all invoices shall contain sufficient information to
account for all Contractor time (or other appropriate measure(s) of work effort) and all
authorized reimbursable expenses for the Services during the stated period of the invoice.
Following receipt of a Contractor’s invoice, the City shall promptly review the
Contractor’s invoice. The City may dispute any Contractor time, reimbursable expense,
and/or compensation requested by the Contractor described in any invoice and may
request additional information from the Contractor substantiating any and all
compensation sought by the Contractor before accepting the invoice. When additional
information is requested by the City, the City shall advise the Contractor in writing,
identifying the specific item(s) that are in dispute and giving specific reasons for any
request for information. The City shall pay the Contractor within forty-five (45) days of
the receipt of an invoice for any undisputed charges or, if the City disputes an item or
invoice and additional information is requested, within thirty (30) days of acceptance of
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the item or invoice by the City following receipt of the information requested and
resolution of the dispute. To the extent possible, undisputed charges within the same
invoice as disputed charges shall be timely paid in accordance with this Agreement.
Payment by the City shall be deemed made and completed upon hand delivery to the
Contractor or designee of the Contractor or upon deposit of such payment or notice in the
U.S. Mail, postage pre-paid, addressed to the Contractor. If dollar amount in this Sub-
paragraph B, Time and Material, is zero this Sub-paragraph shall be void and of no effect.
C. Annual Fee: The annual sum of $ for the Services described in Exhibit B. The City shall
pay this sum in equal monthly payments over twelve months. Non-reimbursable Costs,
Charges, Fees, or Other Expenses. Any fee, cost, charge, fee, or expense incurred by the
Contractor shall be deemed a non-reimbursable cost and shall be borne by the Contractor
and shall not be billed or invoiced to the City and shall not be paid by the City. If dollar
amount in this Sub-paragraph C, Annual Fee, is zero, this Sub-paragraph shall be void
and of no effect.
4. Special Conditions.
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Firm Headquarters Redmond Town Center
7525 166th Ave NE, Ste. D-215 Redmond, Washington 98052
Established 1988 Washington | 425.867.1802
Oregon | 503.841.6543 Colorado | 719.284.9168
August 1, 2022
Keith Reester
Director of Public Works, City of Littleton
2255 W. Berry Ave.
Littleton, CO 80120
Subject: Amendment to FCS GROUP Scope and Budget
Dear Mr. Reester:
Per our recent discussions together and with Pieter Van Ry from the City of Englewood, the
following is an estimated amendment to our agreement for the purposes of increasing the scope of
work to include both the Littleton and Englewood connector districts. It is our understanding that
Englewood will provide the funding for the proposed amendment.
The scope of work is the same as our original, which included only the Littleton connector districts.
However, we are increasing the expected timeline for completion and the budget to accommodate the
13 additional Englewood connectors. Task 1 of our original scope is completed; there is no need to
amend it to add the Englewood connectors. Tasks 2 – 5 are amended as shown below.
Task 2: Identify and Define the Connector Districts’ Preferences
This task will involve engaging in outreach to the City’s Littleton and Englewood connector districts
in an effort to solicit their input into the first draft of the new agreement.
• Schedule and facilitate one individual meeting with each of the connector districts. Before
each meeting, we will provide the districts with appropriate background materials and
preliminary questions intended to help them prepare their comments in advance.
• Schedule and facilitate one group meeting for all Littleton connector districts and one group
meeting for all Englewood connector districts. The group meetings is are an opportunity to
solicit group feedback about the agreement. In our experience, we often get different kinds
of comments from a group setting than individual ones.
• Document the individual and group comments.
Task 3: Develop Initial Draft
Based on the input received in Tasks 1 and 2, FCS GROUP will prepare an initial draft of the
business terms and conditions.
• Circulate the initial draft to Littleton, Englewood the City, and all connector districts.
• Review the initial draft with both Littleton and Englewood the City. We will request written
comments on the draft. After the City’s comments are received, we will schedule and
Page 121 of 336
August 1, 2022
Keith Reester, Dir. Public Works, City of Littleton
RE: Amendment to FCS GROUP Scope and Budget
www.fcsgroup.com
facilitate a review meeting to discuss how to incorporate the City’s comments into the
document.
• Review initial draft with all connector districts. We will request written comments from each
connector district. Once those comments are received, we will schedule and facilitate one
group meeting with the districts to review their comments and discuss how to incorporate
them into the document.
Task 4: Identify and Work to Resolve Key Issues
Working from the comments received on the initial draft, FCS GROUP will document those elements
in which the City’s Littleton, Englewood, and the connector districts’ preferences conflict. We will
then work with all parties the City and the districts to develop alternative proposals to resolve the
conflicts.
Task 5: Document the Final Disposition
After up to three review meetings with the City and districts parties, FCS GROUP will document the
remaining conflicts and prepare a final version of the agreement terms, noting those elements where
conflicts still exist. We will provide Littleton and Englewood the City with our recommendations, if
appropriate, for finalizing the agreement.
The initial not-to-exceed budget for the above scope of services shall be increased from $40,000 to
$61,850.
We will endeavor to complete the scope of services as quickly as possible in coordination with the
City's timelines. We will keep you apprised of the status of our work at regular intervals. The City
may terminate our engagement at any time at its convenience; we will bill the City for any fees and
expenses incurred up to termination. We understand the confidential nature of our engagement. We
will not share any details discovered or developed in our work with any party other than those
authorized by the City.
I will serve as the principal-in-charge on behalf of FCS GROUP and manage the project. You can
contact me at my direct phone number at (303) 652-7548 or by email at jasonm@fcsgroup.com.
Yours very truly,
Jason Mumm
Principal
Approved
Page 122 of 336
August 1, 2022
Keith Reester, Dir. Public Works, City of Littleton
RE: Amendment to FCS GROUP Scope and Budget
www.fcsgroup.com
Keith Reester
Public Works & Utilities Director
City of Littleton
Page 123 of 336
August 1, 2022
Keith Reester, Dir. Public Works, City of Littleton
RE: Amendment to FCS GROUP Scope and Budget
www.fcsgroup.com
FCS GROUP
2022 STANDARD FEE SCHEDULE
Effective November 8, 2021
LABOR
POSITION/TITLE BILLING RATE
Principals Standard Rate $280
Project Managers
• Senior Project Manager / Practice Lead Standard Rate $215
• Project Manager II Standard Rate $205
• Project Manager I Standard Rate $195
• Assistant Project Manager Standard Rate $185
Consultants
• Project Consultant Standard Rate $175
• Senior Analyst Standard Rate $155
• Analyst Standard Rate $145
Administrative and Technical Support
Public Relations $155
Technical Writer/Graphic Artist $130
Administrative Support $ 90
DIRECT EXPENSES
Major direct expenses, such as travel, mileage, and lodging, will be charged at cost. Other expenses
will not be directly charged unless by mutual agreement of the client and FCS GROUP, and specific
terms will be established in advance before expenditure and billing.
SUBCONSULTANTS
Sub consultants will be charged at invoiced cost plus 10% when applicable.
Page 124 of 336
August 1, 2022
Keith Reester, Dir. Public Works, City of Littleton
RE: Amendment to FCS GROUP Scope and Budget
www.fcsgroup.com
BUDGET DETAIL
Task Mumm Hobart Total Hours
Task 1 8 8 16
Task 2 32 62 32 62 64 124
Task 3 8 8 16
Task 4 24 40 24 40 48 80
Task 5 8 8 16
Total Hours
Rate / Hr.
Total Fees
Expense & Contingency
Budget Request
126
$280
$35,280
$1,000
126
$195
$24,570
$1,000
252
-
$59,850
$2,000
$61,850
Page 125 of 336
Revised 10032022
CITY OF LITTLETON
AMENDMENT #1 TO AGREEMENT FOR PROFESSIONAL SERVICES
THIS AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (“Amendment”) is
entered into on 10/18/2022 by and between FCS GROUP whose business address is 7525 166TH
AVENUE NE, Ste. D-215 REDMOND, WA 98052 (the “Contractor”) and the CITY OF
LITTLETON, COLORADO (“City”), a Home Rule municipality of the State of Colorado. The
City and the Contractor may be collectively referred to as the “Parties.”
RECITALS AND REPRESENTATIONS
WHEREAS, the City and Contractor entered into that certain Professional Services
Agreement described on Exhibit A (the “Agreement”); and
WHEREAS, the Parties desire to amend the Agreement;
NOW, THEREFORE, in consideration of the benefits and obligations of this Agreement,
the Parties mutually agree as follows:
1. To amend the scope/fee in order to include thirteen (13) additional Englewood connector
districts agreements with associated costs not to exceed an additional $21,850, as outlined
in the updated Scope of Work. This Amendment is subject to approval of an
Intergovernmental Agreement between Littleton and Englewood, which specifies that
Englewood will provide funding for this amendment.
2. No other terms and conditions of the Agreement are modified except as provided in this
Amendment.
3. The individuals executing this Amendment represent that they are expressly authorized to
enter into this Amendment on behalf of the City and the Contractor and bind their
respective entities.
THIS AMENDMENT is executed and made effective as provided above.
CITY OF LITTLETON, COLORADO
By:
Jim Becklenberg, City Manager
APPROVED AS TO FORM CONTRACTOR
By:_____________________ By:
Reid Betzing, City Attorney John Ghilarducci, President FCS
Page 126 of 336
Intergovernmental Agreement with the City of Littleton
City Council, Regular Session
Pieter Van Ry, Englewood Utilities and South Platte Renew Director
November 21, 2022
Page 127 of 336
IGA Background
•19 Sanitation Districts
•Englewood: 13 districts
•Littleton: 8 districts
*Two districts connect through both cities
•Connector District Agreements:
•Evaluate Key Business Terms
•Identify Key Issues
•Meet with Connector Districts
•IGA to cost share for $21,850
Page 128 of 336
Questions?Page 129 of 336
Thank you
Page 130 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Tamara Niles
DEPARTMENT: City Attorney's Office
DATE: December 5, 2022
SUBJECT:
CB 70 - Approve an ordinance amending EMC 7-6C-6 to update
municipal code to reflect current City property ownership.
DESCRIPTION:
CB 70 - This council bill proposes amendments to municipal code's open firearm prohibition on
City facilities, to reflect current city facilities and for clarity regarding firearms definition and
exceptions.
RECOMMENDATION:
Consider council bill amending EMC 7-6C-6
PREVIOUS COUNCIL ACTION:
At its October 17, 2022 meeting, City Council considered a Council Bill amending EMC 7-6C-6.
That Council Bill accomplished three things: amending code to mirror the Colorado Vote Without
Fear Act, accurately reflect City property, and revise for clarity by referencing a clear definition
in state law and clarifying exceptions. Council did not move forward with the proposed bill, but
on October 26, 2022, Mayor Pro Tem Ward requested a Council Bill be drafted to ensure code
accurately reflects current City property and provides clarity.
SUMMARY:
Englewood Municipal Code regarding open carry of firearms refers to City facilities and parks that
are no longer existing, and it omits some current City facilities and parks. The proposed council
bill is a municipal code clean-up effort, to refer to current City facilities and parks, and to provide
additional updates for clarity by referring to the statutory definition of firearms and to specifically
exempt peace officers and uniformed security guards while on duty.
COUNCIL ACTION REQUESTED:
Consider council bill amending EMC 7-6C-6
FINANCIAL IMPLICATIONS:
None anticipated
ATTACHMENTS:
Council Bill #70
Page 131 of 336
1
BY AUTHORITY
ORDINANCE NO. ____ COUNCIL BILL NO. 70
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER WINK
AN ORDINANCE AMENDING TITLE 7, CHAPTER 6C, SECTION 7-6C-6
OF ENGLEWOOD MUNICIPAL CODE TO ADD AND REMOVE CITY
FACILITIES FOR OPEN CARRY OF FIREARMS ON CITY PROPERTY.
WHEREAS, Englewood Municipal Code regarding open carry of firearms refers to City
facilities and parks that are no longer existing; and
WHEREAS, Englewood Municipal Code regarding open carry of firearms omits some
current City facilities and parks; and
WHEREAS, Englewood Municipal Code requires updating to refer to current City
facilities and parks, and to provide additional updates for clarity by referring to the statutory
definition of firearms and to specifically exempt peace officers and uniformed security guards
while on duty.
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 6C, Section 7-6C-6 of Englewood Municipal Code is hereby amended to read as
follows (new provisions underlined, deleted provisions struck through):
7-6C-6: Prohibition on the Open Carrying of Firearms.
A. No person shall openly carry a firearm as defined by C.R.S. § 18-1-901(3)(h) The ope
carrying of firearms is prohibited in the following public areas within the City of Englewood:
except for on-duty Police Department personnel.
1A. All City-owned structures, including CityCenter, excluding the Alexan Apartment
Complex and the Wal-Mart property; Bi-City Wastewater Treatment Plant; Allen Water
Treatment Plant and Reservoir; Miller Building ServiCenter; Englewood Police
Department; Safety Services Center (Police-Fire Building) Englewood Police Substation;
Fox Street Safety Services Building; Acoma Street Fire Station; Tejon Street Fire Station;
Malley Senior Center; Englewood Recreation Center; Englewood Housing Authority
Housing Offices; 3460 S. Sherman; Englewood Housing Authority Simon Center; and
Englewood Housing Authority Orchard Place.
2B. All City owned or operated parks, trails, recreational facilities, and greenspaces,
including Belleview Park; Cushing Park; Centennial Park; Brent Mayne Field; Jason
Park; Romans Park; Bates/Logan Park; Cornerstone Park; Rotolo Park; Duncan Park;
Barde Park; Emerson Park; Clarkson/Amherst Park; Baker Park; Miller Field; Depot Park
Page 132 of 336
2
Property; Sinclair Pool; Pirates CoveAquatic Center at Belleview; Mary Carter Greenway
and Trail; Little Dry Creek Greenway and Trail; Big Dry Creek Greenway and Trail;
Northwest Greenbelt and Trail; Southwest Greenbelt and Trail; Hosanna Athletic
Complex.
B. This section shall not apply to the open carrying of firearms by:
1. A uniformed security guard acting within their scope of duties pursuant to
contract with the owner of property described above; and
2. On-duty peace officers, acting within their scope of authority and in the
performance of their duties.
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. 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.
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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 21st day of November, 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper the 24th day
of November, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on the 23rd
day of November, 2022 for thirty (30) days.
Read by Title and passed on final reading on the 5th day of December, 2022.
Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022,
on the 8th day of December, 2022.
Published by title on the City’s official website beginning on the 7th day of December,
2022 for thirty (30) days.
This Ordinance shall take effect thirty (30) days after publication following final passage.
Othoniel Sierra, Mayor
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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 135 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Tamara Niles
DEPARTMENT: City Attorney's Office
DATE: December 5, 2022
SUBJECT:
CB 73 - Approve an ordinance creating EMC 1-4-4 regarding
collection of debts owed to the City
DESCRIPTION:
CB 73 - Approve an ordinance creating EMC 1-4-4 authorizing City to recover costs of collection
for unpaid debts
RECOMMENDATION:
Consider council bill creating EMC 1-4-4, authorizing the City to add reasonable costs of
collection for unpaid and overdue City debts and utilize an outside debt collection service
provider to collect such debts
SUMMARY:
The City is evaluating many of its practices, to mirror those from other cities and to implement
best practices, to maximize its revenue in light of an anticipated budget shortfall in 2024. The
City Attorney's Office is drafting a comprehensive collections policy, to guide City staff on the
tools, policies, and procedures to impose and collect unpaid and overdue accounts receivable to
maximize recovery.
As part of that project, the City Attorney's Office evaluated collections practices from various
other cities. The City as a whole does not use an outside collections services provider to assist
in collecting City debts. The proposed ordinace authorizes staff to add reasonable costs of
collection to unpaid and overdue City debts, to send to an outside collections services provider.
This proposed ordinance is step one of the City collections project, and lays the groundwork for
the City to maximize recovery if and when it chooses to utilize an outside collections provider.
The City Attorney's Office anticipates it will propose a comprehensive collections policy to City
Council at a future study session; and that City Council will be asked to approve a contract with
an outside collection services provider at a later date. Currently, the only City department that
utilizes an outside provider is Municipal Court. The proposed ordinance would authorize the
Court to add reasonable costs of collection to unpaid fines, costs, restitution, and other amounts
assessed by the Court prior to sending those amounts to an outside collector for collection to
compensate the Court for the amounts paid to the collector and ensure victim restitution is not
reduced by the costs of collection.
COUNCIL ACTION REQUESTED:
Page 136 of 336
Consider council bill creating EMC 1-4-4, authorizing the City to add reasonable costs of
collection for unpaid and overdue City debts and utilize an outside debt collection service
provider to collect such debts
FINANCIAL IMPLICATIONS:
Staff anticipates this will allow the City to collect more of its unpaid and overdue accounts
receivable. The exact financial impact is unknown.
ATTACHMENTS:
Council Bill #73
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1
BY AUTHORITY
ORDINANCE NO. ____ COUNCIL BILL NO. 73
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER WINK
AN ORDINANCE AMENDING ENGLEWOOD MUNICIPAL CODE
TITLE 1, CHAPTER 4, SECTION 1-4-4 CONCERNING THE
COLLECTION OF UNPAID AND OVERDUE TAXES, DEBTS, FINES,
FEES, RESTITUTION, BOND FORFEITURES AND CIVIL PENALTIES
IMPOSED BY ENGLEWOOD MUNICIPAL CODE AND ENGLEWOOD
MUNICIPAL COURT.
WHEREAS, Englewood Municipal Code is silent on collection procedures for the
payment of fines, fees, restitution, and other amounts owed to the City of Englewood and
Englewood Municipal Court; and
WHEREAS, repeated collection efforts by the City or Court can result in multiple attempts
to collect, including Municipal Court hearing dates and monitoring compliance with a promised
payment plan; and
WHEREAS, a survey of other Colorado municipalities indicates the use of outside debt
recovery agencies is not uncommon; and
WHEREAS, in an effort to limit extensive staff time that impacts their ability to perform
their job duties, repeated Court appearances, and a continued threat of criminal prosecution for
people that only owe funds to Municipal Court, the City of Englewood desires to amend its
Municipal Code to provide for a clear avenue to utilize outside, civil debt recovery services for
unpaid and overdue fines, fees, restitution, bond forfeitures, civil penalties, and other amounts
owed to the City of Englewood.
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 4, Section 1-4-4 of Englewood Municipal Code is hereby created to read as
follows (new provision underlined):
1-4-4: Collection of Taxes, Debts, Fines, Fees, Penalties and Restitution.
A. The City of Englewood may use any lawful method of collecting overdue and unpaid
debts, taxes, fees, fines, costs, court costs, default judgments, bond forfeitures, restitution and
civil penalties due to the City, or as assessed by Englewood Municipal Court, plus reasonable
costs of collection and interest at the statutory rate for unpaid civil judgments. "Reasonable costs
of collection" shall include all out-of-pocket costs expended, plus fees and costs of the City
Page 138 of 336
2
Attorney, private counsel retained by the City, and/or a debt recovery agency retained by the
City, but not to exceed thirty-three percent (33%) of the initial amount due unless otherwise
ordered by a Court of law.
B. In the event a defendant fails to pay any fine, fee, penalty, cost, restitution, or other
amount assessed by Englewood Municipal Court by the date so ordered, the Court may sua
sponte assess and order the defendant to pay an additional amount not to exceed thirty-three
percent (33%) of the amount collected as reasonable costs of collection and refer a portion or all
of the unpaid amount to a debt recovery agency for collection.
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. 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
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3
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 21st day of November, 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on the 24th day of
November, 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on the 23rd day
of November, 2022 for thirty (30) days.
Read by Title and passed on final reading on the 5th day of December, 2022.
Published by Title in the City’s official newspaper as Ordinance No. ___, Series of 2022, on
the 8th day of December, 2022.
Published by title on the City’s official website beginning on the 7th day of December, 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 140 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Karen Montanez
DEPARTMENT: Community Development
DATE: December 5, 2022
SUBJECT: Renewal of AEC-West Contract for 2023
DESCRIPTION:
Renewal of the annual AEC-West contract for supplemental building review and inspections.
RECOMMENDATION:
Staff recommends the approval of the proposed Professional Services Agreement with AEC-
West Consultants, Inc. for building plan review and inspection services, when required.
PREVIOUS COUNCIL ACTION:
City council approved Professional Services Agreement (PSA) 19-33 in May 2019. In April
2020 and November 2021, city council approved Amendment #1 and #2 to the agreement. In
May 2021, city council approved an amendment to Amendment #2 of the PSA to increase the
contract from $130,000 to $430,000 for calendar year 2022, based on increased building activity
and complexity, including several large multi-family development projects.
SUMMARY:
The building division utilizes a third-party consultant, the incumbent is AEC-West Consultants,
to review large projects such as Swedish Hospital additions and new multi-story projects such
as the Lehow Apartments. The building division also utilizes inspection services provided by
AEC-West when City of Englewood inspectors are on leave and inspections cannot be covered
by remaining staff.
ANALYSIS:
The building division has utilized these professional services for several years on an as-needed
basis. The division issued an RFP in 2019 per the city procurement policies and received four
proposals. After review, the building division selected AEC-West Consultants' proposal based
on qualifications, timeliness of response, competitive pricing and knowledge of the city's policies
and procedures. The PSA signed in 2019 provided for three renewal options. The building
division is requesting to exercise the third renewal option through Amendment #3 to PSA/19-33.
COUNCIL ACTION REQUESTED:
The building division has determined that the utilization of a third-party consultant is the most
practical and cost-efficient method through which to continue providing quality and timely
building and inspection services to the community. Staff recommends the approval of
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Amendment #3 to the Professional Services Agreement with AEC-West Consultants for plan
review and inspection services.
FINANCIAL IMPLICATIONS:
Amendment #3 to the Professional Services Agreement, not to exceed $130,000, is for one
year. The $130,000 is included in the Community Development 2023 professional services
budget. The building division anticipates an expenditure of approximately $120,000, with the
remaining $10,000 allocated for unexpected projects and unanticipated or emergency staff
leave needs.
CONNECTION TO STRATEGIC PLAN:
The utilization of a third-party consultant for as-needed plan reviews and inspections ensures
the building division continues to provide effective and efficient services to the community as
part of the city's commitment to good governance.
ATTACHMENTS:
Contract Approval Summary
PSA21-96 AEC-West Consultants, Inc. Renewal Agreement
Page 142 of 336
Contract Approval Summary
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: Karen Montanez Phone: 303.762.2355
Title: Chief Building Official Email:
kmontanez@englewoodco.gov
Vendor Contact Information
Vendor Name: AEC-West Consultants, Inc. Vendor Contact: James Horne
Vendor Address:
4605 Quebec Street, Unit B8
Vendor Phone:
303.377.6963 x106
City: Denver Vendor Email:
State: CO Zip Code: 80216 james@AEC-West.com
Contract Type
Contract Type:Professional 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: 1/1/2023 End Date: 12/31/2023 Total Years of Term: 1
Total Amount of Contract for term (or estimated amount
if based on item pricing):
$130,000
If Amended: Original Amount
$
Amendment Amount
$
Total as Amended:
$
Renewal options available:
2
Payment terms (please
describe terms or attach
schedule if based on
deliverables):
Payable upon receipt of invoice
Attachments:
☐Copy of original Contract if this is an Amendment
☐Copies of related Contracts/Conveyances/Documents
The city is in need of building plan review and inspection services to supplement city staff
plan review and inspection services. The city continues to have a high need to provide
timely review of building plans and inspections for conformance with adopted codes. The
need currently exceeds the capacity of existing city staff to meet service desires and is
Page 143 of 336
Contract Approval Summary
Page | 2
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* (Continue on Next Page):
Based on Section 6 of the city’s Procurement Procedural Document Supporting
the Procurement Policy dated June, 2020, a formal competitive process is not
required for professional services.
Consultant has proven its reliability and understanding of the city’s building plan
review and inspection services and works well with city staff. Consultant’s fees
are competitive, if not below market.
Consultant is currently working on projects that will carry over from 2022 to
2023.
*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
CAPITAL ONLY A B C 1 = A-B-C
Capital
Operating Year
Tyler / New World
Project # / Task#Fund Division Object Line Item Description Budget
Spent to
Date
Contract
Amount
Budget
Remaining
O 2023 02 801 54201 $180,000.00 -$ 130,000.00$ 50,000.00$
-$ -$
-$
-$
Total by Fund - Current Year 180,000.00$ -$ 130,000.00$ 50,000.00$
-$ -$ -$ -$
-$ -$ -$ -$
Grand Total $180,000.00 $0.00 $130,000.00 $50,000.00
CAPITAL & OPERATING EXPENSE
Page 144 of 336
1
RENEWAL AGREEMENT #1
TO
PROFESSIONAL SERVICES AGREEMENT (PSA/21-96)
BETWEEN AEC-WEST CONSULTANTS INC. AND THE CITY OF ENGLEWOOD
FOR PLAN REVIEW AND INSPECTION SERVICES
THIS RENEWAL AGREEMENT #1 to the Professional Services Agreement dated
November 3, 2021, made and entered into on this ________ day of ________________, 2022 by
and between The City of Englewood, hereinafter the “City,” and AEC-West Consultants Inc.,
hereinafter referred to as “Consultant,” and collectively referred to as the “Parties”.
WHEREAS, on November 3, 2021 the Parties entered into Professional Services
Agreement 21-96 ("PSA") for plan review and inspection services; and
WHEREAS, the PSA was for a one-year term, from January 1, 2022 through December
31, 2022 with the option to renew the PSA for three one-year renewals; and
WHEREAS, during the term of the PSA, Consultant has provided plan review and
inspection services pursuant to the applicable Statement of Work ("SOW") accompanying the PSA
within the time frames set forth in the Agreement and SOW; and
WHEREAS, the parties now desire to exercise the first renewal option and extend the PSA
for another one-year term, from January 1, 2023, through December 31, 2023.
NOW, THEREFORE, City and the Consultant agree to this Renewal Agreement #1 as
follows:
I. RENEWAL AGREEMENT TERMS
This Renewal Agreement is entered into to modify the terms of the original PSA and all
prior amendments thereto as follows:
(1) Paragraph 8 of the PSA is hereby amended to extend the term of the agreement by an
additional year period from January 1, 2023, through December 31, 2023. The Parties will
continue to have the option to renew the Agreement as specified in the PSA, i.e. with two
annual renewal options.
(2) to change the scope of services to include the Outline of Statement of Work
attached hereto as Schedule A and incorporated herein for the renewal term.
II. SCHEDULE A – OUTLINE OF STATEMENT OF WORK
The Outline of Statement of Work attached hereto as Schedule A and incorporated
herein by reference outlines the understanding and performance that each Party shall
provide to the other pursuant to the terms and conditions of the Agreement and any
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2
amendments thereto. The attached Schedule A shall replace any prior Outline of Statement
of Work in the Agreement and any prior Amendments.
III. COMPENSATION
Compensation and Payment for the services described in the Outline of Statement of
Work, attached hereto, shall be per the terms of the PSA in an amount not to exceed
$130,000.00 for the contract term, January 1, 2023 through December 31, 2023.
IV. INCORPORATION BY REFERENCE OF PSA
Except as specifically modified herein, all other terms and conditions of the PSA are
incorporated by reference as if fully set forth herein, and shall continue in full force and
effect until the earlier of (a) expiration or termination of this Renewal Agreement #1, or
(b) mutual agreement in writing by the Parties hereto.
IN WITNESS WHEREOF, the City and Consultant do hereby execute this Renewal
Agreement #1 to the Professional Services Agreement (PSA/21-96).
OWNER: CITY OF ENGLEWOOD, COLORADO
By: __________________________________ Date:_______________________________
(Mayor)
By: __________________________________ Date:_______________________________
(Department Director)
By: __________________________________ Date:_______________________________
(City Manager)
Attest: __________________________________ Date:_______________________________
(City Clerk)
CONSULTANT: AEC-WEST CONSULTANTS INC.
By: ___
__________________________________
(Print Name)
Title: __________________________________
Date: __________________________________
10-28-2022
Principal
James P. Horne
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3
SCHEDULE A
OUTLINE OF STATEMENT OF WORK
1. GENERAL
Statement of Work for Professional Services Agreement between the City of Englewood,
Community Development Department (City) and AEC-West Consultants, Inc.
(Consultant), effective January 1, 2023, through December 31, 2023, with two annual
renewal options.
2. NAMES, PHONE NUMBERS AND EMAILS OF PROJECT COORDINATORS
Community Development: Karen Montanez, Chief Building Official
303.762.2355
kmontanez@englewoodco.gov
AEC-West Consultants, Inc.: James Horne, Principal
303.377.6963 x106
james@AEC-West.com
3. SUMMARY OF PURPOSE FOR STATEMENT OF WORK
The City is in need of building plan review and inspection services to supplement city
staff plan review and inspection services. The City continues to have a high need to
provide timely review of building plans and inspections for conformance with adopted
codes. The need currently exceeds the capacity of existing city staff to meet service
desires and is expected to continue.
4. EQUIPMENT AND PROGRAMMING TO BE PROVIDED BY CITY (IF ANY)
City shall provide Consultant with a list of requested inspections and supporting
documents.
5. OTHER CONSULTANT RESOURCES
No additional consultants shall be engaged without prior written approval by the City.
6. DESCRIPTION OF WORK PRODUCT AND DELIVERABLES
A. Projects will include typical residential and commercial projects, including the full range
from new-builds to remodels and additions; structural engineering plan reviews; and
residential and commercial roof, mechanical, plumbing and/or electrical inspections.
Work may also include unusual projects with which the city staff has limited
experience.
B. Consultant will provide code compliant plan review and inspection services on an as
requested basis using qualified professionals. Services will be provided per the City’s
adopted codes, amendments and ordinances.
C. Consultant will provide written reports of code deficiencies, including
architectural/accessibility, mechanical, plumbing, electrical, and structural.
Page 147 of 336
4
D. Consultant will review all schematics, design development, and permits as requested.
E. Consultant will attend any Building Division and design team meetings as requested.
F. Consultant will provide resolution of deficiencies and verification of permit documents.
G. Consultant will provide a 2 to 3 week turnaround on most projects.
7. SPECIAL TERMS, IF ANY
A. Consultant is not obligated to perform services beyond what is contemplated by the
Agreement. Any changes or additions to the scope of work shall be done in writing
and shall specifically state the additional fees, if any, for such changes.
B. Consultant is under no obligation to perform and will not perform any inspection
services relating to site infrastructure including roads, parking lots, landscaping,
drainage or other matters not included as building code issues.
C. The Professional Services Agreement for services rendered will not exceed One
Hundred Thirty Thousand Dollars ($130,000.00).
8. MODE OF PAYMENT
Payment will be made to Consultant in the form of a check.
9. PAYMENT SCHEDULE
A. Consultant shall submit an invoice to the City for work completed and reimbursable
expenses incurred on a monthly basis. City will pay Consultant within 30 days of
receipt of said invoice.
B. City will pay Consultant for work in accordance with the following payment schedule.
All payments are contingent on Consultant’s satisfying the Deliverables/Milestones set
forth in paragraph 10. Schedule and Performance Milestone. Payments shall be made
upon City’s written confirmation to Consultant that the Deliverables/Milestones have
been satisfied.
Page 148 of 336
Page 149 of 336
Page 150 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Nancy Fenton
DEPARTMENT: Community Development
DATE: December 5, 2022
SUBJECT:
Renewal Agreement #2 with MV Transportation for the 2023
operations of the Englewood trolley.
DESCRIPTION:
Motion to approve Renewal Agreement #2 to Transit Shuttle Services Operation Contract with
MV Transportation in the amount of $462,794.40 for 2023 operations of the Englewood trolley.
RECOMMENDATION:
The city's contract with MV Transportation expires December 31, 2022. Council approval is
needed for the 2023 renewal agreement for trolley operations to continue.
PREVIOUS COUNCIL ACTION:
Council approved by motion, in August 2004, a contract for transit services with Laidlaw Transit
Services and subsequently extended this contract by Resolution No. 87, Series of 2005, by
Resolution No. 77, Series of 2006, by motion on December 3, 2007, by motion on March 3,
2008, and by motion on April 6, 2009.
Council approved by motion on December 21, 2009, a contract for transit services with MV
Transportation, Inc., and subsequently extended the contract by motion on February 22, 2011,
by motion on March 5, 2012, by motion on February 4, 2013, by motion on March 17, 2014, by
motion on February 2, 2015, by motion on March 14, 2016, by motion on March 6, 2017, by
motion on April 2, 2018, by motion on February 4, 2019, by motion on October 21, 2019, by
motion on December 7, 2020, and by motion on December 6, 2021.
SUMMARY:
Renewal Agreement #2 to the MV Transportation contract is attached. The agreement covers
trolley operations from January 1, 2023 through December 31, 2023 with no changes to current
levels of service.
ANALYSIS:
A Request for Proposals (RFP) was issued in 2019 which was awarded to MV Transportation.
Based on the city's procurement practice, which is consistent with the state's policy, a new RFP
needs be issued after five years. In 2023, the city will be partnering with the Englewood
Downtown Development Authority (EDDA) to conduct a feasibility study on trolley usage and
operations. Based on the findings of that study, a RFP will be issued for 2024 trolley operations.
Page 151 of 336
Renewal Agreement #2 is to the Transit Shuttle Services Operation Contract for the period of
January 1, 2023 through December 31, 2023 between MV Transportation and the City of
Englewood in the amount of $462,794.40 . The term for Renewal Agreement #1 was for the
calendar year 2022 and recognized the parties may agree to a one-year renewal through the
proposed agreement. The full 2023 operational expenses related to the Englewood Trolley have
been incorporated into the approved 2023 Community Development budget. The contract, as
presented, enters the city into a full one-year contract with MV Transportation at the current
levels of service.
Fuel for the trolley is provided by the city, and the fuel cost is then reimbursed by RTD as
provided for in an intergovernmental agreement (IGA) for shuttle cost sharing. The city has
provided fuel for the trolley since operations began in September 2004. Because the city does
not pay fuel tax, the cost of fuel for the trolley is less than fuel commercially available and the
savings result in a lower cost of operation.
The contract continues the same level of 2022 service, operating Monday through Friday, 6:30
am to 6:30 pm at no cost to riders.
COUNCIL ACTION REQUESTED:
Staff recommends that the city council approve a motion to authorize Renewal Agreement #2 to
operate the Englewood Trolley in 2023.
FINANCIAL IMPLICATIONS:
Trolley operational expenses for 2023 will be $482,794.40. This amount includes the operating
costs to MV Transportation in the amount of $462,794.40, with the remaining $20,000
representing fuel costs for operating two trolley buses Monday-Friday, 6:30 A.M. to 6:30 P.M.
The Community Development Department has incorporated the entire funding amount into its
2023 approved department budget.
For 2023, RTD has tentatively approved $394,000 as its reimbursement to the city for trolley
operations, a 22 percent increase over 2022. The city's cost share for 2023 will be $88,794.49,
a 10.8 decrease over 2022.
CONNECTION TO STRATEGIC PLAN:
Continuing Englewood trolley service in 2023 addresses the following strategic plan goals:
Local Economy
• Ensure commercial areas, like neighborhoods, have unique character and pedestrian
amenities for employees and visitors.
Neighborhoods
• Ensure affordability.
Safety
• Develop sustainable solutions for both humans and living things.
Page 152 of 336
Transportation
• Increase ridership on RTD transit options in Englewood.
• Ensure an outstanding pedestrian experience along and near Englewood trolley stops
and route.
OUTREACH/COMMUNICATIONS:
The communications department has promoted the Englewood trolley through social media and
video.
ATTACHMENTS:
1. Contract Approval Summary
2. Renewal #2 Agreement with MV Transportation
3. Renewal #1 Agreement with MV Transportation
4. 2021 Professional Services Agreement with MV Transportation
5. Trolley Ridership
Page 153 of 336
act Approval Summaw
Contact Identi?cation Information (to be completed by the City Clerk)
ID number:Authorizing Resolutionlordinanoe:
Recording lnfonnation:
City Contact lntonnation
Staff Contact Person:Nancy Fenton Phone:303.762.2347
'|'It|e:Department Administrator Email:nfenton@eng|ewoodco.gov
Vendor Contact lntonnation
Vendor Name:MV Transportation,Inc.Vendor Contact:Allan Klepadlo
Vendor Address:2711 N Haskell Avenue,Vendor Phone:(312)607-8376
Suite 1500 LB2
City:Dallas Vendor Email:a|.k|epad|o@mvtransit.oom
State:TX Zip Code:75204
Contract Type
Contract Type:Professiona|Services
Description of ‘Other’Contract Type:
Description of Contract Worklservioes:
Operation and Management of the Englewood Trolley for 2023.
Attachments:
lZContract —Eloriginal lZCopy
I]Addendum(s)
El Exhibit(s)
I]Certi?cate of Insurance
Summary of Tenns:
Start Date:1/1/2023 End Date:12/31/2023 Total Years of Tenn:1
Total Amount of Contract for term (or estimated amount
if based on item pricing):$462,794.40
If Amended:Original Amount Amendment Amount Total as Amended:
$$$
Renewal options available:
Payment terms (please Payment will be made within 30 days of received invoioe.
describe terms or attach
schedule if based on
deliverables):
Attachments:
XCopy of original Contract if this is an Amendment
El Copies of related Contracts/Conveyances/Documents
March 2019 Update
Page |1
Page 154 of 336
act Approval Summaw
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LE5 (Wneeded):
For Operating Expense tine Item netaii,piease review inforrnatian provided in OpenGov.
For capitai items,please review Attachment -Prior Mantn praject status and Fund aala nce Report
Attachment (For Capital Items Only!Expense Line Item Detail is Located in Open Gov):
El Prior Month-End Project Status and Fund Balance Report
Process for Choosing Vendor (Check Box):
ElBid:El Bid Evaluation Summary attached
El Bid Response of Proposed Awardee
RFP:RFP Evaluation Summary Attached
IZ RFP Response of Proposed Awardee
El Quotes:Copy of Quotes a?ached
El Optimal Source:Provide Detailed Explanation:
El Sole Source (Use as much space as necessamfor detailed explanation):
El Quali?cation Based Selection I Best Value‘(Continue on Next Page):
‘Note:Quali?cations Based Selection I Best Value Justi?cation 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 I Low risk solution
4.)Ability to connect to with cunent City of Englewood IT systems
5.)Familiarization with the City of Englewood
Page |2
Page 155 of 336
.EF‘f§‘lewood
PROCUREM ENT DIVISION
RENEWAL AGREEMENT NUMBER 2
TO TRANSIT SHUTTLE SERVICES OPERATION CONTRACT
NOT TO EXCEED 462 794.40
THIS RENEWAL AGREEMENT #2 to the Transit Shuttle Services Operation Contract for the period of
January 1,2023 through December 31,2023,made and entered into on this day of
,20__by and between the City of Englewood hereinafter referred to as “City"and
MV Public Transportation,Inc.,hereinafter referred to as "MV"and collectively referred to as the
“Parties”.
WHEREAS,the Parties entered into an undated Transit Shuttle Services Operations Contract
(“Contract”)for the provision of shuttle trolley services within the City;and
WHEREAS,the Agreement was previously amended on December 6,2021 by Renewal
Agreement #1 to extend the term of Contract for 2022 and to recognize the parties may agree to a one-
year renewal;and
WHEREAS,during the past year MV has satisfactorily provided services pursuant to the
Contract,and within the time frames set forth in the Contract and the Parties desire to renew the
Contract for continued services to the City as contemplated within the Contract and Renewal Agreement
#1;and
WHEREAS,the Parties agree to continue to operate and abide by the terms and conditions of
Contract,except as specifically modified herein.
NOW,THEREFORE,City and MV hereby enter into this Renewal Agreement #2 as follows:
I.TERM
Paragraph 6 of the Contract is hereby amended to add the following sentence:
This Contract shall be extended for a term of twelve months commencing upon January 1,2023 and
ending at midnight,December 31,2023
ll.COMPENSATION
Paragraph 5 of the Contract is hereby amended to read as follows:
Compensation for 2023 shall be an amount not to exceed $462,794.40 ($75.62 per revenue servicehour).This rate is based upon an estimated volume of 6,120 annual revenue hours (12 revenue hourseachbususing2busesperdayfor255daysperyear)unless otherwise agreed upon.1000 Englewood Parkway,Englewood,Colorado 801102373(303)762-2300 www.eng|ewoodco.gov 1Page 156 of 336
~>um.8uoo;a_m$.§2sSmwmf:8938.8Em8ma_oo._59sm_?msm§_mm_5o;m_9_m88~S~\m:o_5.8Onomu:.Uz_.zo_._.<Eon_wz<E.U_._m3n_>5.v_5_o26_._.mm_._:_.<ewmm:m_>_3_oVEmaSmeEom.__n_EwE:mQwn:6:5gmCo>m_>:EmaSmoo<~_o._oo.n_oo.sm._ozmu_0>._._o“E230406.5200m:O_~m._®QOmwo_>._m.w0:550~_m:m._._.9:2NuEm.Emm.m<_m2....$mm_£2:098Sea;on>S_UcmE59:.u_om_mm..;>mmm_Z._._>>Z_.o§w:$2519:Em:3:_:._mEmm._mm_mE.._E3V.5NuwEmEmm._m<_m3m.._mm£5E:o:m:_E_2._o.._o_.m__uxmA83._m__._mmQ:__E:Gmtmcamcon::2:_m::_Eoo__m._mucm.:_m._m;2:2.mm>__E:mmmo:m_m.§Eumu?oeoucwSmuumzcoo9.:Emcoz?cooE8mE.§658m.c_m._m;umc_uoE>__mo___um%mmEooxmmozmzmumm>m20_._.<mOn_mOUz_.=_Page 157 of 336
.EFi'g°jlewood
PROCU REM EMT DIVISION
RENEWAL AGREEMENT NUMBER 1
TO TRANSIT SHUTTLE SERVICES OPERATION CONTRACT
NOT TO EXCEED 394 611.60
THIS RENEWALAGREEMENT #1 to the Transit Shuttle Services Operation Contract for the period of
January 1,2021 through December 31,2021,made and entered into on this day of
_______j_,20_by and between the City of Englewood hereinafter referred to as "City"and
MVPublic Transportation,Inc.,hereinafter referred to as “MV”and collectively referred to as the
"Parties".
WHEREAS,the Parties entered into an undated Transit Shuttle Services Operations Contract
(“Contract”)for the provision of shuttle trolley services within the City;and
WHEREAS,the term of the Contract was for the calendar year 2021,and recognized the parties
may agree to a one-year renewal;and
WHEREAS,the Contract stated the hourly rate for a renewal term in 2022 would be $64.48 per
hour;and
WHEREAS,during the past year MVhas satisfactorily provided services pursuant to the
Contract,and within the time frames set forth in the Contract and the Parties desire to renew the
Contract for continued services to the City as contemplated within the Contract;and
WHEREAS,the Parties agree to continue to operate and abide by the terms and conditions of
Contract,except as speci?cally modi?ed herein.
NOW,THEREFORE,City and MV hereby enter into this Renewal Agreement #1 as follows:
I.TERM
Paragraph 6 of the Contract is hereby amended to read as follows:
This Contract shall be for a term of twelve months commencing upon January 1,2022 and ending at
midnight,December 31,2022,and the parties may agree to a one—year renewal.
ll.COMPENSATION
Paragraph 5 of the Contract is hereby amended to read as follows:
Compensation for 2022 shall be an amount not to exceed $394,617.60 ($64.48 per revenue service
hour).This rate is based upon an estimated volume of 6,120 annual revenue hours (12 revenue hours
each bus using 2 buses per day for 255 days per year)unless othewvise agreed upon.
For purposes of this Contract,revenue service hours shall be calculated from arrival at the ?rst shuttle
pi -I a'on th de a r fromth la h I r l tin.For2 2 s I tionswill
1000 Englewood Parkway,Englewood,Colorado 80110-2373
(303)762-2300 www.eng|ewoodoo.gov 1
Page 158 of 336
be Monday through Friday,6:30 a.m.to 6:30 p.m.with the total hours being estimated at 6,120 annually.Payment terms are net thirty (30)days from date of MV invoice.
III.FURTHER AMENDMENTS
The Contract shall be subject to all provisions of applicable state and federal law,even if not speci?cally
incorporated by reference therein.Moreover,any reference in the Contract to the term “illegal alien"
shall be replaced by the term “worker without authorization”.
IV.INCORPORATION BY REFERENCE
Except as speci?cally modi?ed herein,all other terms and conditions of the Contract are
incorporated by reference as if fully set forth herein,and shall continue in fullforce and effect until the
earlier of (a)expiration or tennination of this Renewal Mreement#1,or (b)mutual agreement in writing
by the Parties hereto.
IN WITNESSWHEREOF.the City and MVdo hereby execute this Renewal Agreement #1 to the
Transit Shuttle Services Operations Contract.
OWNER:CITY OF ENGLEWOOD,COLORADO
By:Date:
(Mayor)
By:Date:
(Department Director)
By:Date
(City Manager)
MVPUBLIC TRANSPORTATION.INC.
A O I,
By:___
torgnalure)'
(Print Name)
Title:
'ls ‘\’t\+4 0
Date:M?L
1000 Englewoud Parkway,Englewood,Colorado 801 102373
(303)7624300 wwimenglewoodcogov 2
Page 159 of 336
Transit Shuttle Services Operations Contract
Page 1 of 8
This Contract is made and entered into as of the _____ day of _______________,
2021, by and between the City of Englewood, a Colorado Municipal Corporation (City), and MV
Public Transportation Inc., a California Corporation whose address is 2711 N Haskell Avenue,
Suite 1500 LB2, Dallas, TX 75204 (MV).
WHEREAS, The purpose of this contract is to implement various transportation services
and improvements to reduce dependency on the single occupant automobile, facilitate
movement of traffic to and within the commercial areas of the City of Englewood and to
minimize traffic congestion in the shuttle area.
WHEREAS, The City desires to engage MV to provide said Transit Shuttle Management,
Operations, and Maintenance services.
NOW, THEREFORE, in consideration of the mutual covenants and stipulations
hereinafter set forth, the sufficiency of which is hereby acknowledged, the parties agree as
follows:
1. Purpose: The purpose of this Contract is to set forth all of the terms and conditions
agreed upon between the Parties by which MV shall provide to the City: transit
management, operations, and maintenance services, as provided herein. MV shall
perform such services as set forth in this contract using that degree of care, skill, and
knowledge employed by leading contractors in the field of transit management and
operations in the United States.
2. Scope of Services: This Contract incorporates the requirements, conditions, obligations
and promises of the City's "Notice Inviting Proposals For Englewood Trolley
Operations City of Englewood, Colorado", dated June 14, 2019 and the "Operational
Services for the Englewood Trolley" by MV Public Transportation, Inc., dated July 9,
2019. In the event of contradiction among the Contract documents, the terms and
conditions of this Contract shall prevail.
3. Independent Contractor: The City hereby contracts with MV to provide the trolley
services described herein with the City of Englewood as an independent contractor and
not as an agent of the City.
4. Quality of Service: MV acknowledges that, through the provision of services, the City
desires to provide to their citizens a high quality of service in the operation and
maintenance of this trolley system. MV agrees to supply the trolley services described in
paragraph two, above, in a safe, efficient, and professional manner.
5. Compensation: Compensation for 2021 shall be an amount not to exceed $381,031.20
($62.26 per revenue service hour). In subsequent years MV will be compensated
according to the following rate schedule:
January 1, 2022 – December 31, 2022 $64.48 per revenue service hour
Note 1: The rates above do not include costs for Professional Liability Insurance as the
parties have agreed to remove this requirement from this Contract.
Note 2: The rates above are based upon an estimated volume of 6,120 annual revenue
hours (12 revenue hours each bus using 2 buses per day for 255 days per year) unless
DocuSign Envelope ID: 82DD15BA-7F1D-4BDA-8A5B-D7B142832A47
Page 160 of 336
Page 2 of 8
otherwise agreed upon.
Note 3: For purposes of this Contract, revenue service hours shall be calculated from
arrival at the first shuttle pick-up location to the departure from the last shuttle drop-off
location. For 2021, shuttle operations will be Monday – Friday, 6:30 AM – 6:30 PM with
the total hours being estimated at 6,120 annually.
Note 4: Payment terms are net thirty (30) days from date of MV invoice.
6. Term: This Contract shall be for a term of twelve months commencing upon January 1,
2021 and ending at midnight, December 31, 2021, and the parties may agree to a one-
year renewal.
7. Applicable Law: The parties agree this Contract shall be governed by and construed in
accordance with the law of the State of Colorado. The venue for any litigation shall be
Arapahoe County, Colorado.
8. Termination: In addition to any other rights provided herein, the City shall have the right,
at any time and in its sole discretion, to terminate, not for cause, in whole or in part, this
Contract and further performance of the services by delivery to MV of written Notice of
Termination, of not fewer than thirty (30) days, specifying the extent and effective date of
termination. Upon a termination for convenience, Contractor shall be paid its reasonable
close-out costs. Should the City terminate this Contract for default of MV, the City will
provide MV written notice of the alleged default and ten (10) days to cure the alleged
default. Any provision of this Agreement or its attachments which impose upon the City
directly or indirectly, any financial obligation what so ever to be performed or which may be
performed in any fiscal year subsequent to the year of execution of this Agreement is
expressly made and contingent upon and subject to funds for such financial obligation
being appropriated, budgeted, and otherwise made available per Article X, Section XX of
the Colorado Constitution (TABOR).
9. Amendments: All changes to this Contract shall be in writing and executed by the
authorized officials of the Parties. In the event any Federal, State, or local law, rule,
regulation or ordinance becomes operative during the term of this Contract that has the
effect of increasing MV’s operating costs, to include, but not limited to, laws, rule,
regulations, or ordinances pertaining to environmental protection or climate change, such
as carbon credits, or new taxes imposed based on energy consumption; changes in the
Americans With Disabilities Act; or government mandated increases to employee wages
and/or benefits, to include health care benefits, City and MV shall meet to discuss the
impact of these unanticipated additional costs and negotiate an equitable adjustment to
MV’s rates. In the event City and MV are unable to agree on the amount of the equitable
rate adjustment, MV may terminate this contract for convenience.
10. Annual Revenue/Operating Expense Changes: In the event of an increase or decrease
in the annual revenue service hours or Operating Expenses by 10% or greater, or in the
event such an increase or decrease is anticipated, the City and MV agree to negotiate an
equitable adjustment to the contracted amount of compensation. Upon a successful
negotiation the Parties shall execute an amendment to this Contract memorializing the
Parties understanding of the new compensation and operating expense changes.
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Page 3 of 8
11. Assignment: MV shall not assign its performance of this contract without the prior written
consent of the City, which consent shall not be unreasonably withheld. Any attempt by the
contractor to assign any performance of this contract without such consent shall be null
and void.
12. Subject to Annual Appropriation: Any provision of this agreement or its attachments
which impose upon the City, directly or indirectly, any financial obligation whatsoever to be
performed or which may be performed in any fiscal year subsequent to the year of
execution of this agreement is expressly made contingent upon and subject to funds for
such financial obligation be appropriated, budgeted and otherwise made available.
12. Verification of Compliance with C.R.S. 8-17.5-101 ET.SEQ. Regarding Hiring of Illegal
Aliens:
(a) Employees, Consultants and Sub-consultants: Consultant shall not knowingly
employ or contract with an illegal alien to perform work under this Contract. Consultant
shall not contract with a sub-consultant that fails to certify to the Consultant that the sub-
consultant will not knowingly employ or contract with an illegal alien to perform work under
this Contract. [CRS 8-17.5-102(2)(a)(I) & (II).]
(b) Verification: Consultant will participate in either the E-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 are newly
hired for employment to perform work under this public contract for services. Consultant is
prohibited from using the E-Verify program 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
an illegal alien, the Consultant shall;
(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 an illegal
alien; 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 illegal alien; 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 an illegal alien.
(d) Duty to Comply with State Investigation: Consultant shall comply with any
reasonable request of the Colorado Department of Labor and Employment made in the
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
DocuSign Envelope ID: 82DD15BA-7F1D-4BDA-8A5B-D7B142832A47
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Page 4 of 8
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 breach of this Contract under this Paragraph 12.
13. Drug and Alcohol Testing Program: The City shall require its contractor providing the
Services to establish and implement a drug and alcohol testing program that complies with
49 C.F.R. Part 40 and Part 655, and permit any authorized representative of the United
States Department of Transportation or its operating administrations, the State Oversight
Agency of Colorado, or the Regional Transportation District, to inspect the facilities and
records associated with the implementation of the drug and alcohol testing program as
required under 49 CFR Part 40 and 655 and review the testing process. The Local Entity
further agrees to certify annually its compliance with Part 40 and 655 before December
31st of every year and to submit the Management Information System (MIS) reports no
later than February 15th of every year to the Substance Abuse Testing Department,
Regional Transportation District,1600 Blake Street, Denver, CO 80202. To certify
compliance, the Local Entity will use the “Substance Abuse Certifications” in the “Annual
List of Certifications and Assurances for Federal Transit Administration Grants and
Cooperative Agreements,” which is published annually in the Federal Register.
14. Notice: All notices required herein shall be deemed effective on the date of receipt, with
such notice in writing and sent to the other party via certified mail, return receipt
requested, or via a commercial delivery service the signed delivery receipt obtained. Such
notices shall be addressed as follows: To MV: General Counsel, MV Public
Transportation, Inc., 2711 N Haskell Avenue, Suite 1500 LB2, Dallas, Texas 75204. To
City of Englewood: Harold J. Stitt, Community Development Department, City of
Englewood, 1000 Englewood Parkway, Englewood, CO 80110-2373.
15. Rate Changes: The City and MV shall negotiate higher or lower rates as specified in
Section 5 of this Contract for MV's increased or decreased costs in the event any of the
following event(s) occur during the term of this Contract or any extension thereof. MV
shall provide written notice to the City in the event of one or more of these events occurs,
and the City shall amend MV's rates from the first day of MV's increased or decreased
costs: (i) in the event the amount of annual revenue increases or decreases more than
10% from the level's specified in the at Section 5; (ii) in the event a local, state or federal
government with jurisdiction over MV's employees orders an increase in the mandated
minimum wages, payroll taxes or fringe benefits applicable to employees of MV that was
unknown to MV when it submitted its Proposal to the City; and (iii) in the event a local,
state or federal government entity with jurisdiction over MV adopts a law, rule, regulation
or order subsequent to the date when MV submitted its Proposal to the City, which law,
rule, regulation or order has the effect of increasing MV’s costs hereunder.
16. Force Majeure: MV shall be excused from performing its obligations herein during the
time and to the extent that it is prevented from performing by a cause beyond its control,
including, but not limited to, any incidence of fire, flood, strike, acts of God, acts of the
Government (federal, state or local), war or civil disorder, violence or the threat thereof,
severe weather, unusual traffic conditions, commandeering of material, products, plants
or facilities by the Government, fuel or material shortages or for any other event
reasonably beyond the control of MV.
17. Waiver: Failure of either party to assert any right, which it has under this Agreement, or to
assess penalties as provided, shall not act as a waiver as to that party’s right to enforce the
provisions of said Agreement, or assess penalties in the future.
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Page 5 of 8
18. Intellectual Property: The City acknowledges that the MV provided computer software
and business processes (hereinafter “Intellectual Property”) are the intellectual property of
MV, and neither the City nor any successor contractor shall acquire any ownership interest
in the Intellectual Property under this Agreement. All right, title and interest, including
copyright interests and any other intellectual property, in and to the Intellectual Property,
object code, source code, interfaces or similar computer code and written materials
produced or provided or used by MV during its performance of the services hereunder,
including all enhancements, modifications and derivative works under this Agreement
(collectively, the “Intellectual Property”) shall be the property of MV. The City
acknowledges that a license (the “License”) to the City to utilize any Intellectual Property
provided by MV is limited in time and scope, is non-exclusive and non-transferable, and
the City may not (i) sublicense, assign, transfer, rent or lease the Intellectual Property; (ii)
copy, distribute or otherwise provide the Intellectual Property or use thereof to any third
party without the express written consent of MV (which consent may be withheld in MV’s
sole discretion), or (iii) modify, reverse engineer, disassemble, decrypt, decompile or make
derivative works of the Intellectual Property. The Intellectual Property License may be
used only for the internal business purposes of the City and only during the Term of this
Agreement. The City’s License and any right to use the Intellectual Property or any
trademark, service mark or copyrighted MV material ceases immediately upon termination
or expiration of this Agreement, and upon such event, the City shall return to MV or
destroy any MV Intellectual Property (including manuals or other written materials relative
to the Intellectual Property).
19. Insurance: The CONTRACTOR shall meet the following requirements relating to
insurance coverages:
1) General Conditions – Without limiting the CONTRACTOR’S indemnification of the
CITY, CONTRACTOR shall provide and maintain at its own expense the insurance
listed under Section 7 Evidence of Coverage below, covering its operations, subject to
the following conditions:
a) The CITY, its Boards, Officers, Agents, and Employees shall be included
as additional insured in all liability insurance policies except for Worker’s
Compensation and Professional Errors and Omissions. The CITY shall
be named Loss Payee as its interest may appear in all property
insurance.
b) Such insurance shall be primary with respect to any insurance maintained
by CITY and shall not call on CITY’S insurance for contributions.
c) With respect to the interests of the CITY, the CONTRACTOR’S insurance
shall not be cancelled nor reduced in coverage or limits until after thirty (30)
days written notice shall have been sent by certified mail (return receipt
requested) to the Risk Manager, City of Englewood, 1000 Englewood
Parkway, Englewood, Colorado 80110, and shall contain an unequivocal
clause so stating.
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Page 6 of 8
d) A CITY approved endorsement or copy of insurance policies providing
coverage shall be submitted to and approved by the Risk Manager prior to
commencement of any work.
2) Worker’s Compensation – The CONTRACTOR shall procure and maintain during the
life of the contract, worker’s compensation insurance or a valid certificate of consent
to self- insure for all its employees engaged on or at the site of the project; and in
case any of the work is sublet, the CONTRACTOR shall require all subcontractor’s to
similarly provide worker’s compensation insurance for all the latter’s employees
unless such employees are covered by protection afforded by worker’s compensation
insurance carried by the CONTRACTOR.
3) Aggregate Limits/ Blanket Coverage – If any of the required insurance coverages
contain aggregate limits, or apply to other operations or tenancy of the
CONTRACTOR outside these specifications, CONTRACTOR shall give the CITY
prompt, written notice of any incident, occurrence, claim, settlement, or judgment
against that insurance which may diminish the protection that such insurance affords
the CITY. CONTRACTOR shall further take immediate steps restoring such
aggregate limits or shall provide other insurance protection for such aggregate limits.
4) Modification of Coverage – The CITY reserves the right at any time during the term of
any contract executed with the CONTRACTOR pursuant to these specifications to
change the amounts and types of insurance required hereunder by giving the
CONTRACTOR ninety (90) days written notice. If such change should result in a
premium increase in excess of ten (10%) percent to the CONTRACTOR, the CITY
agrees to negotiate additional compensation proportional to the increased benefit to
the CITY.
5) Failure to Procure Insurance – The CONTRACTOR’s failure to procure or maintain the
required insurance shall constitute a material breach of contract under which the CITY
may immediately terminate the Agreement.
6) Underlying Insurance – The CONTRACTOR shall be responsible for requiring
indemnification and insurance as it deems appropriate from its employees
receiving mileage allowance, contractors, agents, and subcontractor(s), if any, to
protect the CITY’S interests, and for ensuring that such persons comply with any
applicable insurance statutes.
7) Evidence of Coverage – Evidence of coverage as checked below, having as a
minimum the limits shown, must be submitted and approved prior to commencement
of work or any tenancy. Amounts shown are Combined Single Limit (CSL). Split
limits may be substituted if the total per occurrence equals or exceeds the CSL
amount.
Description Limits
X Worker’s Compensation $250,000
(X) Employer’s Liability
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(Statutory)
( ) Waiver of Subrogation
X General Liability (must be written on an Occurrence Form) $3,000,000
(X) Premises and Operations (Combined Single Limit)
(X) Contractual Liability
(X) Independent Contractors
(X) Products/Completed Operations
(X) Broad Form Property Damage
(X) Personal Injury
(X) Broad Form Liability Endorsement
X Automobile Liability (must be written on an Occurrence Form) $5,000,000
(X) Owned Automobiles
(X) Non-owned/Hired Automobiles
X Professional Liability (Errors and Omissions) $1,000,000
(to be in continuous force from date of award until one year after final acceptance of
the project)
20. Complete Agreement: This Agreement contains the entire understanding between
the parties. Any prior Agreement, whether oral or written, shall be invalid upon
execution of this Agreement.
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2022 2021
January 4,812 4,904
February 4,437 4,727
March 5,559 5,490
April 5,492 5,629
May 5,528 5,151
June 6,159 5,913
July 5,370 5,712
August 6,437 5,541
September 5,625 5,635
October 5,862 5,546
November 5,405
December 5,682
Total Annual Ridership 57,303 67,356
Monthly Average Ridership 5,528 5,445
Trolley Ridership
Page 168 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Brad Creager, Jeromy King
DEPARTMENT: Information Technology
DATE: December 5, 2022
SUBJECT:
CB 64 - Approve a bill for an ordinance authorizing execution of a
Comcast Dark Fiber Agreement
DESCRIPTION:
CB 64 - Approve a bill for an ordinance to enter into a 10 year agreement for use of Comcast
Dark Fiber. The full amount of the agreement is $660,000 or $5,500 a month.
RECOMMENDATION:
Staff recommends approval of a Bill for an ordinance to enter into a ten year lease agreement
with Comcast Business for dark fiber services.
PREVIOUS COUNCIL ACTION:
2002 Ordinance #19 - Franchise Agreement w/Mountain States Video Inc.
2019Ordinance #11 - Comcast Franchise Extension
SUMMARY:
In 2002 the City of Englewood entered into a franchise agreement with Comcast of Colorado
(Comcast) cable television which expired on June 10, 2017. In 2019 the Cityentered into a
month to month agreement in order for the City to convert the INet (Dark Fiber) services and
Comcast video services over to business accounts. This was needed in order to resume
franchise agreement talks with Comcast since they would no longer offer the INet and video
services at discounted rates or free service. City staff worked with Comcast to get the best
pricing on dark fiber service that connect our buildings.
ANALYSIS:
In June of 2017 the Comcast franchise agreement expired and in 2018 promptedCity Staff to
reach an agreement to extend the existing agreement if the customer services standards were
updated. Following Comcast's review of the ordinance they reversed their position because
Comcast did not realize the current franchise from 2002 included language on INET services
and cable video services. The City used the INet (dark fiber) services at an annual cost of $500
per mile which totaled $1,560.00 per year for maintenance and Comcast provided each of our
buildings non-public viewing of basic cable video service at no cost. Comcast has transitioned
away from INET services and cable video services in franchise renewals since 2013 and
required them to be converted to business accounts. In 2019 the City and Comcast extend the
Franchise month-to-month.
Page 169 of 336
The City and Comcast worked together to identify which locations were using the INET (dark
fiber) services so in this transition there would be no interruption to services. The locations that
were identified was, Allen Plant, Police Department, Recreation Center, Broken Tee through the
Recreation Center, Pirates Cove and Civic Center. Each location would have one ten gigabit
connection back to Civic Center with no redundancy for digital services. City staff negotiated a
ten year agreement at a cost of $1,100.00 per month for each location which totals $5,500 per
month for the 5 locations. The annual cost would be $66,000 and total cost of the agreement is
$660,000.00. City staff saw the need to lock in pricing so there would be no increases the terms
of the agreement unless more locations are added.
COUNCIL ACTION REQUESTED:
Staff requests approval of a Bill for an ordinance to enter into a ten year lease agreement with
Comcast Business for dark fiber services.
FINANCIAL IMPLICATIONS:
The Dark fiber lease agreement is a ten year agreement for a total cost of $660,000.00 at an
annual rate of $66,000.00 with Comcast of Colorado.
CONNECTION TO STRATEGIC PLAN:
Digital communications compliance is in line with Governance in the Strategic Plan
ATTACHMENTS:
CB #64 - Lease Agreement Comcast
Contract-Approval-Summary Comcast Dark Fiber
City of Englewood - Dark Fiber Agreement
Page 170 of 336
1/3
BY AUTHORITY
ORDINANCE NO. __ COUNCIL BILL NO. 64
SERIES OF 2022 INTRODUCED BY COUNCIL
MEMBER _________________
A BILL FOR
AN ORDINANCE APPROVING A LEASE AGREEMENT FOR
DARK FIBER WITH COMCAST BUSINESS
COMMUNICATIONS, LLC AND AUTHORIZING THE
EXECUTION OF DOCUMENTS RELATED THERETO
WHEREAS, the City of Englewood is authorized by Section 31-15-801, C.R.S.,
to enter into rental or leasehold agreements in order to provide necessary land, buildings,
equipment and other property for governmental or proprietary purposes; and
WHEREAS, the City of Englewood Department of Information Technology has
identified a need for fiber-optic infrastructure to increase capacity and facilitate high
speed Internet access and communications for the City; and
WHEREAS, the Department of Information Technology has further determined
that it is in the best interests of the City to enter into a Dark Fiber Lease Agreement with
Comcast Business Communications, LLC for the provision of a fiber optic network and
related equipment and services (“Dark Fiber Lease Agreement”), and that the use of such
equipment is essential to the City’s proper, efficient, and economic operation; and
WHEREAS, the Department of Information Technology has taken the necessary
and appropriate steps under applicable law to arrange for the acquisition of the equipment
under the Dark Fiber Lease Agreement; and
WHEREAS, the Dark Fiber Lease Agreement terminates and the City’s
obligations thereunder are extinguished if the City fails to appropriate money for the
ensuing fiscal year for the payment of the amounts due in such fiscal year; and
WHEREAS, the Department of Information Technology requests that the
Englewood City Council approve, enter into, and deliver, as applicable, to effectuate the
proposed Dark Fiber Lease Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS:
Section 1. Pursuant to C.R.S. § 31-15-801, the City Council of the City of Englewood,
Colorado hereby authorizes the Dark Fiber Lease Agreement between Comcast Business
Solutions, LLC and the City of Englewood, Colorado, a copy of which is attached hereto
as Exhibit 1.
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2/3
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.
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, including correcting any non-substantive typographical or
scrivener’s error in the Agreement.
Page 172 of 336
3/3
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 day of , 2022.
Published by Title as a Bill for an Ordinance in the City’s official newspaper on
the day of , 2022.
Published as a Bill for an Ordinance on the City’s official website beginning on
the day of , 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 day of , 2022.
Stephanie Carlile
Page 173 of 336
Contract Approval Summary
March 2019 Update
Page | 1
Contact Identification Information (to be completed by the City Clerk)
ID number: CB 64 Authorizing Resolution/Ordinance: Ordinance
Recording Information:
City Contact Information
Staff Contact Person: Jeromy King Phone: 303-783-6831
Title: Director of IT Email: jking@englewoodco.gov
Vendor Contact Information
Vendor Name: Comcast Business Vendor Contact: Amy Prange
Vendor Address: 1701 JFK Blvd / One
Comcast Center
Vendor Phone: (303) 913-0580
City: Philadelphia Vendor Email: Amy_Prange@comcast.com
State: PA Zip Code: 19103
Contract Type
Contract Type:LeaseAgreement
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: 1/1/2023 End Date:12/31/2032 Total Years of Term:10
Total Amount of Contract for term (or estimated amount
if based on item pricing):
$ 660,000.00
If Amended: Original Amount
$
Amendment Amount
$
Total as Amended:
$
Renewal options available:
Payment terms (please
describe terms or attach
schedule if based on
deliverables):
This will be a month to month term at $5,500.00 per month
Attachments:
☐Copy of original Contract if this is an Amendment
☐Copies of related Contracts/Conveyances/Documents
Ten year lease agreement for the City to lease Comcast dark fiber for communications to Allen
Plant, Police Department, Recreation Center, Broken Tee through the Recreation Center,
Pirates Cove and Civic Center.
Page 174 of 336
Contract Approval Summary
March 2019 Update
Page | 2
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):
This is a lease agreement for Comcast Business to lease dark fiber for digital
communications
☐ Qualification Based Selection / Best Value* (Continue on Next Page):
*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 175 of 336
Dark Fiber Lease Agreement
This Dark Fiber Lease Agreement (“Agreement”) is made on September 14, 2022 (“Effective Date”) by and between
Comcast Business Communications, LLC (“Company or Comcast”) with offices located at 1701 JFK Blvd / One
Comcast Center Philadelphia, PA 19103 and City of Englewood (“Customer”), with offices located at 1000
Englewood Parkway, Englewood, CO 80110. Herein, the above shall be collectively referred to as the “Parties” and
individually as “Party”.
Description of Facilities (“Facilities”) to be provided by Company to Customer:
Dark fiber strands (ten (10) pair), as set forth in the Sales Order attached hereto.
Agreement Term (months): One-Hundred and Twenty (120) Agreement Number: CO-APr-091422-1
Non-Recurring Charges (“NRC”): $0.00 Monthly Recurring Charges (“MRC”): $5,500.00
Any Additional Charges/Explanation:
Number of Sites: Five (5) Estimated Facility Availability Date: N/A (already
provisioned)
Notes / Comments:
The mutual execution of this new Dark Fiber Lease Agreement No. CO-APr-091422-1 (“Replacement Agreement”) by
the Parties shall commence the full termination (without penalty or Termination Charges) of the already in-effect
Enterprise Services Sales Order - MSA ID No. CO-11387590 (“Existing Agreement”) between the Parties. In the event
this Replacement Agreement is not mutually executed by the Parties, the Existing Agreement shall remain in full force
and effect.
Salesperson: Amy Prange Telephone Number: (303) 913-0580
General Manager: Chris Prekopa Telephone Number: (720) 357-3264
Customer Contact: Jeromy King Telephone Number: (303) 783-6831
This Agreement sets forth the terms and conditions under which Comcast will provide the Facilities identified above
to Customer. This Agreement consists of this document (“Cover Page”), the standard General Terms and Conditions
attached hereto (“General Terms and Conditions”), Sales Order (“Sales Order”), and any jointly executed amendments
(“Amendments”), collectively referred to as the “Agreement.” In the event of any inconsistency among these
documents, precedence will be as follows: (1) Amendments, (2) General Terms and Conditions, (3) this Cover Page,
and (4) Sales Order. This Agreement shall commence and become a legally binding agreement upon mutual execution
of this Cover Page by the Parties. The Agreement shall terminate as set forth in the General Terms and Conditions.
All capitalized terms not defined on this Cover Page shall have the definitions given to them in the General Terms
and Conditions.
All modifications to the Agreement, if any, must be captured in a written Amendment, executed by an authorized
Comcast Vice President and the Customer. All other attempts to modify the Agreement shall be void and non-binding
on Comcast.
By signing below, the Parties agree and accept the terms and conditions of this Agreement.
City of Englewood Comcast Business Communications, LLC
Signature: Signature:
Printed Name: Printed Name:
Title: Title:
Date: Date:
Page 1 of 6
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GENERAL TERMS AND CONDITIONS
SECTION 1 - SCOPE
1.1 Company will lease to Customer the strands of Company’s
multi-strand single mode fiber-optic cable (the “Facilities,” which may
be referenced herein as the “Services,” but no service other than the
provision and maintenance of these Facilities is provided under this
agreement), which strands shall originate at the points and terminate to
the Customer “Buildings” and at the prices as set forth in the attached
Sales Order attached hereto. These strands and all related facilities and
equipment are hereinafter referred to as the “Facilities.” Customer
agrees that it will light and immediately use all strands for its
broadband needs. The Facilities are provisioned into each Building at
the point of interconnection between the Comcast-owned Facilities and
Customer’s provided equipment located at Customer’s Building
(“Demarcation Point”).
1.2 The Facilities do not include connection to the public
switched network, building wire, any Local Area Networks (“LANs”),
Customer Premise Equipment (“CPE”), IP addressing capability,
firewalls or any other equipment, electronics, or wiring required on the
Customer’s side of the Demarcation Point.
1.3 Upon the request of Customer, Company will consider
providing other facilities or services to Customer at terms, conditions,
and prices to be mutually agreed upon in writing between the Parties.
SECTION 2 - INSTALLATION
2.1 Customer, at no cost to Company, shall secure throughout
the Term any easements, leases or other agreements necessary to allow
Company to use existing pathways into and in each Building to the
Demarcation Point.
2.2 Subject to the terms of this Agreement, and at no cost to
Company, Customer shall provide adequate environmentally
controlled space and electricity required for installation, operation, and
maintenance of the Facilities within each Building.
2.3 Company and its employees, agents, lessees, officers and its
authorized vendors will require free ingress and egress into and out of
the Buildings in connection with the provision of the Facilities. Upon
reasonable notice from Company, Customer shall assist Company in
accessing each Building.
2.4 If the presence of asbestos or other hazardous materials
exists or is detected, Customer must have such hazardous materials
removed immediately at Customer’s expense or notify Company to
install the applicable portion of the Facilities in areas of any such
Building not containing such hazardous material. Any additional
expense incurred as a result of encountering hazardous materials,
including but not limited to, any additional equipment shall be borne
by Customer.
2.5 Company shall have no obligation to install, operate, or
maintain Customer-provided facilities or equipment.
2.6 Customer shall be responsible for providing maintenance,
repair, operation and replacement of all wire, cable facilities on the
Customer’s side of the Demarcation Point. Any CPE and wiring that
Customer uses in connection with the Facilities shall be compatible
with Comcast’s other facilities, equipment, and services provided to
itself or any other party (the “Network”).
2.7 Customer shall use reasonable efforts to maintain its
property and Buildings in a manner that preserves the integrity of the
Facilities and shall promptly notify Company of any event that affects
such integrity including but not limited to damage to the Facilities or
Network.
2.8 At such time as Company completes installation and
connection of the Facilities and equipment, Company shall then notify
Customer in writing that the Facilities are available for use and the date
of such notice shall be the “Service Date.” The current notice form is
called the “Customer Site Service Acceptance Document”
(“Acceptance Form”). Company may update, modify or replace the
service notification form from time to time without notice to Customer.
2.9 Any other failure or refusal on the part of Customer to be
ready to receive the Facilities shall not relieve Customer of its
obligation to pay charges for any Facilities that would otherwise be
available for use.
2.10 Customer-Provided Equipment (CPE). Company shall
have no obligation to install, operate, or maintain CPE. Customer alone
shall be responsible for providing maintenance, repair, operation and
replacement of all inside telephone wiring and equipment and facilities
on the Customer’s side of the Demarcation Point. All CPE and wiring
that Customer uses in connection with the Facilities must be fully
compatible with the Facilities. Customer shall be responsible for the
payment of all charges for troubleshooting, maintenance or repairs
attempted or performed by Company’s employees or authorized
contractors when the difficulty or trouble report results from CPE.
SECTION 3 - OWNERSHIP, IMPAIRMENT, AND REMOVAL
OF THE FACILITIES
3.1 The Facilities and all other portions of the Network are and
shall remain the property of Company regardless of whether installed
between, within or upon the Buildings and whether installed overhead,
above, or underground and shall not be considered a fixture or an
addition to the land or the Buildings located thereon. Customer agrees
that it shall take no action that directly or indirectly impairs Company’s
title to the Facilities or Network, or exposes Company or the Facilities,
Network, or any Company-provided equipment, or on the rights or title
relating thereto, or any interest therein, to any claim, lien,
encumbrance, or legal process, except as otherwise agreed in writing
by the Parties, and Company will promptly at its own expense take all
actions necessary to remedy any violation of this provision.
3.2 Company retains the right to remove the Facilities or
Network including, but not limited to, those portions that are located
in the Buildings. To the extent Company removes such portion of the
Network; it shall be responsible for returning the Buildings to their
prior condition, reasonable wear and tear excepted.
3.3 In accordance with the Federal Communications
Commission’s Order in FCC 99-216, released August 11, 1999, the
Parties agree to the terms set forth in this section. All equipment
located on Customer's premises installed or provided under this
Agreement by Company is an integral component of the Facilities
provided by Company and will only be used in connection therewith.
All right, title, and interest in the Facilities and any other equipment or
facility provided by Company shall, at all times, remain exclusively
with the Company, shall not become a fixture to Customer's premises,
and must be returned to Company at the conclusion of the Term (unless
a new similar agreement has been executed or is being actively
negotiated by both parties) in the condition in which it was received,
subject to ordinary wear and tear. All rights of Customer to the
Facilities shall cease and Company may, at its option, disconnect,
terminate, remove or use the Facilities for any other purpose. Company
may use such equipment and its Network in any lawful manner,
including supporting its network or providing service to other
customers and Customer will not sell, lease, assign nor encumber any
equipment provided by Company. Company does not provide any
option to Customer to purchase any such equipment. Customer agrees
not to interfere with other customers' use of the Company services or
equipment, including any Company equipment located on Customer's
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Page 2 of 6
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SH-A rcv. 10.10.17
premises. Customer represents and warrants that its internal
communications systems, such as a Local Area Network ("LAN"),
would continue to function if disconnected from the Company
Network or disconnected from any on-premise equipment provided by
Company.
SECTION 4 - COMPENSATION; PAYMENT
4.1 The Non-Recurring Charges (“Non-Recurring Charges” or
“NRC”) and Monthly Recurring Charges (“Monthly Recurring
Charges” or “MRC”) for the Facilities are set forth in the attached Sales
Order and on the first page of the Agreement. Upon the availability of
Facilities, Company shall invoice Customer for the NRC and Customer
shall pay Company one hundred percent (100%) of the NRC. Unless
otherwise stated in this Agreement, Company will invoice Customer
in advance on a monthly basis for all Monthly Recurring Charges
arising under the Agreement. Payment will be considered timely made
to Company if received within thirty (30) days after the invoice date set
forth in the invoice. Any charges not paid to Company within such
period will be considered past due. In the event the Facilities
Availability Date is not the first day of the billing period, the first
Recurring Charge shall also include the prorated in arrears charges for
Services from date of installation to the date of first billing.
4.2 Any payment not made when due will be subject to a late
charge of 1.5% per month or the highest rate allowed by law on the
unpaid invoice, whichever is lower.
4.3 Except for taxes based on Company’s net income, and except
to the extent Customer provides a valid tax exemption certificate
acceptable to Comcast prior to the Facility Availability Date, Customer
shall be responsible for the payment of any and all applicable local,
state, and federal taxes (however designated) levied upon the sale,
installation, use or provision of the Facilities, including all applicable
right-of-way, franchise, pole attachment, pole rental and/or other
permitting, rental or joint use fees in proportion to its activities
hereunder. Further, Company reserves the right to invoice Customer
for the costs of any fees or payment obligations stemming from an
order, rule, or regulation of the FCC, a public service commission or a
court of competent jurisdiction with respect to the Facilities, including,
without limitation, charges to recover amounts that Company is
permitted by government or quasi-governmental authorities to collect
from or to pay to others in support of statutory or regulatory programs,
including, without limitation, franchise fees and right-of-way fees. It
will be the responsibility of Customer to pay any such taxes and fees
that subsequently become applicable retroactively.
4.4 In the event that any newly adopted law, rule, regulation, or
judgment increases Company’s costs of providing the Facilities,
Customer shall pay Company’s additional costs of providing the
Facilities under the new law, rule, regulation or judgment.
SECTION 5 - TERM
Unless sooner terminated as provided herein, including under Section
6.2(c), the term of this Agreement shall be for one-hundred and twenty
(120) months from the Facility Availability Date (“Term”). Upon the
expiration of the Term, this Agreement shall automatically renew for
successive periods of one
(1) year each (“Renewal Term(s)”), unless prior notice of non-renewal
is delivered by either Party to the other at least thirty (30) days before
the expiration of the Term or the then current Renewal Term. Effective
at any time after the end of the initial Term and from time to time
therein, Company may modify the charges for the Facilities to reflect
then-current prevailing pricing subject to thirty (30) days prior notice
to Customer. Customer will have thirty (30) days from receipt of such
notice to cancel the applicable lease of Facilities without further
liability. Should Customer fail to cancel within this timeframe,
Customer will be deemed to have accepted the modified pricing for the
remainder of the Renewal Term.
SECTION 6 - TERMINATION WITHOUT FAULT; DEFAULT
6.1 Notwithstanding any other term or provision in this
Agreement, Customer shall have the right, in its sole discretion, to
terminate this Agreement at any time during the Term, or any Renewal
Term, upon (i) sixty (60) days prior written notice to Company and (ii)
the payment of 100% of the remaining Monthly Recurring Charges
payable to Company within ten (10) days following termination of the
Agreement (“Termination Charges”).
6.2 (a) Company may, in its sole discretion, immediately
terminate this Agreement in the event that it is unable to provide access
to the Facilities due to any law, rule, regulation, Force Majeure event,
or judgment of any court or government agency. If Company
terminates the agreement under this subsection 6.2(a), Customer shall
have no obligation to pay any remaining Monthly Recurring Charges
as a result of Termination by the Company, with the exception of
payments due for Facilities actually provided.
(b) Any breach of Article 9A shall be deemed a material
breach of this Agreement. In the event of such material breach,
Company shall have the right to restrict, suspend, or terminate
immediately any or all Service, without liability on the part of
Company, and then to notify Customer of the action that Company has
taken and the reason for such action, in addition to any and all other
rights and remedies under this Agreement. In the event Company
terminates service under this subsection 6.2(b), Customer shall be
responsible for the payment of all past due amounts and Termination
Charges in addition to any other remedies as identified in section 6.4.
(c) Customer is a governmental entity and as such is subject
to Article X, Section 20 of the Colorado Constitution, commonly
known as “TABOR”. The financial obligations of Customer after the
current fiscal year are contingent upon funds for that purpose being
appropriated, budgeted and otherwise made available. In the event that
funds are not made available in subsequent fiscal years, Customer may
terminate this Agreement, without penalty, but subject to any right
Company may have under applicable law to recover its costs incurred
in connection with any such termination. Any termination under this
subsection shall not be deemed to incur Termination Charges.
6.3 In the event of default, either Party may terminate this
Agreement. A “default” exists under this Agreement upon the
following events:
(i) either Party’s failure to meet or perform any material term,
provision, covenant, agreement, or obligation contained in this
Agreement; provided that the non-defaulting Party so advises the
defaulting Party in writing of the event of default and the defaulting
Party does not remedy the default within thirty (30) days after written
notice thereof; or
(ii) Either Party’s insolvency or initiation of bankruptcy or
receivership proceedings by or against the Party.
(iii) Customer is in breach of a payment obligation and fails to
make payment in full within ten (10) days after receipt of written notice
of default.
6.4 The non-defaulting Party shall be entitled to all available
legal and equitable remedies for such breach.
6.5 In addition to the remedies set forth in Section 6.4 above;
Company shall be entitled to Termination Charges for any Customer
Default.
SECTION 7 – MAINTENANCE
7.1 Maintenance consists of the repair or replacement, at
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Company’s option, of any portion of the Facilities that is
malfunctioning. Company will maintain the Facilities twenty-four
(24) hours a day, seven (7) days per week, every day of the year.
Company is responsible for the maintenance of the Facilities;
provided, that, Customer may incur additional charges for maintenance
(at Company’s then-existing applicable rates for material and labor), if
the maintenance is caused by the acts or omissions of the Customer.
All maintenance and repair of the Facilities shall be performed by or
under the direction of Company. Customer may not, nor permit others
to, rearrange, disconnect, remove, attempt to repair or otherwise
tamper with any of the Facilities or equipment installed by Company,
except with the written consent of Company, which consent shall be at
Company’s sole discretion.
7.2 In the event that Company, in responding to a Customer-
initiated service call, determines that the reason for such service call is
due to Customer-provided equipment or Customer's actions or
omissions, acts or omissions of third parties with whom Customer has
any type of relationship, Customer shall compensate Company for
Company’s costs of such service call at the rate of $50.00 per half hour
and $150.00 per truck roll charge.
SECTION 8 - LIMITATIONS ON WARRANTIES AND
LIABILITY
8.1 COMPANY AND ITS AFFILIATES WILL NOT BE
LIABLE TO CUSTOMER FOR ANY INCIDENTAL,
INDIRECT, SPECIAL, COVER, PUNITIVE OR
CONSEQUENTIAL DAMAGES, WHETHER OR NOT
FORESEEABLE, OF ANY KIND INCLUDING BUT NOT
LIMITED TO ANY COST OF SUBSTITUTE PRODUCT(S),
FACILITIES, OR SERVICES, LOSS OF REVENUE, LOSS OF
USE, LOSS OF BUSINESS, OR LOSS OF PROFIT WHETHER
SUCH ALLEGED LIABILITY ARISES IN CONTRACT OR
TORT. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED
IN THIS AGREEMENT, COMPANY’S AGGREGATE
LIABILITY TO CUSTOMER FOR ANY DAMAGES OF ANY
KIND UNDER THIS AGREEMENT WILL NOT EXCEED, IN
AMOUNT, A SUM EQUIVALENT TO THE APPLICABLE
OUT-OF-SERVICE CREDIT.
8.2 THERE ARE NO WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR
A PARTICULAR PURPOSE.
8.3 Company’s liability for mistakes, errors, omissions,
interruptions, delays, outages, or defects in any Facility or Service
(individually or collectively, “Liability”) shall be limited solely to
1/30th of the Monthly Recurring Charge for the affected portion of the
Service, for one or more Liabilities of at least two (2) hours in duration
in any 24-hour period that is not coincident with any other Liability,
(“Credit”), provided that the Liability is reported by Customer during
the duration of the Liability. Notwithstanding the foregoing, Company
shall not be liable for such Credits if the event is caused in part by force
majeure events or Customer’s (or Customer’s equipment’s) actions or
omissions.
8.4 Company shall not be liable for any act or omission of any
other company or companies furnishing a portion of the Facilities
including, but not limited to, the inability of a supplier to provide
equipment in a timely manner for Network, or for damages associated
with services, facilities, or equipment which it does not furnish,
including, but not limited to, damages which result from the operation
of Customer’s system, equipment or facilities. In no event shall
Company, its affiliates, its/their employee’s agents, contractors,
merchants, or licensors be liable for any loss, damage or claim arising
out of or related to: (1) stored, transmitted, or recorded data, files, or
software. (i.e., Customer is advised to back up all data, files and
software prior to the installation of service and at regular intervals
thereafter); (2) interoperability, interaction or interconnection of the
Service provided under this Agreement with applications, equipment,
services or networks provided by Customer or third parties.
8.5 Neither Customer nor its agents or independent contractors
shall offer third parties warranties or representations for the Service
which would obligate or otherwise bind Company beyond any warranty
or representation expressly set forth in this Agreement.
SECTION 9 – INDEMNIFICATION
9.1 Subject to Section 8, and to the extent not prohibited by law, each
Party (“Indemnifying Party”) will indemnify and hold harmless the other
Party (“Indemnified Party”), its affiliates, officers, directors,
employees, stockholders, partners, , independent contractors and
agents from and against any and all joint or several costs, damages,
losses, liabilities, expenses, judgments, fines, settlements and any other
amount of any nature, including reasonable fees and disbursements of
attorneys, accountants, and experts (collectively, "Damages"), arising
from any and all claims, demands, actions, suits, or proceedings
whether civil, criminal, administrative, or investigative (collectively,
"Claims") relating to:
(i) Any Claim of any third party resulting from the gross
negligence or willful act or omission of Indemnifying Party arising out of
or related to this Agreement, the obligations hereunder, and uses of
Services; and
(ii) Any violation of this Agreement by the Indemnifying Party or
any violation of any law, rule, regulation, or order of any governmental
authority having jurisdiction over any aspect hereof, or in violation of
any patent, right, license, agreement, or certificate relating to the
subject matter hereof.
9.2 To the extent not prohibited by law, the Indemnifying Party
agrees to defend the Indemnified Party for any loss, injury, liability,
claim or demand (“Actions”) that is the subject of this Section 9. The
Indemnified Party agrees to notify the Indemnifying Party promptly, in
writing, of any Actions, threatened or actual, and to cooperate in every
reasonable way to facilitate the defense or settlement of such Actions.
The Indemnifying Party shall assume the defense of any Action with
counsel reasonably satisfactory to the Indemnified Party. The
Indemnified Party may employ its own counsel in any such case and
shall pay such counsel’s fees and expenses. The Indemnifying Party shall
have the right to settle any claim for which indemnification is
available; provided, however, that to the extent that such settlement
requires the Indemnified Party to take or refrain from taking any action
or purports to obligate the Indemnified Party, then the Indemnifying
Party shall not settle such claim without the prior written consent of
the Indemnified Party, which consent shall not be unreasonably
withheld, conditioned or delayed.
9.3 The provisions of Section 9 shall not be construed or
interpreted as a waiver. express or implied, of any of the immunities,
rights, benefits, or other provisions, of the Colorado Governmental
Immunity Act. CRS § :24-10-101 et seq.
SECTION 9A - USE POLICIES
9A.1 Customer agrees to ensure that all uses of the Facilities by
Customer or by any other person (“user”), whether authorized by
Customer or not, are legal, appropriate and compliant with all
applicable rules, regulations, and orders of any governmental authority
having jurisdiction over the Facilities, and this Agreement. Customer
shall not use, or permit any other entity or person to use, the Facilities
to provide internet access service, cable television service,
telecommunications, or any other services to any third party, or any
services to or from locations other than the locations set forth in the
Page 179 of 336
Page 4 of 6
CONFIDENTIAL and PROPRIETARY
SH-A rcv. 10.10.17
Sales Order. Company reserves the right to act immediately and
without notice to terminate or suspend all rights to use the Facilities if
Company (i) determines that such use or information does not conform
to the requirements set forth in this Agreement, or (ii) determines that
such use or information interferes with Company’s ability to provide
the Services to Customer or others. Company’s action or inaction in
enforcing the requirements of this Section shall not constitute review
or approval of Customer’s or any other users’ use or information.
9A.2 Violation. Any breach of this Article 9A shall be deemed a
material breach of this Agreement. In the event of such material
breach, Company shall have the right to restrict, suspend, or terminate
immediately any or all rights to access to the Facilities, without
liability on the part of Company, and then to notify Customer of the
action that Company has taken and the reason for such action, in
addition to any and all other rights and remedies under this Agreement.
SECTION 10 - INSURANCE
10.1 Customer shall, at its own expense, secure and maintain in
force, throughout the term of this Agreement, General Liability
Insurance, with competent and qualified issuing insurance companies,
including the following coverages: Product Liability; Hazard of
Premises/Operations (including explosion, collapse and underground
coverages); Independent Contractors; Products and Completed
Operations; Blanket Contractual Liability (covering the liability
assumed in this Agreement); Personal Injury (including death); and
Broad Form Property Damage in policy or policies of insurance such
that the total available limits to all insureds will not be less than
$2,000,000 Combined Single Limit for each occurrence
and $2,000,000 aggregated for each annual period. Such insurance
may be provided in policy or policies, primary and excess, including
the so- called Umbrella or Catastrophe forms and each such policy shall
be endorsed to show Company, its parent and affiliates and its and their
directors, officers, agents, servants, employees and independent
contractors as additional insureds. In addition, Customer shall maintain
in effect, with insurance companies of recognized responsibility, at its
own expense, (i) "All Risk" property insurance coverage with limits
sufficient to cover the full replacement cost of the Facilities with no co-
insurance, (ii) Business Interruption coverage on an actual loss
sustained basis, and (iii) such other insurance as may be required by any
applicable franchise and/or pole attachment or conduit license
agreements, as applicable and naming Company as the loss payee. All
policies required by this Section shall require the insurance companies
to notify Company at least thirty (30) days prior to the effective date of
any cancellation or material modification of such policies.
10.2 Company shall carry Workers' Compensation insurance as
required by the Labor Code of the State of Colorado and Employers
Liability Insurance. The parties understand and agree that Customer is
relying on and does not waive or intend to waive by any provision of
this contract, the monetary limitations or any other rights, immunities,
and protections provided by the Colorado Governmental Immunity
Act, § 24-10- 101 et seq., C.R.S., as from time to time amended, or
otherwise available to Customer, its officers, or its employees.
SECTION 11 - ASSIGNMENT
11.1 Neither Party shall assign any right, obligation or duty, in
whole or in part, nor of any other interest hereunder, without the prior
written consent of the other Party, which shall not be unreasonably
withheld. The foregoing notwithstanding, Company may assign this
Agreement to any affiliate, related entity, or successor in interest
without Customer’s consent. In addition, Company may partially
assign its rights and obligations hereunder to any party which acquires
from Company all or substantially all of the assets of cable franchise(s)
in which the Service is deployed to Customer.
11.2 All obligations and duties of either Party under this
Agreement shall be binding on all successors in interest and assigns of
such Party.
SECTION 12 - FORCE MAJEURE
Neither Party shall be held liable for any delay or failure in performance
of any part of this Agreement from any cause beyond its control and
without its fault or negligence, such as acts of God, acts of civil or
military authority, act of terrorism, government regulations,
condemnation of any part of the Network used to provide the Facilities
or Services, embargoes, epidemics, war, terrorist acts, riots,
insurrections, fires, explosions, earthquakes, nuclear accidents, floods,
power blackouts, unusually severe weather conditions, inability to
secure products or services of other persons or transportation facilities,
or acts or omissions of transportation common carriers.
SECTION 13 - SEVERABILITY
In the event that any one or more of the provisions in this Agreement
shall for any reason be held invalid, unenforceable, or void in any
respect under the laws of the jurisdiction governing the entire
Agreement, such provision(s) shall be construed so as to render it
enforceable and effective to the maximum extent possible in order to
effectuate the intention of this Agreement; and the validity, legality, and
enforceability of the remaining provisions hereof shall not be affected
or impaired.
SECTION 14 - THIRD-PARTY BENEFICIARIES
No provision in this Agreement is intended, nor shall any be
interpreted, to provide any person not a Party to this Agreement with
any remedy, claim, liability, reimbursement, cause of action or create
any other third-party beneficiary rights against Company.
SECTION 15 - INDEPENDENT CONTRACTORS
15.1 The Parties to this Agreement are independent contractors.
Neither Party is an agent, representative, or partner of the other Party.
Neither Party shall have any right, power, or authority to enter into any
agreement for, or on behalf of, or incur any obligation or liability of,
or to otherwise bind, the other Party. This Agreement shall not be
interpreted or construed to create an association, agency, joint venture,
or partnership between the Parties or to impose any liability
attributable to such a relationship upon either Party.
15.2 The requirements of this Article shall survive the expiration,
termination, or cancellation of this Agreement to the greatest extent
permitted by law.
SECTION 16 - NONDISCLOSURE
16.1 Unless prior written consent is obtained from a Party hereto,
the other Party will keep in strictest confidence all information
identified by the first Party as confidential, or which, from the
circumstances, in good faith and in good conscience, should be treated
as confidential; provided that (a) the owner thereof has taken
reasonable measures to keep such information secret; and (b) the
information derives independent economic value, actual or potential,
from not being generally known to, and not being readily ascertainable
through proper means by the public. Such information includes but is
not limited to all forms and types of financial, business, scientific,
technical, economic, or engineering information, including patterns,
plans, compilations, program devices, formulas, designs, prototypes,
methods, techniques, processes, procedures, programs, or codes,
whether tangible or intangible, and whether or not stored, compiled, or
memorialized physically, electronically, graphically,
photographically, or in writing. A Party shall be excused from these
nondisclosure provisions if the information has been, or is
subsequently, made public by the disclosing Party, is independently
developed by the other Party, if the disclosing Party gives its express,
prior written consent to the public disclosure of the information, or if
Page 180 of 336
Page 5 of 6
CONFIDENTIAL and PROPRIETARY
SH-A rcv. 10.10.17
the disclosure is required by any law or governmental or quasi-
governmental rule or regulation.
16.2 Customer shall not disclose to third parties the rates, terms, or
conditions of this Agreement or any proprietary or confidential
information of the Company, except as necessary for the operation of
Customer’s business and under non-disclosure agreement between
Customer and third parties.
16.3 Company acknowledges that the Customer is subject to the
Colorado Open Records Act. If Company asserts that any information
constitutes a trade secret, it is understood and acknowledged that the
Customer will not release such records without first notifying
Company and affording them an opportunity to challenge in a court
of competent jurisdiction the requester’s right to access to such
information. The entire burden of maintaining and defending the trade
secret designation shall be upon Company. Company acknowledges
and agrees that if it shall fail, in a timely manner, to initiate legal
action to defend the trade secret designation or be unsuccessful in its
defense of that designation, the Customer shall be obligated to, and
will, release the information.
SECTION 16A - CUSTOMER PRIVACY POLICIES
16A.1 In addition to the provisions of Article 16, the privacy policy
below applies to Company’s handling of Customer confidential
information. In the event of a conflict between the provisions of
Article 16 and any provision of the privacy policy below, the
applicable provision of the privacy policy shall prevail in the resolution
of the conflict. A copy of Company’s privacy policy is available at
http://www.comcast.com/customerprivacy/. Company may update
this policy from time to time, and such updates shall be deemed
effective upon posting.
16A.2 Privacy Note Regarding Information Provided to Third
Parties: Company is not responsible for any information provided by
Customer to third parties, and this information is not subject to the
privacy provisions of this Agreement or the privacy policies. Customer
assumes all privacy and other risks associated with providing
personally identifiable information to third parties via the Services.
SECTION 17 – NOTICES
17.1 Any notices or other communications contemplated or required
under this Agreement, in order to be valid, shall be in writing and shall be
given via personal delivery, or overnight courier, or via U.S. Certified
Mail, Return Receipt Requested, at the following addresses:
To Customer:
Attn: Jeromy King City
of Englewood 1000
Englewood Pkwy
Englewood, CO 80110
To Company:
Attn.: VP – Business Services
Comcast Cable Communications Management, LLC
1701 JFK Blvd / One Comcast Center
Philadelphia, PA 19103
With a copy to:
Attn.: Cable Law Department - Operations
Comcast Cable Communications, LLC.
1701 JFK Blvd / One Comcast Center
Philadelphia, PA 19103
SECTION 18 - HEADINGS AND TITLES
The headings or titles of any provisions of this Agreement are for
convenience or reference only and are not to be considered in construing
this Agreement.
SECTION 19 – CHOICE OF LAW
The domestic law of the state in which the Services are provided shall
govern the construction, interpretation, and performance of this
Agreement, except to the extent superseded by federal law.
SECTION 20 - COMPLIANCE WITH LAWS
Each of the Parties agrees to comply with all applicable local, state and
federal laws and regulations and ordinances in the performance of its
respective obligations under this Agreement.
SECTION 21 - AMENDMENTS; NO WAIVER
21.1 This Agreement may be amended only by written agreement
signed by authorized representatives of both Parties.
21.2 No waiver of any provisions of this Agreement or to any
default under this Agreement shall be effective unless the same shall be
in writing and signed by or on behalf of the Party against whom such
waiver is claimed.
21.3 No course of dealing or failure of any Party to strictly enforce
any term, right, or condition of this Agreement shall be construed as a
waiver of such term, right or condition.
21.4 Waiver by either Party of any default by the other Party shall
not be deemed a waiver of any other default.
SECTION 22 - SURVIVAL
Provisions contained in this Agreement that by their sense and context
are intended to survive the performance, termination or cancellation of
this Agreement hereof by any Party hereto shall so survive.
SECTION 23 - FULLY INTEGRATED
This writing constitutes the entire agreement between the Parties as to
the subject matter hereof and supersedes and merges all prior oral or
written agreements, representations, statements, negotiations,
understandings, proposals, and undertakings with respect to the
Agreement.
SECTION 24 -INTERPRETATION OF AGREEMENT
This Agreement is a negotiated document. In the event that this
Agreement requires interpretation, such interpretation shall not use any
rule of construction that a document is to be construed more strictly
against the Party who prepared the document.
SECTION 25 - RIGHT TO ENTER INTO CONTRACTS Nothing
herein shall be construed as preventing either Party hereto from
entering into similar contractual arrangements with other parties,
unless such contracts would conflict with the performance of this
Agreement.
SECTION 26 - REMEDIES CUMULATIVE
All rights of termination, or other remedies set forth in this Agreement
are cumulative and are not intended to be exclusive of other remedies
to which the injured Party may be entitled at law or equity in case of
any breach or threatened breach by the other Party of any provision of
this Agreement. Use of one or more remedies shall not bar use of any
other remedy for the purpose of enforcing any provision of this
Agreement; provided, however, that Party shall not be entitled to retain
the benefit of inconsistent remedies.
Page 181 of 336
Page 6 of 6
CONFIDENTIAL and PROPRIETARY
SH-A rcv. 10.10.17
SECTION 27 - COUNTERPARTS
This Agreement may be executed simultaneously in two or more
counterparts, each counterpart shall be deemed an original, and all
counterparts individually or together shall constitute one and the same
instrument.
SECTION 28 - VERIFICATION OF COMPLIANCE WITH
C.R.S. 8-17.5-101 ET.SEQ. REGARDING HIRING OF
WORKERS WITHOUT AUTHORIZATION
28.1 Employees, Consultants and Sub-consultants: Company shall not
knowingly employ or contract with a worker without authorization to
perform work under this Agreement. Company shall not contract with a
sub-consultant that fails to certify to the Company that the sub-consultant
will not knowingly employ or contract with a worker without
authorization to perform work under this Agreement. [CRS 8-17.5-
102(2)(a)(I) & (II).]
28.2 Verification: Company will participate in either the E-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 are newly hired for
employment to perform work under this public contract for services.
Company is prohibited from using the E-Verify program or the
Department program procedures to undertake pre-employment screening
of job applicants while this contract is being performed.
28.3 Duty to Terminate a Subcontract: If Company obtains actual
knowledge that a sub-consultant performing work under this Agreement
knowingly employs or contracts with a worker without authorization,
Company shall;
(1) notify the sub-consultant and the Customer within three (3)
days that the Company 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, with
respect to the applicable work performed by such sub-consultant, if,
within three (3) 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 Company shall not
terminate the contract with the sub-consultant, with respect to the
applicable work performed by such sub-consultant, if during such three
(3) days the sub-consultant provides information to establish that the sub-
consultant has not knowingly employed or contracted with worker
without authorization.
28.4 Duty to Comply with State Investigation: Company shall comply
with any reasonable request of the Colorado Department of Labor and
Employment made in the course of an investigation by that the
Department is undertaking pursuant to C.R.S. 8-17.5-102 (5)
Page 182 of 336
Agreement No: CO-APr-091422-1 SO ID#:Account Name:
Primary Contact:Othoniel Sierra Billing Account Name
Title:Mayor Billing Name
(3rd Party Accounts) Address 1:
Address 1:1000 Englewood Parkway Billing Contact:Address 2:
Address 2:Title:City:
City:Englewood Phone:State:
State:CO Cell:Zip Code:
Zip:80110 Fax:Tax Exempt:
Phone:303-762-2310 Email:
Cell:
Fax:
Email:osierra@englewoodco.gov
Service Term (Months):120
SUMMARY OF SERVICE CHARGES*
Current Monthly Recurring Charges:$5,500.00 Total Standard Installation Fees:$0.00
Current Trunk Services Monthly Recurring Charges:$0.00 Total Trunk Services Standard Installation Fees:$0.00
Total Monthly Recurring Charges (all Services):$5,500.00 Total Standard Installation Fees (all Services):$0.00
Change Monthly Recurring Charges:$0.00
Change Trunk Services Monthly Recurring Charges:$0.00 Total Custom Installation Fee:
Change Monthly Recurring Charges (all Services):$0.00
Total Monthly Recurring Charges:$5,500.00
Total Trunk Services Monthly Recurring Charges:$0.00
Total Monthly Recurring Charges (all Services):$5,500.00 SUMMARY OF MONTHLY EQUIPMENT FEES
Current Equipment Fee Monthly Recurring Charges:$0.00
Current Trunk Services Equipment Fee Monthly Recurring Charges:$0.00
Current Equipment Fee Monthly Recurring Charges (All Services):$0.00
Change Equipment Fee Monthly Recurring Charges:$0.00
Change Trunk Services Equipment Fee Monthly Recurring Charges:$0.00
Change Equipment Fee Monthly Recurring Charges (All Services):$0.00
Total Equipment Fee Monthly Recurring Charges $0.00
Total Trunk Service Equipment Fee Monthly Recurring Charges $0.00
Total Equipment Fee Monthly Recurring Charges (All Services)$0.00
303-762-2310 CO
1000 Englewood Parkway
Othoniel Sierra
Englewood
80110
SALES ORDER FORM
21614145 City of Englewood
CUSTOMER INFORMATION (for notices)
City of Englewood INVOICE ADDRESS
Yes
osierra@englewoodco.gov * If Yes, please provide and attach all
applicable tax exemption certificates
SUMMARY OF CHARGES (Details on following pages)
SUMMARY OF STANDARD INSTALLATION FEES*
SUMMARY OF CUSTOM INSTALLATION FEES*
$0.00
*Note: Charges identified in the Sales Order are exclusive of maintenance and repair charges, and applicable federal, state, and local taxes, fees, surcharges and recoupments (however designated). Please refer to your Comcast Enterprise
Services Master Services Agreement (MSA) for specific detail regarding such charges. Customer shall pay Comcast one hundred percent (100%) of the non-amortized Custom Installation Fees prior to the installation of Service.Page 183 of 336
SERVICES AND PRICING
Account Name:Date:
Agreement No:SO ID#:
Short Description of Service:
Service Term:120 MONTHS
Line Request Action Service(s)Tax Jurisdiction Qty Monthly One-Time
001 Renew Remove Dark Fiber Primary Route Civic Center / 1000 Englewood Par - Interstate 5 ($2,750.00)$0.00
002 Renew Remove Dark Fiber Primary Route - Safety Services / 3615 S Elati Street Interstate 1 ($550.00)$0.00
003 Renew Remove Dark Fiber Primary Route - Rec Center / 1155 W Oxford Ave Interstate 2 ($1,100.00)$0.00
004 Renew Remove Dark Fiber Primary Route - Allen Filter Plant / 1500 W Layton Ave Interstate 1 ($550.00)$0.00
005 Renew Remove Dark Fiber Primary Route - Broadway Bellweview traffic lights / Br Interstate 1 ($550.00)$0.00
006 - - - - - $0.00 $0.00
007 Renew Add Dark Fiber Primary Route Civic Center / 1000 Englewood Par - Interstate 5 $2,750.00 $0.00
008 Renew Add Dark Fiber Primary Route - Safety Services / 3615 S Elati Street Interstate 1 $550.00 $0.00
009 Renew Add Dark Fiber Primary Route - Rec Center / 1155 W Oxford Ave Interstate 2 $1,100.00 $0.00
010 Renew Add Dark Fiber Primary Route - Allen Filter Plant / 1500 W Layton Ave Interstate 1 $550.00 $0.00
011 Renew Add Dark Fiber Primary Route - Broadway Bellweview traffic lights / Br Interstate 1 $550.00 $0.00
012 - - - - - $0.00 $0.00
013 - - - - - $0.00 $0.00
014 - - - - - $0.00 $0.00
015 - - - - - $0.00 $0.00
016 - - - - - $0.00 $0.00
017 - - - - - $0.00 $0.00
018 - - - - - $0.00 $0.00
019 - - - - - $0.00 $0.00
020 - - - - - $0.00 $0.00
021 - - - - - $0.00 $0.00
022 - - - - - $0.00 $0.00
023 - - - - - $0.00 $0.00
024 - - - - - $0.00 $0.00
025 - - - - - $0.00 $0.00
026 - - - - - $0.00 $0.00
027 - - - - - $0.00 $0.00
028 - - - - - $0.00 $0.00
029 - - - - - $0.00 $0.00
030 - - - - - $0.00 $0.00
031 - - - - - $0.00 $0.00
032 - - - - - $0.00 $0.00
033 - - - - - $0.00 $0.00
034 - - - - - $0.00 $0.00
035 - - - - - $0.00 $0.00
036 - - - - - $0.00 $0.00
037 - - - - - $0.00 $0.00
038 - - - - - $0.00 $0.00
039 - - - - - $0.00 $0.00
040 - - - - - $0.00 $0.00
041 - - - - - $0.00 $0.00
042 - - - - - $0.00 $0.00
043 - - - - - $0.00 $0.00
044 - - - - - $0.00 $0.00
045 - - - - - $0.00 $0.00
046 - - - - - $0.00 $0.00
047 - - - - - $0.00 $0.00
048 - - - - - $0.00 $0.00
049 - - - - - $0.00 $0.00
050 - - - - - $0.00 $0.00
* Services Location Details attached PAGE 2 SUBTOTAL:$0.00 $0.00
SALES ORDER FORM
Description
Solution Charges
#N/A
Service Location A*Service Location Z*
21614145CO-APr-091422-1
9/14/2022City of Englewood
#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
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#N/A
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#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
#N/A
Page 184 of 336
Date:9/14/2022 Agreement No:SO ID#:Account Name:
Line State
Incremental
Equipment
Fee
1 CO $0.00
2 CO $0.00
3 CO $0.00
4 CO $0.00
5 CO $0.00
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
SALES ORDER FORM
SERVICE LOCATION DETAIL INFORMATION
CO-APr-091422-1 21614145 City of Englewood
Location Name/Site ID Address 1 Address 2 City Zip Code Technical/Local
Contact Name
Technical/Local
Contact Phone #
Technical/Local Contact Email
Address
Allen Filter Plant 1500 W Layton Ave Englewood 80110
Rec Center 1155 W Oxford Ave Englewood 80110
Safety Services 3615 S Elati Street Englewood 80110
Civiv Center 1000 Englewood Parkway Englewood 80110
Broadway Bellweview traffic l Broadway and Belleview Englewood 80110
Technical Contact On Site
(Yes/No)Page 185 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Brad Creager, Jeromy King
DEPARTMENT: Information Technology
DATE: December 5, 2022
SUBJECT:
Approve a resolution for Civic Center Storage Area Network
(SAN) end of life replacement
DESCRIPTION:
Approve a resolution to purchase hardware to replace an end of life network storage device and
installation professional services for the primary production environment from Peak Resources
in the amount of $157,667.89
RECOMMENDATION:
The Information Technology Staff recommend Council approve by resolution the purchase of a
new NETAPP SAN through Peak Resources, Inc. in the amount of $157,667.89.
SUMMARY:
The Information Technology Department is responsible for maintaining all City computer
systems and infrastructure. The City of Englewood leverages a Storage Area Network (SAN)
device to manage production applications and storage that serve both internal city functions and
citizen facing services. The existing aged SAN no longer qualifies for renewed maintenance or
support by NETAPP. A routine hardware life cycle ensures that performance, maintenance, and
security best practices are met and offers the best experience for city staff and citizens.
In April of 2015, he City of Englewood implemented two NETAPP FAS2554s to provide storage
for the City’s SQL (database engine), Systems Management Server (SMS), Windows Servers,
and services offered to citizens through customer facing applications. In December 2022,
NETAPP will no longer be providing support or updated security patches to the existing SAN, as
it has reached the end of product life. The Information Technology department has investigated
the optimal solution for replacement of the existing SAN, considering compatibility, performance,
cost, and technology potential. As the City’s technology grows, hardware life cycles are critical
to maintaining continuity of the infrastructure and providing consistent services to citizens and
the City’s departments. Purchase of a new NETAPP SAN allows the Information Technology
department to continue annual maintenance agreements with NETAPP which include, updated
version and security support, 4-hour response for hardware related failures, and performance-
based monitoring. The agreement provided by Peak Resources includes professional services
for installation and initial configuration of the new SAN to meet industry best practices and
continuity of migration from the old hardware.
The State of Colorado agreement with NETAPP through Peak Resources allows the city to get
the best pricing. The attached quote provided by Peak resources is based on the pricing in the
cooperative purchasing agreement with the State of Colorado. According to CRS 24-110-
Page 186 of 336
201(5) The State of Colorado allows the city to use the cooperative purchasing agreements the
state has negotiated. Cooperative purchasing complies with the City's Purchasing Policies &
Procedures, Section XIII - Competitive Bidding Requirements, using cooperative purchasing
whenever possible through the State bid list as well as other organizations. Sector allows the
city to get the best pricing. The attached quote provided by Peak Resources is based on pricing
in the cooperative purchasing agreement with the State of Colorado. According to CRS 24-110-
201 (5) The State of Colorado allows the city to use the cooperative purchasing agreements the
state has negotiated. Cooperative purchasing complies with the City's Purchasing Policies &
Procedures, Section XIII - Competitive Bidding Requirements, using cooperative purchasing
whenever possible through the State bid list as well as other organizations.
COUNCIL ACTION REQUESTED:
The Information Technology Department would like approval to purchase a replacement
Storage Area Network (SAN) for the Civic Center infrastructure. The purchase of hardware and
services for installation in the amount of $157,667.89.
FINANCIAL IMPLICATIONS:
The Agreement includes the purchase of a new NETAPP storage area network (SAN),
professional services from Peak Resources for installation, and a 1-year support contract with
NETAPP. Peak Resources has provided pricing for these items in the amount of $157,667.89.
The budget for purchasing the NETAPP SAN was included in the Information Technology
Department Network Development in the adopted FY-2022 Budget.
CONNECTION TO STRATEGIC PLAN:
Hardware lifecycle compliance is in line with Governance in the Strategic Plan
ATTACHMENTS:
Resolution - Coop Bid Peak Resoures.pdf
Netapp SAN - Contract Approval Summary.pdf
NetApp State of Colorado.pdf
Peak Resources 2016-0000-0000-0000-0113 NASPO Redacted.pdf
CoE Civic - A250 12 Month 17104.v3.13.pdf
Page 187 of 336
1
RESOLUTION NO. __
SERIES OF 2022
A RESOLUTION AWARDING A CONTRACT FOR THE
PURCHASE OF HARDWARE TO REPLACE END OF LIFE
NETWORK STORAGE DEVICE AND RELATED
INSTALLATION SERVICES FROM PEAK RESOURCES, INC.
WHEREAS, Section 4-1-3-1(C) of the Englewood Municipal Code 2000 allows
for the purchase of commodities, supplies and equipment under any general bid or
purchase contract of the United States Government, State of Colorado or other
governmental jurisdiction at the prices, terms and conditions contained therein, when, in
the opinion of the City Manager, the prices available to the City through such agreement
are deemed to be the lowest and best price available to the City; and
WHEREAS, the City of Englewood Information Technology Department
requires replacement of hardware to replace an end of life network storage device and
related installation services; and
WHEREAS, the City, as a municipality, has the opportunity for a limited time to
take advantage of the pricing offered by the State of Colorado Price Agreement
#MNWNC-121 AND 20160000000000000113, which is currently allowing local
jurisdictions to take advantage of the pricing structure negotiated by the State through the
cooperative bidding process; and
WHEREAS, Peak Resources, Inc. is a participating vendor under the State of
Colorado Price Agreement # MNWNC-121 AND 20160000000000000113; and
WHEREAS, the purchase of the hardware and related installation services for
this project from Peak Resources, Inc. would be in the total amount of $157,667.89.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ENGLEWOOD, COLORADO, AS FOLLOWS:
Section 1. The Englewood City Council hereby authorizes the purchase of
hardware to replace an end of life network storage device and related installation services
from Peak Resources, Inc. in lieu of the internal competitive bid process, by using the
State of Colorado Price Agreement #MNWNC-121 AND 20160000000000000113 for a
total amount of $157,667.89, as set forth in the Price Agreement, attached hereto as
Exhibit 1.
ADOPTED AND APPROVED this 5th day of December, 2022.
Page 188 of 336
2
Othoniel Sierra, Mayor
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 189 of 336
Page 190 of 336
Contract Approval Summary
March 2019 Update
Page | 2
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)
☒ Other: Please Describe
According to CRS 24-110-201 (5) The State of Colorado allows the city to use the
cooperative purchasing agreements that the state has negotiated. We will be using Peak
Resources Cooperative purchasing agreement through the state of Colorado. 2016-0000-
0000-0000-0113/NASPO
Page 191 of 336
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Agreement #: 2016-0000-0000-0000-
0113/NASPO State of Colorado Price Agreement
Classification:PERMISSIVE
Status:Current
Duration of Agreement:
Period Covered:Options:
Jan 17, 2018 To Feb 28, 2023 Option to Renew for 0 More Year(s)
Category:
Computer Equipment, Peripherals & Related Services
Commodity Code:20400,20500,20600,20700,92048
Commodity
Description:Desktops, Laptops, Tablets, Servers, Storage
Department of Personnel and Administration
State Purchasing Office
1525 Sherman St., 3rd Floor
Denver, CO 80203
Greg Draughon at (303) 866-4552
email: Gregory.Draughon@state.co.us
Ordering/Contact Information
Small Business:No
Minority Owned:No Woman Owned:No
Company:NetApp Inc.Doing Business As:NetApp
Contact:Tyler Wagenseller Contact Email:Tyler.Wagenseller@netapp.com
Order Number:720-402-8313 Toll Free/Cell Number:+1 877 263 8277
Fax:Payment Terms:N 45
Address:1395 Crossman Ave F.O.B.:Destination
City, State, ZIP:Sunnyvale, CA 94089 Delivery:
Quote Email:ng-servicesales@netapp.com
How To Order/Agreement Prices
Special Ordering Conditions for State Agencies
State agencies are cautioned to obtain necessary OIT approvals prior to use of this price agreement for IT
resources. The definition of IT resources and state agencies can be found in § 24-37.5-102 CRS.
.
NetApp Inc. is authorized under the NASPO ValuePoint Computer Master Agreement #MNWNC-121 to provide
goods and services in the following bands:
Desktops
Laptops
Tablets
Servers
Storage
.
Ordering Information: This Price Agreement is under the 2015-2020 NASPO ValuePoint contract.
Ordering and Pricing: NetApp Inc. PRICING INFORMATION and all NetApp AUTHORIZED BUSINESS
PARTNERS are listed on the State’s landing page on the following website:https://www.netapp.com/us/how-to-
buy/wsca/index-mnwnc121.aspx
.
Please note: for all purchase orders issued against this contract, the following must be shown on the PO:
.
Colorado State contract #20160000000000000113/NASPO
NAPSO-Minnesota Master Price Agreement #MNWNC-121.
Files:application/pdf 174 KB CERT_GS_F.pdf
application/pdf 1,880 KB State of CO NetApp Inc signed executed.pdf
application/pdf 232 KB 1487890219_2015-2020 MNWN_PC_Agreements_NetApp Contract_Amendment-1 (2).pdf
application/pdf 108 KB 1507839326_2015-2020 MNWN_PC_Agreements_NetApp Contract_Amendment-2.pdf
application/pdf 1,781 KB 1425432287_2015-2020 MNWN_PC_Agreements_NetApp Contract (12).pdf
application/pdf 39 KB 1574115877_2015-2020 MNWN_PC_Agreements_NetApp Contract_Amendment-5.pdf
Page 192 of 336
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Contract Status:-select-
Vendor Insurance Certificate Expiration Dates
Workers' Comp:General Liability:Other Insurance:Other Insurance Description:
May 1, 2018 May 1, 2018 May 1, 2018 Auto/Umbrella/Technology
Files:application/pdf 1,409 KB 17-18 COI - State of Colorado.pdf
Additional Attachments
Files:
Conditions Of Agreement
This Agreement results from the following solicitation:
Number:
Files:
Amendments:
Amendment Number:
Amendment Effective
On:
Reason For
Amendment:
Amendment History:
Page 193 of 336
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CMsnx'55trCOREDOCIDl2Dl DWIlldocumentsshallberesolvedbygivingprioritytothesedocumentsintheorderlistedabove.ContractortermsandconditionsthatapplytotheMasterAgreementareonlythosethatareexpresslyacceptedbytheLeadStateandmustbeinwritingandattachedtotheMasterAgreementasanExhibitorAttachment.Noothertermsandconditionsshallapply.includingtermsandconditionslistedintheContractor'sresponsetotheSolicitation,ortermslistedorreferencedontheContractor'swebsite.IntheContractorquotation/salesorderorinsimilardocumentssubsequentlyprovidedbythecontractor.Thesolicitationlanguageprevailsunlessamutuallyagreedexceptionhasbeennegotiated..ParticipatingStateModificationsorAdditionstoMasterAgreement:ThefollowingchangesshallbemadetotheMasterAgreementwithrespecttoContractor'sperformancepursuanttothisAddendum:I.ThesemodificationsoradditionsapplyonlytoactionsandrelationshipsbetweentheexecutingParticipatingStateandtheContractorandareaddressedinExhibitAoftheParticipatingAddendum,incorporatedhereinandattachedhereto.ll.MasterAgreement,ExhibitA.PartC.MinnesotaTermsandConditions.shallbereplacedinitsentirelybyColorado’sExhibitA..PrimaryContacts:EachindividualidentifiedbelowistheprincipalrepresentativeatthedesignatingParty.AllnoticesrequiredtobegivenhereundershallbedeliveredtosuchParty'sprincipalrepresentativeornamedsuccessorattheaddresssetforthbelow.Inadditionto.butnotinlieuofahard-copynotice,noticemayalsobesentbye-mailtothee-mailaddresses.ifany.setforth.EitherPartymayfromtimetotimedesignatebywrittennoticesubstituteaddressesorpersonstowhomsuchnoticesshallbesent.NoticestoOrderingEntitiesshallbeasprovidedforintheOrderacceptedbytheContractor.Unlessotherwiseprovidedherein,allnoticesshallbeeffectiveuponreceipt.TheprimarycontactindividualsforthisPanicipatingAddendumareasfollows(ortheirnamedsuccessors):ContractorNameHarrvFranksAddress1921GallowsRoad.Suite600.Vienna.VA22182Telephone703-918-7317FaxE-mailHarry.Franks@netapp.comParticipaligEntityNameGregDrauohonAddress1525ShermanStreet.3'“Floor,Denver.CO80203Telephone303-866-4552FaxE-mailgregory.draughon@state.co.usSubcontraotors/Partnersl?esellers:TheContractormayuseSubcontractorstoperformsomeofitsdutiesandobligationsunderthisAddendum.However.onlythoseapprovedbytheStatemaybedeployed.TheContractorwillberesponsibleforanyagreementswithsuchSubcontractors.TheStateofColoradoisnotagreeingto.andisnotresponsibletor.anytermsandconditionswithSubcontractors.Contractor'slistofauthorizedresellers.parmers,andserviceproviderswhomayserveasSubcontractorsunderthisAddendummaybefoundonthededicatedNetApp,Inc.website2Rev06/01/I5Page 195 of 336
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2:28>3.m3mmmoommu_.__u:_>mESn.mEcommazcmm::mu..o._a.mu._oommucmEmaEsm.co__mE_2E_a_Ewu_Eoo2mmmuoaEmE£_w=o.m.oEm._m..o_uEEooe._wmg.6m..2oE_.._oo_so__mE5mmu_>_um3mas:._o3%...m£o.6dmooumE2.m_.__.mo:Emuu:_u_.__3...=m_._mnzm_._o&=mm?co.6o_oEmm_mo_Eom._.2__.m._E__.£u.Eman__._m_.a&%2_m=o.5u_oEm._.2o_u_>2n.E5mmo_>._mwEm...:__%2e9:u_.__n_._£m£_Eaz.E=u:muu<m_£..ou::unw?em"mcu_>._umv2a_omEam_u._u:n:o._...a..a=._.m..o=._nEau3.33Bumu__o£:mm_._o?EEoo._mmo._.._..n.0.E_§.%u<mi.ragaEm?zumumucmEo_o_==mEmcoaeou?couo_nw:_m>new.335:5ucm:_m._m.._Um_.__N.=._O0£:m:u>ooBENmmm_Eo.n_m3«:F_m5«N5wmum_255_ommm_tmn_0c._r.=o=u.Bu_m_._oo.mdim9___a_u_..a._ms.3mm?cwmmEm_Eo.anw£3.ucmE0:um:m__aEooomcwmnm>m;:o_.m:_Eoouucmmu:Emw_u_m_m>eanmum.__:_umm.5TF2.éuammoc_m_m_xuE_._u:ou_u<m__.=2..__._E:w2a_._c£:<._§oa._<u_._u.:o=u_.Ec._nn<.>=._o£...<.<m._<._._omE._..._.zu:B.Som.=m.=:nbamxm.zoF<:..<>muoz<:uo..=.um..oau$:.zouu.:S<m.NEEEE..Ec.=Eu2:..o>..o5<E.zou>..<2_>5m..d._:<m._EEEEmzo_m_>oE._<_ommmon<zo._oo.2...mzo_m_>oE._<mmzma.2_zm._.m>m..zw_=ma<z<=_.o<E.zoown§m._.E.m.5>..._z:_==_._<»zm=z:m>ou.3mm?msmz.9mnmoomm:o.5<m._.zoozoF<oE_._.ozIoz_.Eo..m:o.8<E.zooO...m.—zm_a><mE5mmx<._.5.03no._..msm.::.m=5...mzo_._._z_munm._<._._omzu-'N'¢-i<iu'i«iI~'n6oiv°-m._.zm._.zoonou._n<._.6:...E<~uzE3350m:_mm.._u._:n_Su?_oa<mo._oonom._.<.—mcoozaonE:_u.._o_uu<u=_§__u_:m..2.<._._m__._xmm#_ _a~;n_§m:ou:§:.m:uPage 198 of 336
D.CMSiiazssttCOREDOCIbrrzuiatitttxriiootiitotittolI3TechnicalRemoteorOftsiteSupponinformation.ThisAddendumauthorizesthepurchaseofsuchGoodsand/orServices,inaccordancewiththetermsofOrdersissuedpursuanttothisAgreementbyeligibleOrderingEntitieswithinmeStateofColorado.TheStatePurchasingOfficehasenteredintothisAddendumpursuanttotheawardissuedContractorasaresultofSolicitation#MNWNC-‘I21toestablishthepriceandtermsforpurchaseofGoodsandlorServiceswithintheStateofColoradobyStateAgencies(SA),InstitutionsofHigherEducation(IHE),PoliticalSubdivisions(PS),eligibleNon-ProfitOrganizations(NPO),andothereligibleentities(includingcooperatives,collectivelyreferredtoasthe“OrderingEntities."definedIn§2,Definitions,below).ll.ExceptwithrespecttoanyOrdersplacedbyItunderthisAddendum.theStateDepartmentofPersonnel&AdministrationshallnotbeliabletotheContractorasasignatorytothisAddendumforanybreachbyanOrderingEntityofanypaymentorotherobligationhereinorunderanyOrderorContractforGoodsand/orServicesunderthisAddendum.andtheStateshallnotbeliabletoContractorforanypaymentorotherobligationowedbyanyPoliticalSubdivisionorNon-Pro?tOrganizationorothernon-StateOrderingEntity.Participation.UseofthisAddendumbyOrderingEntitiesthatareauthorizedbyColoradostatutestousethisAddendum.aresubjecttothepriorapprovaloftheStatePurchasingOffice.DeterminationoieligibilityforparticipationinthisAddendumissolelywithinthediscretionoftheChiefProcurementOfficer.References.AllreferencesinthisAddendumtosections(whetherspelledoutorusingthe§symbol).subsections,exhibitsorotherattachments,arecontainedhereinorincorporatedasaparthereof,unlessotherwisenoted.2.DEFINITIONSCapitalizedtermsusedhereinshallbeconstruedandinterpretedasfollows:A.C.ceilingPricing.“CeilingPricing‘meansthemaximumpriceContractorisallowedtochargeforGoodsand/orServices.“chiefProcurementOfficer"meansthepositiondescribedintheColoradoProcurementCodeanditsimplementingregulations.confidentialInformation.“Confidentialinformation"meansinformation,data,records.anddocumentarymaterialsbelongingtotheStateoranOrderingEntityregardlessofphysicalfonnorcharacteristics.includingbutnotlimitedtoanynon-publicStateorOrderingEntityrecords,sensitiveStateorOrderingEntitydata.protectedStateorOrderingEntitydata.StateorOrderingEntitypersonnelrecords.personallyidenti?ableinformation(‘‘PII‘‘),andotherinformationordataconcerningindividuals,whichhasbeencommunicated,furnishedordisclosedbytheStateorOrderingEntitytoContractor.ConfidentialInformationdoesnotincludeTechnicalRemoteorOffsiteSupportinformation.Notwithstandingtheforegoing,ConfidentialinfomiationshallnotincludeStateDataandRecordsorOrderingEntityRecords.Contract.“Contrac"issynonymouswith"Addendum,""Agreement"and“PriceAgreement."andconsistsofattachmentsandanyOrdersissuedinconnectiontherewith,andanyfuturemodifyingAgreements,exhibits,attachmentsorreferencesincorporatedherein.pursuanttoColoradoStatelaw,FiscalRules,andStateControllerPolicies.contractFunds."ContractFunds”meansfundsavailableforpaymentbytheStatetoContractorpursuanttothisAddendumforOrdersplacedbyStateOrderingEntities(StateAgencies,InstitutionsofHigherEducationandOtherStateDepartments).Deliverable.“Deliverable”meansthereport(s),document(s),analyses,scripts,code,GoodsorotherWorkresultswhichhavebeendeliveredbyContractorwithintheframeworkoffulfillingobligationsunderaStatementofWork(“SOW").EnvironmentallyPreferable.‘EnvironmentallyPreferable"meansproductsorSenricesthathavealesserorreducedadverseeffectonhumanhealthandtheenvironmentwhencomparedwithcompetingproductsorServicesthatservethesamepurpose(CH5§24-103-804(1)).Evaluation."Evaluation"meanstheprocessofexaminingConbactor‘sWorkandratingitbasedon6Rev06/0|/l5Page 199 of 336
m_\_§>u~_nzozmEco_mEmE_._._m>ou2u.m..coc>:mm:moE..:o_m_>__B:m_wuon...Amna:o_n_>_ua:w_ao=__om.§um=:ooucmm?_m9:£3m_._amE..mm_:mn_._Em_._o_uEEooBE?wm.__§__o_En_9:m.._moE_x€mn_...mo=._un5>.._umduooEmem?ooi9amon.3uoEm>cm6:2m55mEcwm:__mE0E?w._o_.=o>5ucuo._..=w_m_mm._25m9:.EEwEbm_......_umwm5.EwE_._m.._mn__m_u_u_._nm_.=._2:mmo.._.35m9:.33SEuc?unmnm5mcmme._mEwFEmumn_25m550...2:mE:u._onSu?5:5._._o=mE.o__.__connsw23.0Bm.oEmm_8_Eow._.u_...=_o:_E:moanmu._oSm_>s_..mmc_._mu._O.:o_.mE.2:m_..._mu__:aoEmcomu_._m__m._Sc_.==svmn_o_m>ou>_Emu.._mauu_.._mm:3._o_?E.oE_scamumo22%2:mm:0:?.€mn.EE.mE.m:o=mm__noa__m_Eou=_._oo.:o£_.s:2bm=:oU2_uomo_um_9:Siam3:520cm2.o.um=_._ooBuoao_._o__mu__no>5.0Emmi.:o_.=_.su_nm__m>m>_u__n_.awmEoomn>_Ea=cmmn=m.6m.:5.._EuEEcoBm._._mo_om_u9.89::2:.mm_._o_.u_.__mw._So5_.s..2uEEoo9_.§o§>Em._mm_A...2.3.u.—.eo~.E.+ummmo.s<mnaumm=30%e.._oo2:2=a.a._ao.__._mo.om_u26uE:mm_S52.5E?mzcoo2azzmm=_.%_ocm3uomo_um_u._oum:w__.:E._u2mo_E_EE853mm;_._o__§.>._Em9__.%.ocm23.5.3mmm_m;tm>m:=5_EmEcoo_uuEmmuS:m_.5:m_m_._u_>_u:_u:__.:S:8Emu5:o_?E._oE_.w£onanEmuzacm9..=oEOw>=_m:mm.:o:.mu._oowmbzcm35202.25>52cw:8:Snm:_u_.__o_.__.3.m_._m_um._m;uEE3._mu_m.Ea.ommm_Emuo.>.__.._mm_..__mu._Ocm2:_w:u_mnm_m_._EmE>_m.:wE=uo_uEm.mEoom_Emu._._e_§EoE_m:mmE..m_eauom>__Em9__.%.o..mu._oou:>=Emm_.__..mu._o.§uu._Eoo5.;9090mama2o..._wm£ucmm?asmouEo_ooBum~_._c£_..mE>_§uaooomu:_u:_oc_V>_=_._m.25>5vnm.:a__mN_:nu._O.__9n_.:ozm_..9o_._m.:o_m_>_un:m_mu_.__o....m.:o=mo:_um_E;_.__Eco__E=m:_:mu5FEmn_mom?m.650_._mu:mEEm>omEsmo_uEo_ooEsoz?mm>==uoxwa5_.__>o:cm<E?woum._o_o0mm:moE_.>=.:m.m:_..mEo...>.=cm9.520.E=u=w_uu<£5:_uo?mmoam:o=_u:3ucmmE_2mEmmms..3umEo>omBow_u=2»anewu=__%_oEu3mEmEm._:uu.mp:£_3EEm_m:ouuuucm?m._ou._0:<.E:u:u_uu<m_.=_.__Beamau_>..mw._omuoom.m5.2202a_Em3.3.05Etam....o:o:o>__..uE._EEoeuw~__o£:m3:63_sEE3.590>.m>__ou_._wu.ommmzezq>5«came....mu._O_..520.55.6_m=u_.._E_.23Em.6.2...m.__:ooE9::o_mm.E.mnSo_.:_3umc?oeucmnmSn_.=m_uw_up>mEucmm_n_w__m>m23:mumEm.2.88.53_m9:SE;.2o._wB=ommcmoe..ou.._._om:30..oo.=_omEEO.c_._mEmm.m<.235.=._on.m:_m>on_m<zm_.==_uw:__mum5m.o.um=_._ooEmEmw._m<EmmiE9:mmmm:u._:q9.9.:28:5a_.__mm;o5n_22m2:>9uo>o._&monncm_..o_.S__&n_m_._::mcw__En:m..m:Eomz<.mmmm;u=a9_mE2zo_§>£_.smmusom_£..wE=._m>om.32._o.2m?._m..wu&E9:m=_u.5_m>_uuo._new.uu_=o25m3Es?uwmcuu._o_ooQ:E..m:_u:m_mnoon5..mmumacuoou.2a.230o::m>om_nEu...__m3m5._wv_.=_mama53%.«>2.2.$_._.5ESE.:o_.m~_:m9oEen_.Ez..Aonz.:o=S_=au..o.=E._..3z.a_Emm:_.oBoo£2m_an_qwuommaE5m_._o=i:ouEm252m_.__mEou.2._.._mE$._uamm_._mu__Em?ammm_ocozaumxm¢_.=.3295>._Emm:_.oEOm59E§..._EnoEvmm_..mu__m_E5Su?smmamas..u._mz£omummc$_._..2uz£om_uum:uo_._6.3mm:_?n_oEm..._E.Eu..._..o&=mm.3.ouEa_oo322mas5u2woo_mum__oo5b_m_u>_:.._mmcmmeEozmuzum.29:B_._o=_.___.m_.___.Aux:.._o=au:um.25.:_o:o==«=m:_AemscomE2m>mmzz?mnoucmm.m§E.:.un8o_u_Em:_u_.__o:_om_m._u_._uo.aEmuzm?mmmbacwmc_._mE0E._2um._Eoo3ou_>o.auuoou_.__EEm._moE>5m_;u_E3m?zéom..o«om...:oou_._ma_Emm:_.mu._ooz.2_um._m>__mnBnzuazm.._2om._Eoom:mmEgmuaou.duoou.51..mu:m_mom:_§__2Q...Eon9.5.,ca35ucmEm»._mu.._m_monoun3F23..com_.__aun.._o__.__s.._no>_uvm_um.3£mu=_..a_o_:.._2..u:uuE....ua>_aomE...._ao>_wom_m.c:oEo=_._uommm:n._n_.._xm_Eo__u:_a>uou:aE..£._u...2uu=:oom_..EumHw=nExmgroan:uE:_o>.2uEEoo>._uEE:mo_nEum._.._a_£?_:_w.u;mu:m.m_m._3uEEo&ou:_newEma:umzumauemmEmE_._ooum..___so__29:..3.._uE:ua:<._o..=oucamsnixm.AE£m>ma:0E0Ou:uS_~0u.=:OUu.._.>22m.EhUcm¢_..O>>*0EmE2£m.cm:_uo:m__n.£mmm_._m_._..u2_ _onaQoonEcoEm...mzu.0Page 200 of 336
CusirazssitC%EDOCDl20l Il3ascities,towns,counties.andspecialdistrictssuchasschool.fire.water,transportation,etc.operatingwithintheStateofColorado.V.Review.“Fleview"meansexaminingContractor'sWorktoensurethatitisadequate,accurate,correctandInaccordancewiththecriteriaestablishedin§4(StatementofWork),§15(statewideContractManagementSystem),andinanyOrder.W.Services."SenIices"meansthelaborrequiredtobeperformedbyContractorpursuanttothisAddendumandanOrder.X.StateAgencies.“StateAgencies”meansthedepartments,divisions,commissions,boards,bureausandinstitutionsintheexecutivebranchofColoradoStategovernment(whichdonotincludetheJudicialDepartment,DepartmentofLaw,theSecretaryofState,theStateTreasurer,theStateLegislature,Stale—supportedinstitutionsofHigherEducation.V.StateDataandRecords."StateDataandRecords"meansinformation,data.records,anddocumentarymaterialsbelongingtotheStateregardlessofphysicalionorcharacteristics,includingbutnotlimitedtoanypublicStaterecords,non-sensitiveStatedata,andotherinformationordataconcerningindividualsthatisnotdeemedconfidentialbutneverthelessbelongstotheState,whichhasbeencommunicated,fumishedordisclosedbytheStatetoContractorwhich(i)issubjecttodisclosurepursuanttotheColoradoOpenRecordsAct.CR8§24-72-200.1.etseq.;(ii)isalreadyknowntoContractorwithoutrestrictionsatthetimeofitsdisclosurebyContractor;(iii)isorsubsequentlybecomespubliclyavailablewithoutbreachofanyobligationowedbyContractortotheState;(iv)isdisclosedtoContractor,withoutconfidentialityobligations,byathirdPartywhohastherighttodisclosesuchintormation;or(v)wasindependentlydevelopedwithoutrelianceonanyConfidentialinformation.StateDataandRecordsinformationdoesnotincludeTechnicalRemoteorOffsiteSupportlnfonnation.Z.stateOrderingEntities.“StateOrderingEntities"meansStateAgencies,InstitutionsofHigherEducation,andOtherStateDepartments.AA.statePurchasingOttlceorSPO.“StatePurchasingOffice“or“SPO”meanstheColoradoStatePurchasingOffice,aunitoftheColoradoDepartmentofPersonnel&Administration.BB.subcontractor.“Subcontractor”means,intheeventsubcontractingbytheContractorisauthorized,athirdParty,iiany,engagedbyContractortoaidinperformanceofitsobligationsunderthisAddendum.cc.TechnicalRemoteorOtfslteSupportInformation.“TechnicalRemoteorOffsiteSupportInformation“meansinformationthatmaybeaccessedbyContractorremotelytosupport,diagnose.ormonitorContractorproductsthatareunderwarrantyormaintenance.TechnicalRemoteorOlfsiteSupportinlormalionincludesinlorrnationsuchasdiagnosticinformationthatmonitorscomponentsforpotentialfailure,environmentalinfonnationsuchaspower,temperatureorbatteryhealth.orperfonnanoemonitoringinformation,suchaslogfiles.TechnicalRemoteorO?siteSupportlnlormationdoesnotandshallnotincludeConfidentialInformation,OrderingEntityRecords,orStateDataandRecords.DD.UserEquipment.“UserEquipment”meansanyhardware,software,equipment,orotherproductsavailableunderthisAddendum.EE.Work."Work"meanstheServicesContractorisrequiredtoprovidetofulfillitsobligationsunderaStatementofWork.FF.workProduct.“WorkProduct”meansthetangibleorintangibleresultsofContractor'sWork,includingbutnotlimitedto.software(notpreviouslyownedbyContractor),research.reports,studies.data.photographs.negativesorotherfinishedorun?nisheddocuments,drawings,models.surveys,maps,materials,orworkproductofanytype,includingdrafts,prepared,developed.originatedorreducedtopracticebyContractorunderthisAddendumandprovidedasaDeliverable.3.TERMA.InitialTerm-WorkCommencement.TheParties‘respectiveperformancesunderthisParticipatingAddendumshallcommenceontheEffectiveDateandshallterminateonthedateon3RevO6/01/I5Page 201 of 336
2:3:3:...>._Emm:_.%.oms.5?.moE.9:2um.___..um..m_._o6m._Eoo..EoE_:oo£3mm:mm_mu:m:.:otm:m>_omo._9:o_.w..um_uEa>._._o£=m9...Q6:mm_._.:m9.320.mm=mm_ou:uE._atun_.0_.=.._.=_omo:.:.:o—.—m.§mmmoumuocamummvomsm.<mwn_mEvm_Eo:mn_ma___.s._am:_3manauseamu2mmszmmm5._.530in65.89BEmu9.:E9:wan:mu:o_mu65ESE:_:__§._ou._o2.::ov£m__u>_§_._mmmEm:m.>.z:m_u:35sawasEn?nmuom‘£5.m:=_._s:_Ea:.m_._E_o§:.:oo9...§s:..3awmo2_:m:m.=n_._o_ua.__:ooms.3mcmm::mu..OE?m:2uaE5_._wamam3_>:mw_m:om§_mamn_:._m>Oo_.=:_.m.w>o_..._Eoum.._Em<mm..._onSo_ooEmmm__=:m_u:__mEOE?w.<mmm.6.E:u:wuu<m_£_om::...._ms..2?E58w._o8m...:oun:mE.E5u:_._:mmm.2E?w3.3=._mn_mg.2o_nE::ooom>__2§om._Eoo>._mE_Ew_.=:_m_:w._Em._o_uE.:oo.m>m_so;.muoo0E>_n_a_._mEmmou_>._mwEwu:mE._o:mn.m5m.2uw=:oun=m9:om._EoB:m>9:_o_om._Eoo.u:=uu=:oun:m.m.mEmEm:_:uu:uo_._m__nE3E=_u:ucu<ucm.m:o__mo:u9.“EmEaouum.:oamE._£:_Sauna.nm__m>m.o_._u2n_.mE_._oum=u232$.u:_u_aE:u_._ou.u<.m._mP_Oiuan..¢m>u.a:_u:ma.6uman___..m.m._uu..o_om:_m.mw£a:_Ewo:oo$:_.a:_Bomcoamm:>_mE_~monset2man3u:m:o_.uE_o_:_.:_.53m2mmuuomu:__:ao>m_.___m:mmw>_§:ommaEugzmm.mE2m=u__<.3:m.__..o;5cm:263:89.5:B_:.._:.G:mm.mEm:m€52:om_m__m:m._2um.__:oo.mmE=um:_:_u2m5u:_._:u__mEw._oin.635::mm:__25_m8_m_>.m:o_._q.3o_nm__m>man__m.._mmo>_.£:mmmau._wo_>:wm..uE2m=o.?__m_59muw_.:Emmw?uas>5:2:mo_.o:%_.sacm.25commmouzmEE.._u_._muu<m_.=6mm:_umcmu>=m.:wm2nm.__.a_2__am.o§m9.5:=._mn_9...Eu_uB:ouuo_>._am._mE2m:u_o_m__nmusoacan__m:m._2omz:ooAum?muxm?nBEmv>mu_._m:m:o.£>mu:o_2_mE_._.:_m_:_._o§..E.:sum2.E.mcommE9:.E:_:_:_.:mE_o_nm__m>mmg__u:mmm>_.m.:wmwaw:mu_>5w.m._mP_O>5...5:,3.5$5mEm5o.a__uo>_omo:u:mmcoammaa2:5...2_uo:m_mmmmw>_E:umSa$mo_>_mw._mEo.m=u:2:o__mE._o_:_32:8:2;E:u:uuu<oz.9..:bzcmm:_§:o_._ommeE>oa__m;m._2um.;:oo.$>_.....$2%:uo_>._om..oE2m:0.m.aum_o_oU335w9:m:_n:mum._m:oemua>_.m=m_:_Eum.5m_o_u=._:m£o>:mucm6.5mus.3._o:._o>o.o9.:Ew.mEowSumxmEu:.3>_qEou:m_.:m.mo._=uwuo._n.:m>o_o._.25“En.m.:mEm._=c2.32.mE_Emm:_._mu._OEum:2...mm.u_._o_.m__._mm:ucm3...:>._.:wm:_.mu:o_m:u_>_u:_5::EEmEoown__m_._m.o_om.=:ou.¢u:uE.otmn_...._.._o?ma:oo..=_§m:_o_._n525.Qmaouo:2:23:m5m>m:__m__mmmuzcmm:_:mu:O,mm_;ox.mu=_Emm:_..oEo2m..._n_532are>ME:2om._Eoo.m:_..._.:a:mum_.:oEom:m<mu..._E?mm5:_um.5598E.__.wm_::m?__%.o33...._o_.:o_.3o_am;m.:mEww.m<worn.aimm_.=:oa___o_aEm.22:2:5:m5mmammm.On_w9:.._nnacuzo02.523_.:_o_.._.E:u:uuv<m_£B._:mo._amu$8.3Em._£E?ma:_§_u.:_£as.Emmo>o_nEmEE:__m:mucm._mu:_._w._m;$893__m.8A3mw>o_aEmm.._o.um._Eoon:mEm.._o_oE_:ooon.9.»E_.__u.._muu<m__.=._ou::€25Eotmn2._8um=:oun_._w._o§um::oo3u9§nEmmcom?n<.mmu>u_nEm.m.b_Emu:__mu._o2m.m.:o:mEumoma5.20:m:ouuE:o_:mav:o>>Eu.6.._BoE.:co2mw:mnEou22%Eu:36:__m:msaw9:...m:::u_.§_E%u<£5E:o_?:_:.:Em_.=5:».023m>=om=mmg.2._o_Euwow?.520:m:oumE._otmax.o>>Eu:8._2omz:oo23.3582win:on3:__m:mm_m.mm:__&_o_:$3.:.a_Em_m:_..mEO:mBUm:wm_EEO>:m£3mucmvauom:_:5:_!m;_uun_._ommummm:o=au__no.65:£_u:mx._o>>m££m_aEou__m.._m:osm::oo.:a=u_._Eoo.<«E25no._.zms_m._.<._.méduoo.:oEm.=ooEouEo_ooE.SEmm__aE8:o_m:m.xmscammm95.on.:a_w:m_xm$5:9Eaooom2nBE>__uu_§:s:m3EnE..?:muu<u:__3_u_:§m_:.E::o._.2.ucmE=u:uun<9___§__u.En_m_£:_393.8...>__mE2=m3__m_._m:o_m:2xuE5_._m_.=.:ommm..>5.8uuuc?xwm__:mEwm.o<:2mm_2E_o._m_.._m>on_m<zE.529...=..._._._w._.3=o_m=2xm.m.A_.E._m._...23_:oEuu:m<inns.2.::_u??mmumm5_§__o_§am__23:393w9:BE_._u:muu<a:_?n__u_:mn__m_£:_umntommvmm:mo_uw.m_.__E._m.m_6w._.:aom_—=mmw_:_._.mo.u:_E..m_E0:-.mw_Q<._a_mm_2.:_on_m=_m>O&W<ZU5:u_E>m__ _?x:_uoamxou.33.tmzuPage 202 of 336
CMSor52558rout:DOCtoit1tit6lJoii0moutl0lJn0tl3anditspurchasingofficetoresolveissuesonceanOrderingEntityhasgivenno?ceofaperformanceissue.ifresolutioncannotbereached,thanContractorandtheOrderingEntityshallcontacttheSP0inwritingtorequestassistanceinreachingresolutiontothesatisfactionofallPartiesinvolved.Contractor'sfailuretoprovidesatisfactoryperformanceafterreceivingnoticeofaperformanceissuemaybesuf?cientcauseforOrderingEntitiestogivenoticeofbreachtoContractorandtoterminateOrderstheyhaveplaced.ContractorshallconveyanynoticeofbreachitreceivestotheSP0viaemailwitf1lnfive(5)businessdaysofreceiptthereof.MarketingNotices.Priortoanydistribution,ContractormustsubmittoSP0foradvancewrittenapprovalallContractormarketingnoticesandliteratureIntendedfordistributiontoOrderingEntitiesutilizingtheAddendum.Maintenanceofmailinglistsandtheproductionanddistributionofpre-approvedmarketingnoticesandliteratureistheContractor'sresponsibilityandshallbeatContractor'sexpense.HIPAAl.TheHealthInsurancePortabilityandAccountabilityActof1996(HIPAA)PublicLaw104-191governsmeexchangeofcertainhealthdataandtheprivacyandsecurityofcertainhealthinformation.AllWorkperformedbyContractorandanySubcontractorsmustbeincompliancewiththeHealthinsurancePortabilityandAccountabilityActof1996.II.TheOrderingEntityisresponsiblefornotifyingtheContractorinwritingwhenplacingaHIPAA-relatedOrder.HIPAAStandards/FinalRulesarepostedontheDepartmentofHealthandHumanServices(DHHS)website.Training.ContractorshallprovidetoOrderingEntitiesatnoadditionalcostallnecessarytrainingonallaspectsofordering,onilneordering,productdelivery,productreturns,andwstomerserviceprocesses.Funher,ContractorshallprovideOrderingEntities,asapplicable,trainingandinformationontheuseofproducts,includingtheirenergyefficiency;newfeatures;opportunitiesformanufacturerlcerti?edsetupandtraining;green“EPP";andotherServicesthatareofferedoravailable.Procurementcard.Contractorshallhavethecapabilitytoacceptprocurement‘credit’cards.Contractorshallhaveindustrystandardsecurityprotocolincludingstorageofdata,orderingsecurity,anddatafilesecurity.contractManagement.ContractorshallprovideContractmanagementandsalessupporttotheParticipatingStateandtoeachOrderingEntity.Contractorshalldesignatearepresenlative(s)whoshallhaveprimaryresponsibilityformanagementofthisAddendum.ContractorshallnotifytheState'sprincipalrepresentativeidentifiedin§5oftheAddendumorsuccessorofanychangeindesignatedrepresentatlveis).Orders.OrderingEntitiesshallplaceOrderswithContractorforGoodsand/orServicesonan‘as-needed"basis.OrdersshallbeplacedconsistentwiththetermsofthisAddendumduringthetemtspecifiedin§3(Tenn).EachOrderingEntityshallidentifyandutilizeitsownappropriatepurchasingprocedureanddocumentation.ContractorshallnotbeginWorkwithoutavalidOrdernumber.StateAgencies,State-fundedinstitutionsofHigherEducationandOtherStateDepartmentsshallensurethatnoOrdersareplacedbeforeavalidDeliveryOrderorContractisinplaceandshallcomplywiththepurchasingrequirementsdescribedinStateFiscalRule2-2-4(OrdersforServicesinexcessoi$100,000shallutilizeaStateContractandencumbranceofContractFunds),unlessexemptorwaivedbytheStateControllersOffice.TheStateofColoradoshallnotbeliableforpaymentofOrdersplacedbynon-StateOrderingEntitiesandContractorshallnotseekcompensationfromtheStateofColoradoforsumOrders.ContractorshalllumlshallcommunicationsconcernlnadministrationofOrderssolelytothepurchasingo?lcerwithintherelevantOrderingEntity‘spurchasingoffice,ortosuchotherindividualidenti?edinwritingintheOrder.AllOrdersandContractorinvoicesforGoodsand/orServicesissuedpursuanttothisAddendum,ataminimum,shallinclude:I.Orderdate,whentheOrderisbeingplacedbytheOrderingEntity,It.AbriefdescriptionoftheGoodsand/orServicesbeingpurchased,includinglineitemdescriptions,itemnumbers,quantityordered;quantitytobeincludedinshipments,unitI0Rev06I0l/ISPage 203 of 336
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(‘MSI32555COREDOCID»:oI Il3mayterminateanyOrder,inwholeorinpart,forthepublicinterestoftheState,providedonlythatsuchterminationwillnotrelievetheStateOrderingEntityfromitsobligationswithrespecttoanyGoodsandlorServicesalreadydeliveredtoorusedbysuchOrderingEntity.Theprocurementofficershallgiveatleastthirty(50)dayspriorwrittennoticeoftheterminationtoContractor,specifyingthepartoftheOrderterminatedandwhenterminationbecomeseffective.TerminationforthepublicinterestofalloranyportionofanOrdershallnotcons?tuteabreachofthisAddendumbyanOrderingEn?iyortheParticipatingState.a)Contractor'sObligations.ContractorshallincurnofurtherobligationsinconnectionwiththeterminatedOrderonorafterthedatesetinthenoticeoftennination.ContractorwillstopWorktotheextentspeciiled.ContractormuststillcompleteanddelivertotheStateOrderingEntitytheportionoftheOrdernotterminated(ifany)bythenoticeattermination.ta)Compensation.UponterminationofanOrderbyaStateOrderingEntity,Contractorshallbeentitledtocompensationasfollows:1.Contractorshallsubmitaterminationclaimspecifyingtheamountsduebecauseoftheterminationtorthepublicinteresttogetherwithcostorpricingdatabearingonsuchclaim.2.TheOrderingEntityshallpayContractoranamountwhichbearsthesameratiototheion!reimbursementundertheOrderasContractor'sobligationsthatweresatisfactorilyperfonnedbeartothetotalobligationssetforthintheOrder,lesspaymentspreviouslymade.Addi?onally,iiaterminatedOrderislessthansixty(60)percentcompleted,theSlateOrderingEntitymayreimburseContractorforaportionofactualout«:i—pocketexpenses(nototherwisereimbursedundersuchOrder)incurredbyContractorwhicharedirectlyattributabletotheuncompietedportionofContractor'sobligationshereunder;providedthatthesumofanyandallreimbursementshallnotexceedthemaximumamountpayabletocontractorundersuchOrder.H.InternetOrdering,E-commerceandWebcatalog,ElectronicDatastorage,andcatalogsMaintenanceofitsInternet,e-commerceandwebcatalog,electronicdatastorage,andcatalogsistheContractor'sresponsibilityandshallbeatContractor'sexpense.I.InternetOrdering.Asapplicable,ContractorshallprovideInternetcatalogsaccessibletoallOrderingEntities.provideaURLlinkandColorado"splash"pageorlandingpagewithlinktotheSP0StatePriceAgreementweblocation,designatemarketbasketitemsinitson-tinecatalogstoreaseofordering,identifyasymbolormarkingusedtoidentitymarketbasketitems,anduponrequestindicateallenvironmentalpreferableproducts(EPP).ll.ElectronicDataStorage.Contractormusthavethecapabilityofelectronicdatastorageandaback-upsystemIntheunlikelyeventthatthemaininformationstorehousebecomesunusable.Contractorshallhaveindushystandardsecurityprotocolincludngstorageofdata,orderingsecurity,anddatafilesecurity.5.Catalogs.Contractormustprovidepaperand/orcomputermediacatalogstoanyOrderingEntity,uponrequestforthedurationofthisContract.T.OrderforLeasedGoods.AnOrderingEntitymayplaceanOrderforGoodstobeleasedfromathirdPartyleasingcompany.TheOrderingEntitymusthavebeenapprovedfortheleasebytheleasingcompanywhenplacingtheOrder.TheOrderwillprovideforpaymentoftheGoodsbytheleasingcompanyatthetimetheleaseisexecutedbytheOrderingEntityandtheleasingcompanyandtheOrderingEntityacceptstheGoodscoveredbythelease.TheContractorshallconveytltietotheGoods,andanyapplicablewarranties,totheleasingcompanyuponpaymentoftheOrderbytheleasingcompany.5.TAXESandPAYMENTST0CONTRACTORA.TaxesandTaxExemptionstatusI.TheParticipatingStateandStateOrderingEntitiesareexemptfromallfederalexcisetaxesundertheUSinternalRevenueCode(Inc)Chapter32(certificateofRegistryNo.84-730123K)andfromallColoradoStateandlocalgovemmenisalesandusetaxesunderc?sI2Rev?é/OIIISPage 205 of 336
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VII.VIII.CMSitli’_$5lIlCoREmmID#ml lr1Remittance.OrderingEntitieswillremitpaymentsbymailorviaStateprocurementcreditcardsorasotherwiseagreedbyContractorandsuchOrderingEntities.TheOrderingEntitiesshallsendpaymentstoContractororContractorsauthorizedresellerattheaddressshownontheinvoiceititisthesameaddressrecordedinthisAddendumorsubsequentlyprovidedtoSP0inwriting.Contractormustprovidewrittennotice(emailisacceptable)ciaremittancechangetotheSP0withinfive(5)businessdaysoiachange.PaymentbyStateOrderingEntities;lmerest.ContractorshallallowStateOrderingEntitiesaminimumofthirty(30)daysafterreceiptoianinvoicetopayforproductsorservicesprovidedbyContractor.StatelawandregulationsprovidethatStatepaymentsmadewithinforty-five(45)daysarenotconsidereddelinquent.andunlessotherwiseagreed,StateOrderingEntitieswillpayinterestonanyunpaidbalancebeginningonthe46thdayattherateofone(1)percentpermonthonanyunpaidbalanceuntilpaidinfull;provided.however,thatinterestshallnotaccrueanunpaidamountsthatarethesubjectofagoodfaithdisputeregardingtheobligationtopayalloraportionoftheliability.ContractorshallinvoiceStateOrderingEntitiesseparatelyforaccruedinterestondelinquentamountsdue.Thebillingshallreferencethedetinquentpayment,thenumberofday'sinteresttobepaid,andtheapplicableinterestdate.(§24—3il-202(24),cRS.,asamended.)PaymentByColoradoPoliticalSubdivisions,Non-ProtltOrganizations,orOthernon-StateEligibleEntities.ForOrdersplacedbynon-StateOrderingEntities(PoliticalSubdivisions,Non-ProfitOrganizations,orothernon-Stateeligibleentitles).termsforpaymentshallbespecifiedinthewrittenOrders.Contractorshallinvoicenon»StateOrderingEntitiesdirectly.OrderingEntitiesgenerallyremitpaymentinatimelymannerwithinthirty(30)daysofinvoice;however,ItistheContractor'sresponsibilitytooonflnnallpaymenttermswitheachnorrstateOrderingEntityatthetimeanOrderisplaced.MaximumAmount.stateOrderingEntitiesshallplaceOrderswiththeContractorusingapurchaseorDeliveryOrder,orStateContractasrequiredbyParticipatingStatelaw.regulations,andtheStateFiscalRules.Allnon-StateOrderingEntitiesshallplaceOrderswithaPurchaseOrderorotherContractingdocumentacceptabletotheContractor.ThemaximumamountpayableunderthisAddendumshallbedeterminedbytheamountofOrdersplacedandotherContractingdocuments.NoContractFundswillbeencumberedbytheStateDepartmentofPersonnel&AdministrationagainstthisAddendumunlessanOrderisplacedbythatagency.OrderingEntitiesshallstatethemaximumamountavailableforthepurchaseofGoodsand/orServicesundereachOrder.Advance,interimandFinalPayments.AnyadvancepaymentallowedunderanyOrderissuedbyaStateAgencyagainstthisAddendumshallcomplywithStateFiscalRulesandbemadeinaccordancewiththeprovisionsofthisAddendumandsuchOrder.Non-StateOrderingEntitiesmayhavetheirownfiscalproceduresregardingadvancepayments,whichmaybeagreeduponinwritinbetweenthenon-StateOrderingEntityandtheContractor.AvailableFunds-contlngency-Tennlnatlona)StateOrderingEntitiesareprohibitedbylawfrommakingcommitmentsbeyondthetermoitheParticipatingState'scurrentFiscalYear.Therefore.Contractor'scompensationbeyondtheParticipatingState'scurrentFiscalVeariscontingentuponthecontinuingavailabilityofStateappropriationsasprovidedintheColoradoSpecialProvisions,§1Bhereol.iffederaliundsareusedtofundWorkorderedbyStateOrderingEntitiesunderthisAddendum,inwholeorinpart,theParticipatingState'sperlormancehereunderiscontingentuponthecontinuedavailabilityofsuchContractFunds.StateOrderingEntitiesshallonlymakepaymentsforWorkorderedbyaStateOrderingEntityunderthisAddendumfromavailableStateOrderingEntityContractFundsthathavebeenencumberedforthatWork.andtheStateOrderingEntity'sliabilitytorsuchpaymentsshallbelimitedtotheamountremainingofsuchencumberedContractFunds.IfParticipatingStateorfederalfundsarenotappropriated,orothenivisebecomeunavailabletofundanyOrderplacedbyaStateOrderingEntityunderthisAddendum,theStateOrderingEntitymaytenninaletheOrderimmediately,inwholeorinpart,I4Rev06101115Page 207 of 336
ncsao>3.2seem9__.%_oE33Pan.»_um.u.Emsmsuoan3nunsmo_nm_So._.630._._oE¢.5uo.i3Ema.52.Au..£__._m9.590gunm.3?m_.__>~mn68?__umucmean=:_Emu_nmEa:mmcsmmmoou2wE=mo_m_o._..mm_.__>ummoova_nE=wM_3u._.Auseam9__.mEo_._anm‘E.m3E.unucaxu9.:.0_m_o._..8_nm.53.E.30=m_.=..n_:mo..._E3...3.._2._n=_u>._w>maucmoc_.wu._OcunmE__._m%_So._..u._n__on3.3.52.An_mu:_o_.m:Emtono.Q...Smueamnmgammmoonmumcm?mn..oE:_u:m_uu<m55mm_.__uo____Euu_.un_§0>._mE_._Lm52__nEon_>Emuan__n:m33%:gmo?unmam_muxm_._nmngozm0mm9:.3um?msco._nE.2m:_ucn.:_w.m;uw.n._oEoo:_wcnEma:uoxoncnEanumw_..=._o>.2uu._Eau>._nEE:mu_nEum.u=n=_xw2Eo_n>_:uo>__n_En_mn=w.52n_.__:39uw~_._mEE:nncu_>o.a?.._E..o8n._.coo.>__n_._ou_E..<émouE.umucmc?m::_EGoo_mumucexo.mm_.__>nnucn.:__.=<mu_a._xa_En:Emoo.umucmaxo.._c:.383um._.323._c_._x.¢_En:E?oououc?xo625__..S.EEn_._c?wmnzosawE2_mg..mEn_._bzcwas29.0.c_nm_._ono.0Qnum5uuc_§o__o.m5:_nEou__n;m?mtoq?m:_mn55.59:._o_.:on_m.EonuE:_o>ms....uo_..on9__:.aezunm.2n.wmcunn_:nn_9..=__.=_:mm_._Emm:__oEo__n2mm_nm.22w._m:___n_ou:32nOmmou_>o._a.m:E._o8n=:oo._.._nm>:m>_m‘EnB.8_mnEwomn_2_.._mn_2oonandm._cnEEammB—32...395..2F__E<.E_._o._n_22r>._n::n_.“Enmuoton._n:n:_u9:..553_nu_._m_nononm.0cum«E.23m>nu..nuco_nuS8a.___.=:_:3wtonm:mE:_o>\mm_nm0mm2.;w__._...:__n:m§on._Eoo.wE=_o>union:5_uo_=mEuw~__n.Emoo_.__3:9wu_._£c_o.n.m9__n%_:nn_o._._...:o._2.oE_.._o>.n.Eo=n:_u>wuu=wE._a_._um._2on.=:ooc_aEam.n=nExm2Eo_n>_:.um>__n_En_mn=m_._:En:_.._0u:_._w._m::o_.nom.._3on._EooEmamaHE9:van8.5.52.3m,.2on._EouE_so_>mmcan:o_.n:_n>mcn:_n=._8__mzm;u_Es.E._mEo.__m£_o:oan:_::2.0_._o=n._e6Ea:.2un.___._ooms2team.n._Ea:m__n;umm_._Em958.0£n_w.nE2m>mEuEunn:us_.uu.=:ouou_32n.m.m_.mBus:oo._=uw._mnucn=.mu..__..u_van._o::o2on_.mow._ao..m.oo:uE..2._an_.<.2n.mm_._=nn_o_tn..._m_.=.3mu._n§m223_oEnsn9.:E9:._2un._Eou2n:um_u‘HEEnE=u:muu<m_£_ocoanmocno.2mmsnumsemcoo__n:m25%.mamaou_>oE2o._.___n_m._o.un.Eoo.m_anu__&nmn.w.n.wneu?nm9:Eumn__omm._n_anE5_._o=m_.__ucm._omosvmuoa9:5:»8:nEooon_.__an__n;mmmn_£._ou:_._..§_=_8_mcoaumzo_._.<o_u__._.ozIuz_.Eo._m:6.53.m_.o>m;uEz..o>=nEwmm5B>._._._m_E390_uw~_.o£_._nanEcoznzummuum=_uoam9:«Mmuseum5muooum?namuon_o.982E2%2...E9:.5.mu_o>_.__o?nauoonanEEmu!BEmu2.:E9:tn?__n__wuotma>ocm:...E__o_uEuo_._u...__Ezoum?gmnoo_nno__nam>:<.uo_._on_>u:u:.E__un>_._:oun_a.x.§un.EooasEnazcmmc_.nEO£n_m.:n:m5cumimnu:___._s:_con...cumin3>nE.._o__._s.wEmE>namaomcotm9__u_na2mEmEm._:uw.__nom___.§o__m£m>n;>nEmu_._Emac_.wu._Om.n.m.:oz3.2n.m9::9:.650>5_._m.6:33>_._n2Eng36:__nzwmucazuzm.w.n.mm52canBunnanum_uo__oo._O.m_uo_=wE2n_.aoan_n..m£o.3._O._2on..:ooucnE?mm:=na_o_:nn_9:cmnimnmEaEmo._m<EmEn.m.m.un..Eoo55a.6E_.__ucouu<m_£._wu:=25.53EozammnawE9:Egmmv:o__u:umvE§un=...ooEo:um..m>ou2mp>nE...o5n._EooBum>_mom._m_u_.__.__mmmoxm._ovoucmnxmcaucn.wEwE>nn_mnoEE_B....__2;&._m>o.:o__wa_$mu._o?an::25._._o_mm_Eo.2u5:=5.9._.__u..:omwm._>:n.0125E_o.un..Eoomg.2nuns.w.:mE>na>.__cm9..202am.co=w._um__uo_omm.2n_wm_.__.nn_u__..nn_9:.<anmEuE>nnm_._om:o.:m.x_..Bun=_._ooo_.=ucm>._Em_3.3.0m.n~m.:o:o5cmmimnas.5.:3:329..on>nE;u__.=>.m_uu._OBEwE>na.2maceo_nn>nwc_Enmm._w.:oEm._=um.__nom_.E50mgm>n_._>nEE?mm:_.mu_o:2»._u...__._m_no_on_<3._am._wcn:o_m_>oam£..=_§wucnusoon:_2nn__._m£5_Song;2_ _=n..n.uonmnouEmu...mzuPage 208 of 336
(‘MSM12558COREDOCID~10| ll3e)TotalGreenSales.TotalGreensales,meaningsaleofEnvironmentallyPreferableProducts.asamended,byeachOrderingEntity.(EnvironmentallyPreferableProducts,includingapplicablediscountsavings,aredefinedintheState'sEnvironmentallyPreferablePurchasingPolicy.inmostcases.'Green"productshavebeenthirdPartyregisteredorcertifiedassuchbyEPA,NFP.EnergyStar,LEED,etc.)I)AmountofNASPOVa|uePo|ntAdministrationFee.TheamountoftheNASPOVaiuePointAdministrationFeeduetotheParticipatingState.ii.intheeventaquarterlyreportsubmittedbytheContractorcontainsdiscrepancies,whennotiiiedbytheParticipatingState,theContractorshallmakenecessarymodilications,whichmayincludeadjustmentstotheOrderingEntity'saccountprofile,andresubmitreportsinatimelymanner.0.AdditionalReportsF.i.ContractoralsoshallprovideacomprehensivesaleshistoryattheendofeachanniversaryyearofthisAddendum.orwithinthirty(30)calendardaysofrequestfromtheSP0.Thecomprehensivesalesreportsshallsetforth,ataminimum,menameofeachOrderingEntity,theOrdersplaced.thequantityofGoodsandlorServicespurchased,adescriptionoftheGoodsand/orServices,theunitpriceorhourlyratecharged.theextendeddollaramountspent,andtheoveralltotalamountspentfortheperiod.ii.Ifrequested,ContractoralsoshallprovidedetailedreportsofthetypedescribedaboverelatingtothatOrderingEntity,andshallprovideanyadditionalreportingasrequested.PerformanceOutsidetheStateotColoradoand/ortheUnitedStates[IntheeventContractFundsofaStateOrderingEntitysubjecttotheProcurementCodeincludeanyfederalfunds,theStateOrderingEntityshallnotifytheContractorthereofandthisclausewillnotbeapplicable].FollowingtheEffectiveDate,ContractorshallprovidewrittennoticetotheParticipatingState,inaccordaroewith§5oftheAddendum,withintwenty(20)daysoftheearliertooccurofContractor'sdecisiontoperform,oritsexecutionofanAgreementwithaSubcontractortoperform,ServicesforStateOrderingEntitiesSubjecttotheProcurementCodeoutsidetheStateofColoradoandlortheUnitedStates.SuchnoticeshallspecifythetypeofServicestobeperformedoutsidetheStateofColoradoand/ortheUnitedStatesandthereasonwhyitisnecessaryoradvantageoustoperformsuchServicesatsuchlocationorlocations.AllnoticesreceivedbytheParticipatingStatepursuanttothis§6.DshallbepostedontheColoradoDepartmentofPersonnel&Administration'swebsite.KnowingfailurebycontractortoprovidenoticetotheStateunderthis§6.DshallconstituteamaterialbreachofthisContract.ThisprovisionisapplicablewhenprovidingServicesunderaStatementofWork.LitigationReporting.Witl1inten(10)daysafterbeingsewedwithanypleadinginalegalactiontiledwithacourtoradministrativeagency.relatedtothisAddendumorwhichmayaffectContractor'sabilitytoperformitsobligationshereunder,ContractorshallnotifytheSP0inwriting(emailispreferable)ofsuchactionanddelivercopiesofsuchpleadingstotheParticipatingState'sprincipalrepresentativeasidentifiedin§5oitheAddendum.IftheParticipatingState‘:principalrepresentativeisnotthensewing,suchnoticeandcopiesshallbedeliveredtotheExecutiveDirectoroftheStateDepamnentofPersonnel5.Administration.Noncompiiance.Contractor'sfailuretoprovidereportsandnotiiythePartlcipatlnStateinatlmeiymannerinaccordancewiththis§6mayresultinthedelayofpaymentofStatelundsandlorterminationasprovidedunderthisAddendum.G.AdministrationFeesI.TheColoradoGeneralAssemblyhasauthorizedtheStatePurchasingOfficetocollectafeefortheadministrationofstatewideContracts.Onaquarterlybasis,ContractorshallreturntotheParticipatingState,afeeofone(1)percentofthetotalsaleswithintheStatebyallOrderingEntitiesduringthatquarter,inordertoassistwiththecostofContractadministrationbytheState.TheContractorshallremittheadministrationfeetothePanicipatingStatewithinthirty(30)daysoitheendofeachquarter.ll.FeesshallbemadepayabletotheStateofColoradoviaachecksubmittedtotheState'sI6Rev06l0lIi5Page 209 of 336
2:285.:.w>=S:mmmEo__mq_oEm.Em9__.%_o.6m.2Em9___Scan9:2umEmEo_>_m?_umEE_on__m:m..o_om_Eoo3_..o_mmmmmonm5:__._o_.m_Eo_:_ucmmuauwm>._.cm_m:_.mu.o._o.:o_?=.:oE__m_._._mu_Eoo.m_u..8wmuzmSun.w.m.m.2Emu.25mEEnema.6?uauw.>:<.:o_.mE._8:__:uu__:oo3b__m_=._mu=:ouac_Emo:oomcm_:wm_ucmmas__m£2;>_nEuuEammE_«__wE=$u_.=8.._o_?::£:__u_E%_=.oo__mnae._m.._m§uE.§o.>:_w_=._wt=.__o0.<.._mu::m.o;oo_._uE._o:m._mg5?_..o_8m::8:__._o_EE..o_..__Eucwuzzoo2E53583._mmm__.=E9.6ca9:>_aEou2.E:ucouu<m..._mu_.__._E25a:_E§§_Ema._m_.=aEmucm.m._a8m._E8n:mm._Escammmamo__Emucm.£_.s€53__m_._m.Eum._Eoomnmoomm>._._.—zmuz_=mamo.zo:<:m9_z_._<_.—zmn_u.zoo6.._%a2_a«E..3v2__._vm._mmuw:_m_2._DnmiwmmaE:mu._8m.>5§Em_._8m..3593o_omm._2um=:oo.mEm._Eaw._Eoo.E_._u_._ouu<m_£.wu:_._mocmE._o_._on2_u2m_S«umzcoonamEm2_._&w._%aeam_Emco_m_>o.n_o_.=m._:m:m__m:m._oSE.=oo.:_m.m;uu=_umammmu?um9:E§_§__$o_%._m%___am.o?_wmc_.m%_:$m52ton».gusm_a:=9:3.33m._En:m__m:m._o.um._EoU.E=u:muu<m_£3E29:.9..o__._&uu:_._m>oe:...w>_mum_u.>5‘.8mEoom..m.._o8EEoo_._oumE._otonm____...:mcm=..._onm..._.=.:<_u:_u_.n.._mn_._:w_u._8:mE_o:mn_mxeu??oo_._.§o._mtm.:_>_=u::S:__m_._m?g.._u::mEm_.__uoE._otuq3_.m_._m28mm:_..3_u__._m._ms3uu__o._Eoou:_._o.55__<.mm:.umuo._a55oEu.5,m:o_.m_.__Emxmgnaw_mE._o_.m_.__._uw;uE_m.:o_mmm>_m:mEcon»EmusaunaB:o_?_.__Emxmioiumuoa:oam:_m>m_uEuE_no.u£_E__8::3.m=_o_.__.m._=u8En_m_nm:omm9Emma?aE=u:ouu<m_£_o252oz.2Emzmsn§om._Eoo3_um_U:U:0umo.Eon__m_2.:oEB..._o_§3_umam._m_.=_.__.:m_..:._9.323.0:»?_mEwE:._m>oaucm.EoEEm>ow_m._wum_oz..m_o.w§mm.__=a_omm2.:._E._mn__m:m.2oE.:oo.m:_._o=:o:.0.m€_._mmoE2.28:8:25_.__:co__u:=._:ou_.__.6S:2._.__..¢__._um..__.5an.E.E=ucmu_u<m_£._ou:=m_nm__m>mmw_uwEm._ms.3.9.96>mEucm.mEoEm.__:um._E:u_._muu<2mE._a_:S8_.E_§a._o=_§$5o..=m.._o2Ewmmmumc:o__uu3!2§uSEoo2.33.>mE.a_Emmc_.mEoEm>m_2ms.B.90.w§wm_.__3_u_=§_ac..mo.__._mmoEm>_.oo._..ou._w£o._omu:mE§._wa.w._.3mo:mE._o__._oooE_Eu:o.5mnSccwo.620E.__.mm:m..._xoo_omm._a_um._EooE.m«:mEO.__:U0._E=u:mun<53>>._E.2_._oo8:_520zuzmaura>__uEoa2._o_om.=_._oo$.39>5:a__:mm=_.%.o.:m>m_w._m5ucm.w_Odim9._._aa_u=._mn_2..E:u:muu<£5EmEmE....:__._um.2:2EBES_._cu..ocm._.m_m3m:m_.6maccmcainas:_o..__.E:ucm_uu<m_£.3E305u_.__._:ummomiu_._mmmE=m?mcomww.__mH525mg..8%_._SEm...9:ozmm?m_OucmE?mmczmscanan»..ou::o.m;oo_._mE.o:mn£m:_m>m2E_ow._o__mE._m_9:5.3uu:m__aEoominus2uo_._mn_:o_EEomEouwmmg.m:_5uE:ucmuu<m_£2u2m_o._3.82mxo?mzzooE_.6m:m._.._o\v:mEco..Emoxm.m:_Emxm.8mn_m:_Jinn2soceam_£:oEEm>omm6Emmaum~_._o_.=:m>_:u.26>5new_._._cE:._m>om_Eou&ms.m_0.o§mma?atum2:._::mn___m_._wE?mzzoo.=o=uon_u:_.m.A.._uo:0n_:o_Eu_omu..8om..oz..>_m>=cm__8V_...o>_omm._.53Q6...ma:_u:=mgucmum_o_nE8compmm;suamzuamac:.mc_.u=mq.cancmasmo__o_._vw>_mom_mm;._o.um.__cauB.m:__._=uoom____u:mcm__<5.6.w_o=mEE:ucmE.<6:3Eu3_._o__:_omm._m5:5B..ou::m._mcmums.m_EmE>mu_m5E._uu.m:_E._EEcoomm_.6mwixuE:u:mun<m__.=Emuw_.=sumEng8.3...:E8%..m8cu58°2.ma_m5c_._mEoom.__._o:m_.__£_.__mE_m;m.o?EEoocmvzs?mzmoo_>_om._o\u_._mmnoowB.¢m>anm_.=.6EEO9.:2_m_._:nE>552.2..m:o_.mo_::EEooEm.mm___m__umEo_EEuu_u.m_m_.u?E.._m:_§.m£oEawas:_m_._o__mo_:=EEou.mEmE:uou_mEoou___mE2:m.m_aEoum6$5.a_.._..omm:o_?E.o_E__oEEOmgucmE?mac_.mn__u_:mn_m53952.52ucm:o=uonm:_3o__mucm.:_mE_mE.32.935__w._m..o.om.a_._oo._...o:um=o==o.u:E03:23mu.._n.._oE_us_.<mnmoomm=o5<E.zooHdmbananaA3Eu.33850E.823.AS.8__._n<3main26ram:EmEwE>mm3.5.35882_.323EEm.8.BEu_%m2p>_:..A8dm9.5..2—._n<E.5gems.EFEmacs.8HumanEm._w:m:OAwum§o__8ummaam;_..m>_mEmyomm?u.._o_wm_En=m._._mE>mn>._oa.u._EamB_.mn_._2._m:c9:..._omwm3=m.5E=u_._wuu<Q:__omm_.__um=_Emu_83:00>..mE_..._:_8S88Sc8.:on..n_oneE50:3»..mzuPage 210 of 336
CMSM52558CORFDOClDn20I lI]B.Notification.Contractorshallnotifyitsagent,employees,SubcontractorsandassignswhomaycomeintocontactwithConfidentiallnlormationthateachissubjecttotheconfidentialityrequirementssetforthherein,andrequirethemtocomplywiththeobligationsconsistentwiththetermsofthisAddendum.C.Use,Security,andRetention.ConlidentlalInformation.StateDataandRecords,and/orOrderingEntityRecordsofanykindshallnotbedistributedorsoldtoanythirdPartyorusedbyContractororitsagentsinanyway.exceptasauthorizedbythisAddendumorapprovedinwritingbytheParticipatingStateortheOrderingEntity,asapplicable.Contractorshallprovideandmaintain.ifapplicable,andshallmakecommerciallyreasonableefforttoadheretotherequirementsoftheState,asecureenvironmentthatensuresconlldentialltyofallConfidentialinformationwhereverlocated.ConfidentialInformation,StateDataandRecords,and/orOrderingEntityRecordsshallnotberetainedinanyfilesorotherwisebyContractororitsagents,exceptaspermittedinthisAddendumorapprovedinwritingbytheOrderingEntityortheParticipatingState.AllCon?dentialInformationshallbestored.processed,ortransferredonlyin,orto,facilitieslocatedwithintheUnitedStates.D.ProtectionI.IfContractorisgiven.stores.processesortransmitsConfidentialInformation,StateDataandRecords,and/orOrderingEntityRecordsContractorshallimplementandmaintainreasonableandappropriateadministrative/organization,technical,andphysicalmeasurestoprotectthesewrity.integrity,confidentiality,andavailabilityofConfidentialInformation,StateDataandRecords,and/orOrderingEntityRecordsagainstunauthorizedorunlawfulaccess.use,ordisclosure.Notwithstandinganythingtothecontraryherein,innoeventshallContractorbeheldliableorresponsibleforanyinaccuraciesoromissionscontainedinanyPlloranyotherinformationatthetimesuchdataisreceivedoraccessedbyoronbehalfofContractor.ii.IfContractorisallowedtopossess,store,ortransmitdataoutsideofaStateoranOrderingEntityfacility,ContractorshallprovidetheStateoranOrderingEntitywithaccess,subjecttoContractor'sreasonableaccesssecurityrequirements,7daysaweek.24hoursaday.forthepurposeofinspectingandmonitoringaccessanduseofConfidentialInfonnation,StateDataandRecords,OrderingEntityRecords.maintainingStateorOrderingEntitysystems,andevalua?ngphysicalandlogicalsecuritycontroleffectiveness.Ill.Contractor,ifitretains.stores,orisgivenConfidentialInfonnation,orStateDataandRecords.orOrderingEntityRecords,atalltimesshallmaintain,andshallcauseitsSubcontractorstomaintainallnetwork,system,andapplicationsecurity,whichincludesnetworklirewalls,intrusiondetection.andannualsecuritytesting.thatcomesintocontactwithsuchdata,itany.Iv.Contractor,ifitretains,stores.orisgivenConfidentialInfonnation,orStateDataandRecords.orOrderingEntityRecords,shallcomplyandshallcauseitsSubcontractorstocomplywithapplicableStateandfederalregulationsandguidelinesrelatedtosecurity,confidentialityandauditingasreflectedinthisAddendum.v.Contractor,ifitretains,stores,orisgivenConfidentialInformation,StateDataandRecords,orOrderingEntityRecordsshallensure.andshallcauseitsSubcontractorstoensure,thatsecurityisnotcompromisedbyunauthorizedaccesstocomputers,programs,software.databases,orotherelectronicenvironmentsandshallpromptlyreportallbreachesandattemptedbreachesrelatedtoConfidentialInformation.StateDataRecords,orOrderingEntityRecordstoarepresentativeottheOfficeofInlormatlonSecurity(OIS).vi.NeitherContractornoritsSubcontractorsshallhaveanyrightstouseoraccessanyOfficeoflnfonnationTechnology(off)orotherStateagencydataorinformation,exceptwiththepriorwrittenapprovalofOITortheotherStateagency.vll.Contractorshallreview,onasemi-annualbasis.theColoradoCyberSecurityProgram(CCSP)postedathttg://oit.state.co.usIois,anditsrelateddocuments,includingitspoliciesandprocedurestoensurecompliancewiththestandardsandguidelinespublishedtherein.I8Re-vD6I0l/I5Page 211 of 336
2:285..2.om.u.m_m9:.._om.m_.=_.o__m:_E.2.o.mu.Ocm3_._onm_nE85%.o_um.=._ooE>._Em_3.3.0522m9:2um.m>__ouan__m_._mSauoi2.25__mEaa_Emu..__.a.u.o625m2.:_o2.3%.m>_m_.__oxm9.:3__m?.E:u:wuu<m_£.wu_._:m..o__mm__nomg3wu..mE.2.mam5_._.2um.Eoo.3um?ama.m=m.um_._u_.__o_._.92.>53.u=_uo.n_2.25.o.m_m_.2mE.m_cuoE.mu.._sm.u.mEmE_..uou.36.6mm__mmm_._.m_.Em.aeS.a.22..wcan.35%.._._u.mmmw..m._m.E8>5..E:u:muu<m_£:_m.uEsmm_muwu_>o.n_>__uu=_uuamE?xmm52amoxm._Euscow.2:._Eooucn.n...oE:uan_.22”.c.a=.m_m.0.2»._m_.=.om.mnw_o522m.2u_.amE2m.$2mmmoum2m:o__2_E_.2v2_E__.2.:59.__2._2._.w_Oas._2ucm22ww_.=E5%2mancan_.2.n_uoEo.m_oEwEno_o>mu3o__musesSEm_m>_m:m.t=mE.2.ma2w_am::um:.___m?oum?mccmmo.m_o2:.2u_._m22m2:.2o_n_mco%m.on.2.=.m_..m.2um.__..no.uo_..mm__mu:m..2om.Eoo2manwas..uam.m>._.:uom9.:35%2:2_om.m_.=?mooo?mcommm.9:.2m_09...22522w2..om.=nE_m.__m:u.2om..EooucmEm...:o_?__uuEu.mmuanoi.m_m>_m:mgo...»E._oton2.om_o>mE.:o_.w.om_u23m._:_.m_oo5.2u_.u22m2:.oE=u2§_m9.._._£§:m_qucmm_m>_m_._mum._:_um.m5Sauna§.=._mo..2om.Eao=.:o=o.um_u28ms:_._._m.nE..w=.€m2E9.9.:wzwmu.m_o2.:BicmmammF_.Saema_._.8m2:3.55.9__.%.oQ...2.....m_o2..ism.as9__.€232%as5.552m_o2..Em23mas25..S_?_u¢..a.ucmm_m>_m:mcuzmEmma...2meccacsmcommm.>__m_u.mEEoo9.2__m:m.2om.._..oo._=do3atzumma_Emm:_.mu.O.o22m2.:£_zwo:m__aEou_.__:3._._8o.2.mm.._umm.ma_.:umm.2:m_Q:o_?_umEo.a..§3_m>%u..mm_u>_n_..mu:_E.2._maa_._mm:_.uEO2..ucmm52:.22m2.:Emma___§.2um.._._ao.u._.._2on.c__._omm5ER5.w__E_mwm:_.._._o:_3gm:9..meat!2:ma:u__m_mEo.mmsuauoa.2EB.somm.m_>._._._omwo_.=Bcmzmu9..w:__=.w_uu2w_m>_m:mgm9.E.otmn_.2m_£m.._o%m.ma__m_._m.2om.Eo0._._omm.mE.=uumms.3$302..m..mo..om__mm..mg:m:o._.=..2om._..eo=.__.m_m=u_>_uc_2m:o=mu___.o:um._=am.2.3».Eu3macew?wcomao.9.:.2u_n_m:o%¢.B__u;m.2um...._oo..2um.=.aun:m2_E.2um..:oo.0m?mEwm__mu..;a:o._.=cumembzaumwm5.2m_a_m_.oamm.mam._o8m=.._oon:mE..0Emucm.2om.__._oo.m_.=uo:_E.u_mum..Em__.__.oEmo.2:msm_m>_o>:_2Emmmuw:m_.=Em.:a__m_uuEw..>.m>ooo.m.___.._32>____._m_m_._.wu.o2:ucm.m_O2.:.22mQ:55,22393m:oau_=mm.ucmm.sm_m_nmo__&m2Su?smnewfunm_nm:ommm._._:._._o£§zuzm2.8.0m_.=Emism9...w_o9:>50....35«_,Eumm.ma.._dum.Ezm=_.%.o_._m.0saw9:Ea:umzuum.mm:.o$E.:ooE5mu.82.._bzcmm..__.mu.o.295,mu.ooo:EuEma22m.:o=wE.oE__m_._._mvc:o0mc_>_o>:_noun...a_.=uomSunaSQmzmmmE8on.8ow.Eoo=._:u=n_uoEu:._uuo.m>._.=_oum.m.m_o\w:.ou.m_w.m.._E«EEno.3.Emmw.mm.._._.#52»«GouEa8....m=o.£:.v.m<.n....%2.02=.m=m.=._usmgasoa3..m6...£52:.$_o__o._358m.230m.22m2:£_:>_aEou__w._m.o_um.Eoo..€.Emm_._.%_oE322¢22.3.2om=..8n=mEm.o.2om.._.oo2umu_>oaEmm_u.oomr_newSun.22m.225..a=mE.2:__m_Ewu___.oo__seamm:_......u.Ocm.622m9:B22umu_>o.amuseumb_=.mm.._.uu.o._2u:m.m.u.oommucmEma22m.:o._uE.2:__m_.:on.._..oo__m2....b_.:o¢m9...2m_n_m_..oamm.m_.2um.=Bo.uu=oz.>=._:uum.m.Em..=uon2uoemmuon__m_._mmmooumw:_2no.omu..mE.2.oa9.53Emum.6$3.95zozmEmu9:25.5mbmuSm..€_£_._==_§_umE.o:waxom_._oP_=o.9_umn<.E:2.mun<m£.m§.=uwn_>o.nmu.82.._Bacwm:_.mu.o._2u..m.mu.oummucum?n22m_co=m_._._._2_.__m_=.m_u__:oo2wmmoom2.3..8man.um35.2.3Bcuouucmmum>o_aEom>_.uonmm.m:B__mcomxomzu€329.23Em:=u.>.___._mm_.__.mu.o522m2:2u?m?meumzamcommc..52m:_.E.2.ma2m.._2ua.E8n:wm__mmzmo__Emuzm.E.2.oa__m__m.2ow.=.oo.x.m_o\m:.oo.m_m_m.._o§E..m2.50.on:3_..u_Es$2.3_mmoum_n_vanm:_=u:mIEmam.2£wE..3o__22m.2om.Eooe._mmgwmzmu__m;mucmi6__2=me_m.2om.Eoo.x_.mmo_>.aw2.:2m_.,._no__aam__._2xmms2:o_m_>o.u2...._.=_;ooS...__qEouum=..__E8m__EEEOU___.s.2om.Eoo.E:u:m2u<m_£3_.E29.:m_._.=ume:22%ED:m_o.522m2:E9:?maum.osmcommu.=3:..m£$29..2om.Eoo.mm:u_mouw:.om_03___.=mb_.:umm_ooo:mE.otmn_m52:;_2m.maooo2m.2um.E8n_._m2.3:8__u:mucw.2m.oqo8__m_._m.2om.=.o0._=>2_§ $_owtn=UODumouR3...nzuPage 212 of 336
CMSHE553COREDOCiDii20l ll3OrderingEntity'sexdusiverightsInsuchWorkProductshallinclude,butnotbelimitedto,therighttocopy,publish,display,transfer,andpreparederivativeWorks,andtoamend.updateoraltersuchWorkProductastheStateorOrderingEntitydeemsappropriate.Contractorshallnotuse,orwillinglyallow.causeorpermitsuchWontProducttobeusedtoranypurposeotherthantheperfomianoeofContractor'sobligationshereunderwithoutthepriorwrittenconsentoitheStateorOrderingEntity.TheStateorOrderingEntityshallhavetherighttoexerciseallincidentsofownershipoitheWorkProductwithoutanyfurtherobligationtoContractor,otherthancompensationforServicesrenderedassetlorthherein.It.ContractorretainsalrightandtitletoanyLicensedSollware,pre-existingContractormaterials,thirdPartymaterials,OpenSourcesoftware,andderivativesthereof,deliveredbyContractorundertheAddendum,whetherincorporatedinaDeliverableornecessarytouseaDeliverable(“ContractorProperty”).ContractorPropertywillbelicensedtotheStateorOrderingEntityassetfaithinalicenseagreementthatis:(it)acceptabletotheStateorOrderingEntity,or(b)obtainedbytheStateorOrderingEntityiromanapplicablethirdPartyContractor,or(c)inthecaseofOpenSourcesoftware,thelicensetermssetlorthintheapplicableOpenSourcelicenseagreement.H.Disclosure-IndemnificationI.DisclosureofCon?dentialinformation,StateDataandRecords,orOrderingEntityRecordsbyContractororanySubcontractorforanyreasonmaybecauseforlegalactionbythirdPartiesagainstContractor,theState,theOrderingEntity,ortheirrespectiveagents.Contractorshallindemnify,save,andholdharmlesstheState.theOrderingEntity,andtheiremployeesandagents,againstanyandallclaims,damages.liabilityandcourtawardsincludingcosts.expenses.andaitomeyfeesandrelatedcosts,incurredasaresultofanyactoromissionbyContractor,oritsemployees,agents,Subcontractors,orassigneespursuanttothis§8.ii.TheStateoranOrderingEntity,initssolediscretion,maysecurelydeliverConfidentialinlormation.StateDataandRecords,andlororderlngEntityRecordsdirectlytothefacilitywherethedataisusedtopertormtheWork.Confidentialinformation,StateDataandRecords,and/orOrderingEntityRecordsarenottobemaintainedorfonuardedtoorfromanyotherlacllityorlocationexcepttortheauthorizedandapprovedpurposesoibackupanddisasterrecoverypurposes.TheContractorshallensurethatConfidentialInformation.StateDataandRecords,andlorOrderingEntityRecordsarenotretainedbeyondtime-tramesestablishedbytheStateandOrderingEntityunlessrequiredbylaw.EndofAgreementDateHandling.UponrequestbytheParticipatingStateorOrderingEntitymadebeforeorwithinsixty(60)daysaftertheellectivedateofterminationofthisAddendum,ContractorwillmakeavailabletotheStateorOrderingEntityacompleteandsecure(i.e.encryptedandappropriatelyauthenticated),downloadtileatallsystemdatainXMLformat.includingallConfidentialinlomiation,StateDataandFtecords,OrderingEntityRecords,schemaandtransformationde?nitions,and/ordelimitedtextfileswithdocumented,detailedschemadefinitionsalongwithattachmentsintheirnativeiormat.ThePartiesagreethatuponterminationoftheprovisionoidataprocessingServices,theContractorshall,atthechoiceoftheStateorOrderingEntity,returnalldata,records,Confidentialinlormation.StateDataandRecords.and/orOrderingEntityRecordstransferred,andanycopiesthereoftotheStateorOrderingEntity,andcertifytotheStateorOrderingEntitythatithasdoneso.unlesslegislationapplicabletotheContractorpreventsitiromreturningordestroyingallorpartofthedata,Confidentialinlormation.StateDataandRecords,and/orOrderingEntityRecordstransferred.inthatcase,theContractorwarrantsthatitwillguaranteethereaftertheconfidentialityofthedata,Confidentialinlormation.StateDataandRecords,and/orOrderingEntityFtecordstransferredandwillnotactivelyprocessthedatatransierredanymore.DispositionoiData.TheParticipatingStateandOrderingEntitiesretaintherighttousetheestablishedoperationalServicestoaccessandretrieveConfidentialinformation.StateDataandRecords,and/orOrderingEntityRecordsstoredonContractor'sinfrastructure,attheirsolediscretion.TheContractoranditsSubcontractorswarrantthatuponrequestoftheState,an20Rev06/n1/isPage 213 of 336
2:98Sm_~D2_:.___6:Snm.._u:_u:_.2n_.omomcmaxmamoo.mmo_anewEu5.m?cummnewumo.§qEoo>__umn_mo.._o£ucmmmazcmm:_.mu.0ucm25wu.._§._o_..a.oz.$595m_omm_.2uEEooE.u..m_wuucmmmm_E.m_._u_o_._..¢EEou_.._Em.o.um._:oo.:o=uo=_.._Eou..._>.._2_a.n_u=«uo__u=._.m:c=umn_m_._newm:o__mo_E.wo..sm_3um9...mmmo:Eooéoc.2mw._m_._ma_m:_E_.oucm__>_u.:o_.mE.2_.__.0mama.»Eam:__..:8om.82.._m..o_.umS.au.=mo_um_u.:o:.E=u_.ouu<m_.=.ou_._=m:o_.mm__nom..2uu..:oon_._wE..om..2uE=.ooEmocmE.otunm_.=c_bmmmmom:mmcm....m_.=o..o_?E.oE_.om._._mo_om_u._._a:ii._m.wvm_523w3uu._:am._mmm.2um.__._ou§m_a_m>o.nEm.mmo.§aEuo_n__m:on_mm.3co.3%.:o_?___:o£_s.wu:_o=m.._m$3.523btzummin._m.muw_newaim.3um_o2o.a3.EEmm:o__m_._..o..._nae._uo.o.m_.=o.o.m.mnE_._=Emu.0.......mm:.m:.m.mu_o..Emu2_uw:..__m.Emu>5cwmc.__m?.52._on_..om.Eoo2...omwm2_._.a2.:..ou_.—.—aweuausam..._.._$wmanGm£_.s$..mu.8um.emu_on_as.0btauwm9:.2£32..__m_._m.o.om.__.oo.E:u:mu_u<9...22.:Emucon:E?_.._u_.__EmuEmE>mn_w>um.am....6.sm.2om.._.oon:mas3as.o.o.om._..qo=.53con:>..m_..u:_Eco=.aE>nmu_.._u.u_..mo.um._.__m..m_._um_m.o&8:_ucw22o:uozuuzu.c:aEo.__:am¢mm:m=...=.._xm_omEw:.m.__._um.m_.=_.=_;>_nE8__m..m.o.om.=.oo.m..o_Sm%:_ucmm:o_.wu_E.uoin.E_uwu_>o.ammmo..m__aEoo._.o:.2mm5.3_m:_E_.6u_.m__>_o.:o_.mE.o.:_.oma?o?ucwm:_E_._o8w.32...9..om.o.uo.:mo_ow_u.co...E:u_.muv<2:$2.:m:o__umnom._o_um.._._8n=mm__Bm..o_uw..._.oo.ooo_._mE.o_._on2:_._bmmmmuo:um55.28_._..mE.2.ow=_mo_uu_u._.o:.26._m.mnm..0aimEum.__._ao.mmm.o.um.Eoon:mE_m>o.&m.mum>o_aEom_n_m_.3mo.E:o_m_>.ma=m.:o=S_E__305$..mu=_u_.__m_._mmu.m_..mo_mm.=_.:omwinm.mum_Em25m.3um?w?aan.3...mm_..e.mE.o.:_u2m_o..xm..m_.=oscamEm.:o.aaE.o.:_Eam..mE_._.m..3.minB_m.mum.:muE__m_.m._.E._.E:u_.muu<9.:B339.59...o....>>mEwuw.Em25m5.;Scmncouom:_uca_._...»SE—.m<.n.vwmmmo£_.smo:m__nEou2?c?am5.»?23mm_oammow£_..m_O.o.b_..._m_9.5209:.0mo_uon>._..._oomo5£_.soucu__nEou_.__._.E9:.oEsoomoz..2$32..__m..m.o_um...5o.E_._u:mun<E..muc.._A_._n:co__m_E2.E_m.oum.m>_uuw..3....oEm.2om.=._oun__._wm__EEm.o.2om.=._oo__.=._u.=..o=uE.2:_.3..._u.wuama..__u.u=m2um.E_._u_._muu<2...mu:=m...__u_>o....m_.o5m.Eoommu_>.om9..Bmaoomm£mu_m._._oazcw.o_m:u_>_u:_.w£oEu3aim2.ED:Au..oaim9...cw....m_._.owwezomE2.A:.m£_m_uw_.__m5oSun.8.o.E.._u_._oun<ME..wu..:m8_>.mm.o386oz.muse...2tum:8:«won..o.um.=.ooE5.._o_?E.a_:_m_nmc_Ewu_>__m_._om.mn.S.m:_u_>_u_._cmenema.2now...an>_am..ommm..o....mu.5:min.36.om_._oE.Eo..m3>623.2..S:moon5....oEo_m:o.a.._omw.o_m5oc_E.m_m£_:.oz.>__m_._om.mn.3“.u:_cmm:mu_E5...wE.2:_.26Eu:5.o_._mnE_._:Emu:o=mu___=.ou_cc..maE:..wm:oo__m..o>_.uca..onE:..btaumm_w_oom=__>.._._o_.mE.o__._Emu._uo.oE5.EmuEE:3..onE_._coco?wmz3.mmm.uumEo__.o.aom_m:5.mmm.uum_wo_m.En.a£o.omo:w_u_m¢.E:.mEm:_mm_uzm_.m..oo:.a_.__m.__=5.mEm_._in.newHES.0co__m:BEooEm2um._E_E::56:_u_m:_u_>_u:_zuam>._=.mu_2U3:maanmcowmm.EsauE5>._._.a_m.:mEEm>om.m£o2...323m9...3um.um__ou.m:u_>_uc_cmScam_._o_?E.o=._cmoc.__n_.mSun9..om.=.oomi.3mmmoeaq.9..85am:m..2om..:oo2man.oo.m£mmo_Bm.=mo_um_uuw~_.o_.==m:_._9..E9:ac__._mm._mm__Bmwumemu>5.8.:.mm5.38..mu.8um:_mm=_Emm:_.ou.oucm22m9.5..Emu..._._»ucm.32.3>._.:uwmagom_m.m.mm_.=£_;oocmusoom:_m.2uw.=.oun_:ww._.ocoammmmoam£_._.o.a_$$§_E_._.Emu__mE.£.:....mm9:.23conmm.2SE_m..m.o_umE.oomacawnewmco=uonm_.__>._.=omm._._o_i.¢u:m:o_mm_Em:m..Emucoanhucmma?a.»Emu.>._._._ommmmmocnEmu.>._._._owmmmmoom5.358.moo=um.abcaummsuo_o.Eom«2m_.ao._n_aw5mm:.w.:mo_um_u.:o:.:o_?__E__=._o£_.s.u.._u:_o:_3.3.o—O—..m.hnuvwmwmo5;;mu_..m__aEoo2.om_a_._m.§_%<E?mm.0mamau...c_m_o9:.o..c=..m3.3.0.w§m2:.ommon>._.:uomwsmuEu5::mu:.QEDu_._=....:03B.¢_.:owmm5.2$2....__m:m.2uw.Eqo.E=E.uu_u<m5.uu::Aas:o=mE.oE_o_nm=_...mu>__mcom.mao>_uom..35.o_.2.m.oSm.Eoun:mm:3Eu.o.o5m.Eoo__=5:o=uE._2:_o_nu==.._mu__m_._om._o.._u..=....u=ou.um.>._.:mm_._.%.oucm22m2...3umu_>o.n._.m_..8new.mu.oomm>._Em_u:_.¢u.o.mu.oommnewSun.E?m.:o=mE.o__.__m_=.uu=_.ooEmuEm.m>m.o_Pa5.mEu_.>.m.m_.aEaucm.€ao..._w_.zom2_.____mw:_u:_u..._..mm._u=._new2..=._umozmmm.mmEmu_._..wu.oucmSEWmc__ma_u__..mn_m_._._.ddm_._2vm..w_o.mm._._wmoEms6__u:mcm.2mmcm.9.382..Sun3m_nm_>m9_mE.2uw.Eoo9....m_Om5.oE_._m..§..m_u:_.mu.o2_8SSSSSSE~..n:U055.8En»..mzuPage 214 of 336
CMSBS2553COREDOCIDto2ol II]toattorneysfees,courtcostsandotherlegalexpensesanddamagesarisingoutofaclaimthatanyGoodsorSen/ices,softwareorWorkProductprovidedbyContractorunderthisAddendum.ortheusethereof,infringesapatent,copyright,trademark,tradesecret,oranyotherintellectualpropertyright.TheforegoingobligationsarecontingentupontheStateorOrderingEntity(I)notifyingConwactorpromptlyinwritingofsuchclaim;(it)grantingContractorcontroloverthedefenseandsettlementthereof;(ill)reasonablycooperatinginresponsetoaContractorrequestforassistance;and(Iv)notbeinginmaterialbreachofthisAddendum.ShouldanysuchGood,Service,orWorkProductbecome,orinContractor'sopinionislikelytobecome.thesubjectofsuchaclaim.Contractormay,atitsoptionandexpense,(v)procureformeStatetherighttomakecontinuedusethereof;(vi)replaceormodifysuchsothatitbecomesnon-infringing;or(vii)requestreturnoftheGoodsorDeliverableprovidedinpertonnlngaServiceand.uponreceiptthereof,refundthepricepaidbythestate,lessstraight-linedepreciationbasedonafive(5)yearusefullifeforGoods.Contractorshallhavenoliabilitytotheextentthattheallegedinfringementarisesoutoforrelatesto:(viii)useorcombinationofaGoodsorServicewithanytechnology,item(s)orservicesthattheStateorOrderingEntitydevelops,ownsorreceivesfromathirdparty;(Ix)useforapurposeorinamannerforwhichtheGoodwasnotdesigned;(it)anymodificationmadebyanypersonotherthanContractororitsauthorizedrepresentatives;(xi)anymodificationstoaGoodmadebyContractorpursuanttotheState'sorOrderingEntity‘:specificinstructions;or(xii)useoianyolderversionoftheGoodwhenuseofanewersoftwarereleasemadeavailabletotheStateorOrderingEntitywouldhaveavoidedtheinfringement.Notwithstandingtheforegoing,attheState'soption.theStatemayelecttohavetheColoradoStateAttorneyGeneral(“AG')defendsuchclaimprovidedContractorshallhavenoliabilityforAG'sortheState'sattorneyfeesorcostsoflitigation;andtheStateorAGagreesnottosettleanyclaimsunlessitconditionallyreleasesContractorofallliabilityandobtainspriorwrittenapprovalfromContractor.0.TransitionofServices.UponexpirationorearlierterminationofthisAddendumoranyServicesprovidedhereunder.ContractorshalltakecommerciallyreasonableeffortstoaccomplishacompletetransferoftheServicesfromContractortotheParticipatingStateorOrderingEntityoranyreplacemententitydesignatedsolelybytheStateorOrderingEntitywithoutanyinterruptionoformaterialimpactontheServicesoranyotherServicesprovidedbythirdPartieshereunder.ContractorshallcooperatefullywiththeStateorOrderingEntityorsuchreplacemententity,andpromptlytakeallstepsrequiredtoassistineffectingacompletetransferoftheServicesasdesignatedbytheStateorOrderingEntity.9.CONFLICTSOFINTERESTA.ContractorshallnotengageinanybusinessorpersonalactivitiesorpracticesormaintainanyrelationshipswhichconflictinanywaywiththefullperformanceofContractor'sobligationshereunder.ContractoracknowledgesthatwithrespecttothisAddendum,eventheappearanceofacon?ictofinterestisharmfultotheParticipatingState'sinterests.B.AbsentthePar?cipaiingState'spriorwrittenapproval,Contractorshalrefrainfromanypractices,activitiesorrelationshipsthatreasonablyappeartobeinconflictwiththefullperformanceofContractor'sobligationstotheStatehereunder.ifaconflictorappearancethereofexists,orifContractorisuncertainwhetheraconflictortheappearanceofaconflictofinterestexists,ContractorshallsubmittotheStateadisclosurestatementsettingforththerelevantdetailsfortheState'sconsideration.FailuretopromptlysubmitadisclosurestatementortofollowtheState'sdirectioninregardtotheapparentconflictconstitutesabreachofthisAddendum.10.REPRESENTATIONSANDWARFlAN11ESContractormakesthefollowingspecificrepresentationsandwarrantiesforthebenefitoftheStateandOrderingEntitiesonthedatehereofandasofeachOrder'seffectivedate.eachofwhichwasreliedonbytheStateinenteringIntothisAddendum,andwillberelieduponbytheStateinenteringintothisAddendumandbyeachOrderingEntityinplacingOrderswithContractors.A.StandardandMannerofPerformance.Contractorshallperformitsobligationshereunderinaworkmaniikemannerinaccordancewithgenerallyacceptedindustrystandards.B.LegalAuthority—ContractorSignatory.Contractorwarrantsthatitpossessestheleafauthority22Rev06/01/ISPage 215 of 336
2:285.3anEm?r:mmo?5555a.E=u_._muu<£5E?cozomccooc_moo_>_owBmuooom:__o_.5am§om=:o3=m5?smscouzomw2_=_.u___m;m_2um.__:oo.m._2uu.=:oon_..mIw._2ou.=.._oo.m...mm_._Emu__n:a..8:EuE5m.o_om.a:oon=m3?mamo.£_smEmE9__..am_9:39.:m_..=cmEmanu_._amum._m>3mu:E:m:_.E:n:muu<m_£8EEEus35..:_SEmEnun_.__mEo__m;mucmAmrwm:_2:2«mmmEmEo.__:uo._w£uczmoemm_o__oaucammm._m>8mocm.__._m_.__E_._u:ouu<m__.=.0E22..u:_._._u_.__mE_mEEm..__mEo__m=m§ou._Eoo.<_0me:Em:_:mmEm_.=_.__..=_§..mu__n_:n_..mS:m_.o_§._ao=.£=_Emo__.=i.=oz.__o__._.amm_E:._Bom=:8a=mm5.3Smhzoosumo2.39.__a;m§uEEooé?w9:Eu?mmaam.__dimo_.=2Eo.om.mummoo:m._=m_.___._o=m.0.8...39.»_zm§um._Eoo3mm._o>9Q_m_u_mEEooB_mu:E:m..¢.scamE:u:muu<m.toE3.2:u_.____..u35“um:_....:_mE__m;m§u§:8cm£A_.<_O..2..3.5.5mmruom.0.3woveammmu?<.£:=EE_.£:mEEo>o.ocun__o_oom..=Em_.__:mmEmg.c__=§_.>=_:mo__n:a..mm_._o_omz:oo=An$==__mu__.._.i._._2uu._.:ou.<Q?mm5Em.oSEEoo9.¢2o£m_?mmw__._mn_E8muE.::m:_Buu=mm_up__m:m._mu:=u.w:u2_:uo.omm..m>oomo_._E:wc_a5m:_u:uu_>umw_u3__<.E=_u:muu<m__.=EE92:u:_._.._umus:=mECmmi.5vu___uunmmmuocmsmc:_mE_mEucm:_mEo__u._mEsomacounzmw._nan..2oE.:oomoz<m:mz_.5.E=u=ou_...<25._mu:_._._o8m..._..ooo.._¢u._Ocmm=mm_>mEa__cm_u_._.%.o>5223E5._._o_?u=_Ewu_._m>waxm._..m.>>uEw_nEoumuzmz_mu_mg23m9__.E_o_.._m.._as9£53»__Em§u§_ao..z_mu..u._E_..z=c_.8___=.uu_.o>o_._Em_Emuuu_.u.m.sm_>m.oB_._m:oum._oa..3..__Bmm_o_u<m.._o.um.=:aoER3m_mm_.__uw._m.£m_m055%22m953..._2:ou_>o.a__m;m._o_um=:oo.E:ucmuu<m_£EE._£m_.==a.§.2£.u_.__u:m_mnee?:_:93...32cos»_.__m._.__mE_m_..Eucm.3u.am.~.wmac£_.suocgeouumc_ism3>§u._uQmoum.o_oo3:5.3%Eo_oo.022m9.::_£_§mmmcasanE_w.m_mm___m.._m.m_?o_a%._.m.o_=.._..m_Ea_$uum~_..o£_._mucmm._o_um::oun:mmgucm._2um=_._oo.oE:a_oU:_nuu:_n_._mm:_on_d.E=u:wuu<£5E:o__w:__.EE.2mucaemo.3_.m_._ou>mEucm..a_um=:o0.3_._umm._n_m__w?Emm.E:u_._uuu<m__.=__omE§9.:E._o_._on>335S._2um==oo.2bmmmuom:mEoEm__..__uu._._m_m;u_._mEu5w._=.=wa60:53:.m_m>o._n_aa.m:o=mu___:moaowzmo53he_m:m_._m...:o_._5_u3Eu£_:.:o_.muo>m_.E<.383_omo_>.wmEmuomBoum._a_co:_=59uo.m?_mEmum_n_._u_mwumm:EmouEo_ooEEsw9..5mmm:_m=n.omm:m._.2aco?amS2mu=_:3w_nmu__uambac_w_c_mE._m;mucnum:_m_namm:>=.._m.::u=E5mEm.:m_s._m£._2.oum._o_oo_oEsmm55mmm..__m_._nu_.___ommcm._.bzco522.m_.=oEcozmaeou5.29.m=ceomacoo.__.mw=.__m:oqmm._.._m_.=5.3.32$5‘3Smmm:mu__um.__=cm.__m29.EmE:D:mUU<m_£Etc...Emu._om_.__.w>__mu._3um__EooEm?ouwucwwom>o_n_Ew__m.>__m:o_.un<.muEE_om.__:oo:_Eu.Em_..._um.m_.=o.625mu_..__ma_o_.._mn_9.:B=._mEwm_.5E_2So£_§_E_.__u.._mE.<m__.=E._o_._oq>_._mno._u2uE_:um._m:o_.m~_._o£:m55¢Ea.m..__Eoumo:E:m:_.m_m>o._n_am,m:c_?two_mmmc8__bammmum:__m_.__Sc_mE__m_._m._E5w?mzss._Eom..Eoo..wu::m.m:mcg?omgE_o__._un.2Ba..3um.um.mcozmu.o£:w3:8u_._m.m._§3,muc2_._m:_.m_m>o._nnm.m:o_?u=__._wo.mmm:mo__m.359623m__E._.__mE_mEnzmm>m;__m_._m.__ou._m_.__.:._o_9:m:_._:_u35:__mE35Eu.3;__Emawz?aumas.3ma.5:w.:u._._msucmm.:umo.a2§um._Eoo._.2m.m=.Em._.mom=ou_._.0._mw:cu..53m..32.0mxmuAm:zmmccc_£_.sE:u:wuu<£525._uEm2>=.o£=mm..oSm.=:ooB.85£_.sE?ma5¢_u_>€n__m_._m.o.um._Eooé?mu..__&_u__._.£9:E_uo.mw:_uo._=.mE._o.m:o.._2....m=_._oo9.5Sucm..om._u£:3>55.E:u:wuu<m_£msomxm2.¢o_m:a_muo:m_m._wu_._:mgo~_._o£=m>__:_am_2ucm.>=.o£=mE5mm_o.oxm2m§m_o_nmo__nEmBi...»dam.->0UEN.mm__._umooEm._.3U0.__:Uw._mcozom__m:95mm;:“M5UENF__._U_._w—uU<£595.253n_ou..QU03mdou?n»..mzuPage 216 of 336
CMsiiB2558COREoocll)rizolaiioooiioomoliuot13entities,toincludeinsurancerequirementssubstantiallysimilartothetoliowin:vii.VIII.Worker'scompensation.Worker'sCompensationinsuranceasrequiredbyStatestatute,andEmployer'sLiabilityInsurancecoveringallofContractor'sorSubcontractor‘semployeesactingwithinthecourseandscope01theiremployment.CommercialGeneralLiability.CommercialGeneralLiabilityinsurancewrittenonISOoccurrenceiormCG000110/93orequivalent,coveringpremisesoperations.tiredamage,independentContractors,productsandcompletedoperations,blanketContractualliability,personalinjury.andadvertisingliabilitywithminimumlimitsasfollows:(a)$1,000,000eachoccurrence;(b)$1,000,000generalaggregate;(c)$1,000,000productsandcompletedoperationsaggregate;and(d)$50,000anyonefire.iianyaggregatelimitisreducedbelow$1,000,000becauseofclaimsmadeorpaid,Contractorand/orSubcontractorshallimmediatelyobtainadditionalinsurancetorestorethefullaggregatelimitandlumishtoContractoracertificateorotherdocumentsatistactcrytoContractorshowingcompliancewiththisprovision.AutomobileLiability.AutomobileLiabilityinsurancecoveringanyauto(includingowned,hiredandnon-ownedautos)withaminimumlimitof$1,000,000eachaccidentcombinedsinglelimit.CyberPrivacyInsurance.CyberPrivacyinsuranceforclaimsandlosseswithrespecttonetwork,intemet(cloud)orotherdatadisclosurerisks(suchasdatabreaches,releasesofCon?dentialinformation,unauthorizedaccess/useofinformation,andidentitytheft)withminimumlimitsatnotlessthan$1,000,000peroccurrenceand$2,000,000aggregate.ProtessionaiLiability.ifcontractororSubcontractorisprovidingIT,legal,enineering,accounting,medical,architecturalorotherprofessionalServices,ContractorshallrequiresuchContractswithSubcontractorstoacquireaProfessionalLiabilityinsurancePolicyintheminimumamounto1‘$1,000,000peroccurrenceand$1,000,000intheaggregate,writtenonanoccurrenceformthatprovidescoverageforitsWorkundertakenpursuanttothisAddendum.itapolicywrittenonanoccurrenceformisnotcommerciallyavailable,aclaims-madepolicyshallremaininelfectforthetermoltheContractandtoratleasttwo(2)yearsbeyondthecompletionandacceptance01theWorkunderthisContract,or,alternatively,contractormustpurchaseatwo(2)yearextendedreportingperiod.Additionalinsured.TheParticipatingStateshallbenamedasadditionalinsuredonallCommercialGeneralUabilltyandAutomobileLiabilityinsurancepolicies(leasesandconstructionContractsrequireadditionalinsuredcoverageforcompletedoperationsonendorsementsCG201011/85,CG2037,orequivalent)requiredofContractorandanySubcontractorshereunder.Primacyoicoverage.CoveragerequiredoiContractorandSubcontractorshallbeprimaryoveranyinsuranceorsell-insuranceprogramcarriedbyContractorortheState.cancellation.Theaboveinsurancepoliciesshallincludeprovisionspreventingcancellationornon-renewalwithoutatleastthirty(30)dayspriornoticetoContractorandContractorshallforwardsuchnoticetotheParticipatingStateinaccordancewith§5oftheAddendumwithinseven(7)daysofContractor'sreceiptofsuchnotice.SubrogatlonWaiver.AllinsurancepoliciesinanywayrelatedtothisAddendumandsecuredandmaintainedbyContractororitsSubcontractorsasrequiredhereinshallincludeclausesstatingthateachcarriershallwaiveallrightsofrecovery,undersubrogatlonorotherwise,againstContractorortheState,itsagencies.institutions,organizations,officers,agents,employees.andvolunteersexceptinthecaseofCustomersnegligence.certlllcatas.ContractorandallSubcontractorsshallprovidecerti?catesshowinginsurancecoveragerequiredhereundertomeParticipatingStatewithinseven(7)businessdaysoftheEffectiveDateofthisAddendum.Nolaterthantiiteen(15)daysaltertheexpirationdateofanysuchcoverage,ContractorandeachSubcontractorshalldelivertothePanlcipatingState,certificatesoiinsuranceevidencingrenewalsthereof.Inaddition,uponrequestbytheStateatanyothertimeduringthetermotthisAddendum,ContractorandeachSubcontractorshallsupplythe24Rev05/01/15Page 217 of 336
5:9093mR.ocozumm,.Sum.._._ooE55gnaw...:_6...mm;.o_om..coo35umE.w.mum.mm_._Emm:_.mu.o25m.3.uu._o_._m.o_._o_.m..__E.o..23.._..m_u.Ocm3_._o_.m:_E._m..oEmum52q:3.55.2.3Uo?muum.o.25.2um..:a0wm._._nE_o.__m..mmm_._Em9.__._mu.O.£:oE>un..__.b_=.mmc_.mu.09.._o.Em....o.aor:wE8wn__.._._mcan>._Emm:_.ou.O9..2.2ow....ao.3um.m>__muB_m.._m.a_._._mm:_.wu.o2....o_._o_Eomg..m..o:uo...._x.o>>__<.:o_mmcmmoa.__m£_.__EmE5.¢=_.mm:_.uu.O9..E3:30m_m..m.mE__m.¢_Em_u_.__.ou.om...o.Eam.>_m.m_umEE_._mm.o.um.._._8n=mEmucm.o8m..:oo._mm.mE_cwm>m..mm_._Em3.3.0_m.§>_v:_.€m.._uE.>_.__o_om....oo.0_.o_mmmmmonm_._._.__....$e_.mzumwaucm62052zauuwammmoomccanu_nm_..ommm..>_mE_.£5__m;m.o.om.._.Sn=wEmucm.o.um.._._oo.:o_.mc_E.u_:8:Au..o:uo.n_€259...o:38>9...E5E32._m=..om__mE_u:_.m_xo.m.ame.9.Em_.._.mw.u.c_ucm2...,5._.__..._m.m.__m;m.2um....oo.5_._ou_o3.5>m.3._.:_:..m..__m_._.SSano>_.um._w9..6mm«.920uu.m:_:..2>:N2._._m:m..aumumob.o:uo..n_x._O>>_.__.mm.m=._ucm.waJED:m..o.um.Eoo.0_m.«:wu_.__.mu.Om..__.mo:wo._ms2cm?mm_m_.u.o.um.Eoo._._mu:_.%.oEm?macu.2...<3.mE._o.m.E:u_.ouu<mi.:_£_§amono.>.mmm8m:Emmmn:mano.50:>05ucmou_.o.._._o_.m_.__...m.2...E..m__mu:mo.9.93.0_mmmcmm_._.%.o_m_._uu..._2.manE5m.m_n_Eoo=2“.o.oE=.ou..m>m3o_._.mu:m....£.ma_._u=mEm_.__.__m..§.mm_:mn_EE...=_sm.um.Eoon:m2:...53.0u_._u:3m.:oo.m..__....m.__m:mucm.m9.zuam.0Emum>_.om=umg.mun..mu_._:o.m._mu:mE.o.._wn.u£.:..ou:m._.omcozmmo.m_.:_._..35.o_.___m_..m.a_um....oo.mu_.o::o_.m_._....o.Eu5uo_._oo%...2xm9..B.Anmin...2...m..o=am__._o...>..m._.ua.m:_E.m..2.Em...»9..2m.mu.o>:mucmE:u:mun<m_;._ooo..mE.o.._mn.6.m_n_m_._oamo._.._aEm._cm.o.um._._._oo..m_uE._m.m..m..o_.mm__nom._.o..oma.nman.9._u..m29.mi..om.m.m9.13mm_u.mxm.?mu.n3.3::m..2um..:aoo.mmconmo.5..mu._o.._._mB._om.m£:3.25.oE:u:muu<o._Eom_£o?_.__E.o..32m?mu:_.m...__u_:mn_m_._._..__uao.u.o=.:u3.50.2_._o_.u:_.En._.«uu.=_._oo.<._m>_.:omm_._ou.o>=_._o.._._u:8.co_.m.um_u28m..._Em_nm__m>uwm?asm.9..._om8En¢m_o.oxm>mE>._Em3.8.0EmucmE?w9._.ma_u=.mn_2:..Eu-Em.uwm:_5.3.33.3useucm8.3:9..u.._.so__o..;m_m_nuu_can.33:new....mEuu.m<.m.mms_E..E_§.mu..<m_:.Bmcczomm.o£o_.__5.3Emwm_UoEw.._w£cm2_.o_._uum:_.066m59_um._E__>__mu=_uoammm_vmEm.$2.:.2Emoxm.nEm_..__._vm?ww_umEm.w_..._moanm...Bmm>m_.___m_.m..._...mm_.__.ov.oan9....m.£moz..E=ucouu<£55_._o_w_>o.qEm._mu_._=gum»...:_.o_om..:oo._mu_nm_=mm.2.m_m_.oo_am.m_noEE__.§ma2.o2332.25m>._wmw.n_2bmmmoomzznwcommo.._=3_.__Bm_o;.s:E:u:2.u<m__._.EmE5.>_m.w_umE_.._>5:ucm3.323m.98_.o:uu:m>um$.553...now....co=o.om_u23m._5m.m.wm..=.:_m.mn>.m.Eoom52m:_£>:mm=_§.m.m£_.s.oz..mo_uuEm5awn:_5.2Emmm_umEm.me:.o.5.mm_u.uxm>mEb_.:mu..__%.ocm.523m9...ou..umwzu;.umamsn“Eumines.3......:_;._3553.9.mm;gamma9..3Q80.93089.€__.=c_£_3um.o_nEoomaScam»0.50m__.o.wo_.o_._.w=_..s.0Emma..ognuSm..E__._._.___.._.sno.8.9.m_sumo...zoam._.E:u_._2.u<2:.0mm:_umu_>o.a.mE._mEE:5o.m.wm_._.&_o_E..9...2new.€mn..m.._.o9..o.Emaum>m_.mm2..E9.3c_..m>_a3__m_.m_._o:m.omono...cumu?m.0._.m>m9..:_..uo_._un.9:0u_.u3.52.m...umm.nmm._._....m..ooom?Em..om.m£ou_._m._._=8o._oco_S._.m.._m_.=.mcmm>muSm.bcma.:_.sumx?m2.3.oum?u?..9.m__._o__.z......m..2..m._.oEm.o.a.um.a:oo.o..350.m_m.o.m>_mom.m.o._.m_E:_o&mm_._..o..oSm..:oo.m_.__mmm.o.3..sm_.m=E_m.o_._o__m~_:mm.om.su..m>_cm:_.>o.q:..__._mnEm.muc:m9._voouo.a.o:o_.:._.m:_9:..:umw.nmmm.=._.m...8..u::mEbo.om_m_.mm.o>_mE_.mc_8:3c..om_oEs.._..muc_._m.m:mcozwBo_w_.o.mE._o£.oEu_._._.o..mn_2azzmm_.._.%.ocm8E?m9.._.o.um.._._oo2...B9:m.2..._._uEmw.m<.235.m_._.9.5Eaucmuuem__.__.om_._o_.omm.o£o.._um_._omn_mmuzumwiEu2_..oum:_uu:=un.<:o<mmmas.:.m.Co2.9.oims._._._2.moca__aEoum52>.o.um.m_?m.ou:mu_>m£_.sE?mS2§_S8.§§?..n.UODNKOU5?u\mzuPage 218 of 336
CMSor32553COREDocIDlizoienoolxiuliotmtiolI3inactionwasexcusable,suchterminationshallbetreatedasaterminationinthepublicinterestandtherightsandobligationsofthePartiesshallbethesameasifthisAddendumhadbeenterminatedinthepublicinterest,asdescribedbelowin§‘i3.B.ill.DamagesandWithholding.NotwithstandinganyotherremedialactionbytheParticipatingStateoranOrderingEntity,ContractorshallremainliabletotheStateortheOrderingEntityasmaybeappropriateforanydamagessustainedbytheStateortheOrderingEntitybyvirtueofanybreachunderthisAddendumbyContractor.AnOrderingEntitymaywithholdanypaymenttoContractorforthepurposeoimitigatingtheOrderingEntiiy‘sdamages,untilsuchtimeastheexactamountofdamagesduetotheOrderingEntityfromcontractorisdetennined.AnOrderingEntitymaywithholdanyamountthatmaybedueContractorastheOrderingEntitydeemsnecessarytoprotectagainstloss.includinglossasaresultofoutstandingliens.claimsofformerlienholders,orfortheexcesscostsIncurredinprocuringsubstituteGoodsorServices.ContractorshallbeliableforexcesscostsincurredbytheOrderingEntityinprocuringfromthirdPartiesreplacementWorkorsubstituteGoodsand/orServices.B.contractEarlyTerminationInthePublicInterest.TheParticipatingStateisenteringintothisAddendumforthepurposeofcarryingoutthepublicpolicyoftheStateofColorado,asdeterminedbyitsGovemor,GeneralAssembly,and/orCourts.IfthisAddendumceasestofurtherthepublicpolicyoftheState,theState,initssolediscretion,mayterminatethisAddendum,andanyOrder,inwholeorinpan.ExercisebytheParticipatingStateatthisrightshaltnotconstituteabreacl1oitheState'soranyOrderingEntity‘sobligationshereunder.ThissubsectionshallnotapplytoaterminationofthisAddendumbytheStateforcauseorbreachbyContractor,whichshallbegovernedby§13.Aorasotherwisespecificallyprovidedherein.I.Methodandcontent.TheStateshallnotiiycontractorofsuchterminationinaccordancewith§5oitheAddendum.ThenoticeshallspecifytheeifectivedateoftheterminationandwhetheritaffectsalloraportionofthisAddendumandanyOrders.II.ObligationsandRights.Uponreceiptofaterminationnotice,Contractorshallbesubjecttoandcomplywiththesameobligationsandrightssetforthin§13(A)(i).III.Paymentsa)IfmisAddendumisterminatedbytheParticipatingStatepursuanttothis§13(B),ContractorshallbepaidbyrespectiveOrderingEntitiesforalloutstandingOrdersanamountwhichbearsthesameratiotothetotalreimbursementunderthoseOrdersasContractor'sobligationsthatweresatisfactorilyperionnedbeartothetotalobligationssetforthIneachOrder,lesspaymentspreviouslymade.b)Additionally,itanOrderislessthansixty(60)percentcompleted,anOrderingEntitymayreimburseContractorforaportionofactualout-of-pocketexpenses(nototherwisereimbursedunderthisContract)incurredbyContractorwhicharedirectlyattributabletotheuncompletedportionofContractor'sobligationshereunder;providedthatthesumoianyandallreimbursementshallnotexceedthemaximumamountpayabletoContractorbyanOrderingEntityundersuchOrder.c.State’:OptiontoTenninate.TheParticipatingStatemay,atanytime,terminatethisAddendumbysendingpriorwrittennoticetothecontractor.suchnoticeshallstatetheeffectivedateoitermination,whichshallbenolessthanthirty(30)calendardaysalterthedateofthenotice.D.RemediesNotInvolvingContractTermination.TheParticipatingState,initssolediscretion.mayexerciseoneormoreofthefollowingremediesInadditiontootherremediesavailabletoit:I.SuspendPertonnance.SuspendContractorsperformancewithrespecttoalloranyportionofthisAddendumpendingnecessarycorrectiveactionasspecifiedbytheStatewithoutentitlingContractortoanadjustmentInprice/costorperformanceschedule.ContractorshallpromptlyceaseperiormanceandincurrincostsinaccordancewiththeState'sdirectiveandtheStateshallnotbeliableforcostsincurredbyContractorafterthesuspensionofperformanceunderthisprovision.It.WlthholdPayment.withholdpaymenttoContractoruntilcorrectionsinContractor'sperformancearesa?siactorilymadeandcompleted.25Rev06/i)iIi5Page 219 of 336
3.985.EE.332:3:_co_om.__n_wz?umxmv:o_.m=m__.__En<u_._m_m::om.mn_EEwecnqmnoum._o_oo2..._o.oEm._n_m>=:umxmu£...m§.__._m.w_._um:SammmsmmwemucmE.2._oaus.EE2o._:__E3%mu$E.m:oEwn.o.um._EooE...m:_E._2ou3m_>mmuzmco_.m_.__m>mB?éoca_m_._=mg.u__._o;w.0.mmm._mo.aE25_.__mE_mEucm_mc.._mE>_mE_~mEosoaum:_.:mu_>5«umtouBmw?vum__Emcan.sw_>mmucm=o_.m=_u>mou_._mE_otmn539...;o_umonanism._o6m._Eoo.E_EE:u:muu<E.B.252:Em>mv88>:_£:=3noaucmzan__m:mmczumucmBmsmm.co_?:_m>m__m:=mucmmu___Ema:_._mu._o23w.3um_._m__nEmwm_m>._2_.__EE0_m>wEmc._mam_._m_2Smacoomu_3m.Em9:2_.__um._wEm3=23:o_?E..o_c_wo:mE._o:unLoam.m_._o__wm__nom..2am._Eo0SmEmEm.__=um_9...:29:2vo._o__Ema?a.wu=_u:___m:mucmmcoamocoam_omEmE2_=vu._u=_umam9.:Evo:_:_._2muma__m;mE=u:muu<m_£Buzzm_._o_«ma__aam.._2om=.._ouSmu:m_Eo:mam52Eu>m_u_:o_?E_2_.__.0_._o=om=oo.mmu_wE__ucm“won.2_m.._u2um._E__on8:__EmSn,mu:_u:gm5m_>cmnan_._o_.m:_m>wEmm2<.n.Eo=u:_.>woo_._uE._o_._uu._o—ou.=:ooo_n_Eam.u._a_:xm2.=m_m>__._uo>__m_ESB_..wE._o_m:_:o=m:_m>mmozmgotunmgEn:mEam.m_aEou__m;ma_._._m_uczméo23m9::52E_._u:muu<05_o959:E.>_.Eo_m>m.:cEmmm:mE_oEEoowu_3w§mo5:_umu..oum._3u=mEm_m>mon_soucmczotmam.§uEEooucmmmmuoa:o=m:m__.__Eum.uE._._oo_m_.EocE.B:33=538E§€3m._o_uEEooB;m_>c:ucmco.m:_m>m.___.mocmn_=w25mo__on_.mm_::_mom_x._m??Em.::.m.8Eamwmu9._u=_2_SE.32¢..E_§_%u<m_..=8man.__u_._8EmmE._2m55?mo:mu._ouomc_§m_>wmnew_._.=_m>m2So._n_._mB__m;muocwe?tmnm,._2oEEoo.=.Em.m..wEuEumm:m2.oE._._oomu_3m.£mmE:o_.mE_o_:_wocmccotmn_um..EooB_._o_m=_uc_newm_uEEooSewcomo_aE.o:on_.Bom=...oo.0a:_._o.__._oEu_.=m:_Eoo:ouuo?oiamUcw:=.m.2:.q~m..8.8Sam.8«.uSéum_mow.uoTeammmo_om:9ams.3.mu_nm2Eu.uoEm>oman2$99._o.om._Eoo._.mcanm_.mm_£...m=wm.m£mE_§:mE52mmm>_E&m_.2...ca5.20.5356ooodo?m_E=_u:ouu<«E.Etc:>._..._m_9:52023mmcoEmE._2uEEooBm_nm.€n_E_..oEmE:E_xmEo_.=__.<=m._.m>mEm:mu<z<s__.o<Ezoomn=sm._.<._.w.3?mucwemmmroom5?cmfonéummac.m2_.__Sm_5.Ea....a._._gm:2.Euéon.o.::.2.§mmmo.s<>.__._=e_=__2:weEm>oo2:_omE_m_>oaE.S3._ucmum__o._Eoom_mwm>o_aEmucm.m_m_uEo.mEwon.mm_u:mmw.m:o_:._._.m_.__.£:mE:mnwum__.oum._o_0823w2:Bmucwgamcm5E2.u...m>:w%a32°23Smo_._=_:_.6.mE_a_u._o_>._hm....Ez:s_s_._<.—zm=zmm>oo.3.:_m.m£c2._>oammmmmmc?uo_nmo__&m..m_.=o>53coE=_mumuEmuu2mu__..m_.=._2w_n.mon:cm._9oE..._oo.co_m_S._ammumEmuu2mu_.._c__mm:_mEauEEOsosmEmma9:2_._m_.=_mu__o:_..u:m:_umsuonmme:ms.oo_._m=.=o.._mn.._o:EEmuzoammin2m__m_.o§:_:ooucw_E=v:onu<m53mm5::o...Emv_ooum:_59.0cm._mu_..:muzmctotmncoc._OEmuEmono:cast:5::.2oE.:oomm_u_>o.Eb___..mm.___%.ocm=.mouuEun_um.au__..E._Iuu:w:_..otun:oz.33.8.0dmammom.mu_uoEa:>.=_..mm:_..uv..ou_£m.:ozdmz?mm.>:u._o._n__u_.=uu=2:_.?u_m._.__?onm.2EmE.5eams.2bE.:ou32uoemmum_E..?_._wnu<m._.=Bun...:o__mq_u=._mnum::__:oumass;5.o_n_mEooom_.__._mm_Em£oE.m_n_m._:m:=.£m_Eon__..m_.__.mmc_o..mo.Em§.._Eou:_mEmmu29m9:E053m§uEEoon_._m3.mEmmm.mmm>o_nEomLo_um._Eoo6EnE_m>oEm._m_m_uoEE_ucmsou>9:82w9:._.__Em_..:ca..m£oEmm:_U:m?oz.>oEac.>_.um::otuuS:m:c=mm_Eo9.:.o«Em2.:23.52:935.9>_nm=ommw..B__mzmEmE>maE_m_:%>5E5in_>oE.2m_m9:2m:_m>o:.0an2:95.uw=:otmn___.._o353:3an.o:_._mu.m.:o=om..__8mcozomm._Eum._Eao29.6gm...uo_.Eo:oaE...m_._o_.mm__nommo?.2EmE>mnEma..:¢E>am>=un_._=2_ _enxEODDMEOUma?a..mzuuiulPage 220 of 336
EMSllK2558(‘OREDocID:zumoommiouooooiittheStatePurchasingOffice.andshowingofgoodcause,maydebarConuactorandprohibitContractorfrombiddingonfuturecontracts.OontraciormaycontestthefinalEvaluation,FieviewandRatingby:(I)filingrebuttalstatements,whichmayresultineitherremovalorcorrectionoftheEvaluation(OHS§24-105-102(6)),or(II)underCBS§24-105-102(6),exercisingthedebarmentprotestandappealrightsprovidedInCR5§24-109-105,107,201or202,whichmayresultinthereversalofthedebarmentandreinstatementofContractor,bytheExecutiveDirector.uponashowingofgoodcause.ContractorshallbenotifiedfollowingeachperiorrnanceEvaluationandReview,andshalladdressorcorrectanyidentifiedprobleminatimelymannerandmaintainWorkprogress.ContractormaycontestthefinalEvaluation,Reviewandratingby?lingrebuttalstatements,whichmayresultineitherremovalorcorrectionoftheEvaluation(CR5§24-105-102(6)).16.GENERALPROVISIONSA.Assignmentandsubcontracts.Contractor'srightsandobligationshereunderarepersonalandmaynotbetransferred,assignedorsubcontractedwithouttheprior,writtenconsentoftheParticipatingState.Anyattemptatassignment,transfer,subcontractingwithoutsuchconsentshallbevoid.Allassignments,subcontracts,orSubcontractorsapprovedbyContractorortheStatearesubjecttoalloftheprovisionshereof.Contractorshallbesolelyresponsibleforallaspectsofsubcontractingarrangementsandperformance.BindingEffect.Exceptasotherwiseprovidedin§1B(A).allprovisionshereincontained.includingthebenefitsandburdens,shallextendtoandbebindingupontheParties’respectiveheirs,legalrepresentatives,successors,andassigns.captions.ThecaptionsandheadingsinthisAddendumareforconvenienceofreferenceonly,andshallnotbeusedtointerpret,define,orlimititsprovisions.Counterparts.ThisAddendummaybeexecutedinmultipleidenticaloriginalcounterparts,allofwhichshallconstituteoneAgreement.EntireUnderstanding.ThisAddendum,togetherwiththeMasterAgreement,representsthecompleteintegrationofallunderstandingsbetweentheParties,andallpriorrepresentationsandunderstandings,oralorwritten,aremergedherein.Priororcontemporaneousadditions,deletions,orotherchangesheretoshallnothaveanyforceoreffectwhatsoever,unlessembodiedherein.Indemnification.Contractorshallindemnify.save,andholdharmlesstheState.itsemployeesandagents,againstanyandallclaims.damages,liabilityandcourtawardsincludingcosts.expenses,andattorneyfeesandrelatedcosts,incurredasaresultofanyactoromissionbyContractor.oritsemployees,agents.Subcontractors,orassigneespursuanttothetermsofthisConuact.however,theprovisionshereofshallnotbeconstruedorinterpretedasawaiver,expressorimplied,ofanyoftheimmunities,rights,benefits,protection.orotherprovisions.oftheColoradoGovernmentalImmunityAct.CFIS§24-10-101etseq.,ortheFederalTortClaimsAct,28U.S.C.2671etseq.,asapplicable,asnoworhereafteramended.JurisdictionandVenue.AllsuitsoractionsrelatedtothisAddendumshallbefiledandproceedingsheldintheStateofColoradoandexclusivevenueshallbeintheCityandCountyofDenver.Modificationi.BythePartiesa)Exceptasspeci?callyprovidedinthisAddendum,modi?cationsofthisAddendumshallnotbeeffectiveunlessagreedtoinwritingbythePartiesinanamendmenttothisAddendum,properlyexecutedandapprovedinaccordancewithapplicableColoradoStatelawandStateFiscalFiules.b)ModificationspermittedunderthisAddendum,otherthanamendments,shallconformtothepoliciesoftheOfficeoftheStateController.including,butnotlimitedto.thepolicyentitledMODIFICATIONSOFCONTRACTS-TOOLSANDFORMS.II.ByOperationofLaw.ThisAddendumissubjecttosuchmodificationsasmayberequiredbychangesinFederalorColoradoStatelaw,ortheirimplementingregulations.Anysuch28RevD6/0lll5Page 221 of 336
m_:.<2.inonm._u__on_:o_____2:o._..6Exam.0mmamu5E_m_u«E3_m_.=oomm_._.Q.__umo2n>_m«m_umEE_m£_._oEw>_uE2:m_.__.%:5u:ouu<m__.=._mu::um:mw_m._cu._om.2$5.Emm__ucm.3um=:oo2mm?_m._o_.=ucmmm___Ewm:_mm;u__._n__m§m9:.3..._€.§_.5yaE=oEmEwmoammE2o_.=S.235052um=E__B.._m>E_._mm:_mmzo.__._n_.622mon.9us;EmBmmwmEmu.8.£__nm__m..EoE.:oun_=m5Em.gnawm...o_um.€ouEm.2um::a0s=__nu___o=o=£_E__m.._8oa._=_ooEEm_au«_..m_u_._mtOEm.a:....~...:mmmu3:222":3:.mduz.uniEa._Bo;Mzm?w5:;_oEo=.Em%n_oua..o_e0oz.mmuoum2x_.__._.3S552nw=_Eumon6:3ucm3on.23mm2E33S:__m;mmu>o_aEwgnaw.2.m29...com_mw>o_aEww.§um=:oomEm>mm55.5am.B?w_._o:mEu23%am>o_aEmscam2._a_.aum>o_nEmzuzmzumccoxumzu.¢.E._mu:o=oxommm$_nE8=2»§oEEoo.mmm_Emaas:oE3mumms..ou_.__.__._w.u___..u35ummmm;E5.£__u£E?wm9m_>.m§:nEm_Em._m_mmunoa?amE?cm.m_2uS._..oon_._wm__ucmwm>o_n_Eom..o.om=_._oom.wwa:_m=nm_.__onE$589::___._uo._o3.2a»:Eucotoxwm.33.o.=:.~5$mac.3.“Esau=30%so_oo9..£925wmmm_m._o__n_=n_2SwismEmcant.3—.m.na_..v~mmmu._uu::muzmuc?mu_._mmo..:mumEuo:mE._o:mn2..BaE=u.._wuu<m_£in.Baum..3uB_nEoE3:E23m£o._..o._:mo_om_n<:oo..§Ee_...§.6.:o_m_>o._a..Eo_3:5>53B.EmEw.__=um_B:o_m_>oa.E_£gozmEzommhEmaummnamEu6_m>__m.snmaumeumu5uo_._.._m_._ooma5:__m;m.EmEmo.£_._uBxum_E.5.€axw_w£m£s._mE._:o._o:.€oEQ.62%in.6.E=u:muu<£5EEmEE_:uu._._o._._o_m_>o.a.::2a$95scams>5E.m>_m>>..m>_$>.mo_..a._u.___.=_._o_._m._a_23..>_._mEmeu6:onucm.E:u:wuu<o_.=2_mEm_u_o:_PBE_._u_._muu<25_o=:mm_mmmozmuw.m._.an_E5;o_:sm?mcua.6mmu_>.mm>_._<.mw_.._u..._9:2>_m_omum>.wmw._ma._wuc:m..m:mco=mu__noucm2.5:mucmE:u:muu<m_£__o=._mEmo..£_._m.ma_._m_u=m.._om53¢E2....u2_=u2mm>_nEouEEaton2«=9.._2omn:oo__>._Em_9._._mEO:m.5«Em.2:Eo_ammo.oEmon__m__mucm=o__m:__E2zuamo>_>5m__mzm._om.m.._:o_?:_E._2Ecm?wtwE.mu:m__uEoo.oo:mE_o:mn_uo::_Eoum=___=um_E:u:m_un<m_£_om_..o_m_>o.a.>.a._._..oumg.929¢:u_._._s5a:_u..a?£_Eoz.mE.w._.:=_u:ouu<..__8._oo_o_m>_>._:w.=._0uE_ms..=_:>UUCNEOUON_.__E-_U_._mUU<m__.=Ens.mcoamuno.__m£Earmu2m:.8:3mm_:mn_3.E5umu_>o._n___o2a_._:o_m_>2a.u_.=o>533_m>m_.=_ow=mE:__n;mcomma.Eu.3m_nm._ma9.__moEouB._ou__m>:_um_m_umum_5....:o_m=§aEmEao_nu._o>$Em.o2m_._m_._o_m_>oaw£,vm_u:mE_mmUmzmEouomma?a;untomcoamnom55mu:mE.o:maucmuwsouxoon:3E:u_..wuu<m__.=um_u_>oi.b___nn..w>um.E_._u:muu<£53zone_.._mEm53wpmBEuEEoEouc_m:o_m_>o.amg.3Eu2.¢u..Eoum_8.E.b_Ew9.5905w.Ew9:.3>_m_omv¢:_E._2uuanm._._uEu.__:um._bzcmmcrm?o533m558._o.m_a.mw__.:_mum__.mw__.:.mco=m_=um_.m2.m_25w.0_._o_.m_a_>c_m_Evscan..23Eu.6§om._Eoo.c_cEmu2>__Em_m_.__._mu._O._oSu?ms.m2__._um._.3E5mo_:w..._mscao?wn__._mEwm5<..oEu?zuou._m£oEu9:.u9mBBoo_.__.._.ca>5.6.mEwEmm.m<o‘_:oB__m:o._£v_u__oEu25um_m.oEoo_.__:o_m_>o._..._Eu6aw;m...c.om._E8n:w.0mno?wazooco9__.$&nmc._u:ouucmmE.m.Em:_um.m.c&oo:_co_m_>o.aEm.2m_o_._um_._um=m~_Exm>5:_uw.EoEo..E_:o_m_>oa>52Em?zmma.2._cmmm_._Emm..__._mEoEaE?mm_.=.:_..:m;Emacooms2m:__._S:mm:_u...Sm£_Eoz..wEOzumm.0mco_m_>o._n_m:._..>ucm.EmEmu._m<EmmiE._omco_u_>o.a2:..>_.<E_§mm_£Uzm_§u_a%<m__.=3>95:_mE0:..0m:o_m_>o._nn.._._..____m_._o_m_>o_m_m_8n_w8Eo_oo.=_=u:ouu<9:9<._n_em£55En.__<._.<n_n__u:m<&__._._§u:muu<9:E<Ezxm£5Ehwm«Ea._._..<m._SEaE.%._omso__2m5=_mEwE:uoums.2mo:22o..BuozomeonEmmw_u_._2m_m.._oo:_._o52:8Sam§om..Eoo3nmu_>oa$3..8n2_E__3:=5.m:_u=_u_._.mEmE._um=<._m£oEmm._nExmmgucmE_.i_._muu<m__.=cumiwgmw_u:£m_m:au:_.om_u_=_._oo_oEo>mu_.=_.__.mm_:mn_9:_onEmco_?_m.9:E93__m:mE:u:ouu<m__...Em_._o_m_>oami..oo=2vmuu._n_3._mEo.:_m.m;£8.awn»E__mmdmcmzo52$E2%w>_.um=omg.coE=u:muu<£53canonEu2.um?._o&oo.an__m;m>=mo_?E2=mzozmo..uoEum___..au._n__ o_=~xa_§m3u:2»..mzu.xPage 222 of 336
CMSN8255!COREDOCtoilZ0l6llfID(IlIO00lIXi0l)II3($10,000,000)whicheverisgreater.Thislimitationiscumulativeforthetwelvemonthsimmediatelyprecedingtheaccrualoftheclaimandnotperincident.ThelimitationssetforthinthisSection16willnotapplytodamagesforbodilyinjuryordeath,ortolntrirgementclaims.InnoeventwillContractororitssuppliersorsubcontractorsbeliabletotheStateorPurchasingEntityforincidental,consequential.special,orindirectdamages(includingwithoutlimitation,claimsforlostrevenueorlostprofits,lossofdata,interruptioninuse,unavailabilityofdata),regardlessofwhethersuchdamagesarebasedoncontract,tort,warrantyoranyotherlegaltheory.NoinsurancepolicyshallbeinterpretedasbeingsubjecttotheTenMillionDollar($10,000,000.00)limitationofliabilityofthisAddendum.17.FEDERALFUNDINGACCOUNTABILITYANDTRANSPARENCYACTOF2004("FFATA”)iforwhenanOrderingEntityplacesanOrderusingFFATAfunds,theOrderingEntityshallimmediatelyno?tytheParticipatingStateandContractorandsuchOrdershallincludethe‘StateofColoradoSupplementalProvisionsforFederallyFundedcontracts,Grants,andPurchaseOrdersSubjecttotheFederalFundingAccountabilityandTransparencyActof2006,asamended,"assuchprovisionsmaybemodifiedfronttimetotime.TheFFATAprovisionsareavailableonthewebsiteoftheColoradoStateControlleratthugs://www.Colorado.gov/gacilic/osdlfata.TheParticipatingStateandtheOrderingEntityagreetocomplywithallfederalandStatereportingrequirementsfortheuseofFFATAfunds.ContractorshallprovidetherequiredreporttotheOrderingEntitywiththeinvoicepresentedtotheOrderingEntityforpayment.ThePartiesacknowledgethatContractor,forpurchasesunderthisAddendum,IsnotaSubcontractororsub—grantee,butaproviderofGoodsandrelatedServices.18.COLORADOSPECIALPROVISIONSTheseSpecialProvisionsapplytoallStateAgencies,OtherStateDepartmentsandState-fundedInstitutionsofHigherEducationContractsandOrdersexceptwherenotedinitalics.A.CONTROLLER'SAPPROVAL.CRS§24-30-202(1).ThisAddendumshallnotbevaliduntilIthasbeenapprovedbytheColoradoStatecontrollerordeslgnee.B.FUNDAVAILABILITV.CR5§24-30-202(5.5).FinancialobligationsoftheStatepayableafterthecurrentFiscalYeararecontingentuponfundsforthatpurposebeingappropriated,budgeted.andotherwisemadeavailable.C.GOVERNMENTALIMMUNITV.NotermorconditionofthisAddendumshallbeconstruedorinterpretedasawaiver,expressorimplied,ofanyoftheimmunities,rights,benefits,protections,orotherprovisions,oftheColoradoGovernmentalimmunityAct,CR5§24-10-101etseq.,ortheFederalTortclaimsAct,28u.s.c.§1346(b)and2671etseq.,asapplicablenoworhereafteramended.D.INDEPENDENTCONTRACTOR.ContractorshallperformitsdutieshereunderasanindependentContractorandnotasanemployee.NeitherContractornoranyagentoremployeeofContractorshallbedeemedtobeanagentoremployeeoftheState.ContractoranditsemployeesandagentsarenotentitledtounemploymentinsuranceorWorkerscompensationbenelitsthroughtheStateandtheStateshallnotpayfororotherwiseprovidesuchcoverageforContractororanyofitsagentsoremployees.E.COMPLIANCEWITHLAW.ContractorshallstrictlycomplywithallapplicablefederalandStatelaws,rules,andregulationsineifectorhereafterestablished,Including,withoutlimitation,lawsapplicabletodiscriminationandunfairemploymentpractices.F.CHOICEOFLAW.Coloradolaw,andrulesandregulationsissuedpursuantthereto,shallbeappliedintheinterpretation,execution,andenforcementofthisAddendum.Anyprovisionincludedorincorporatedhereinbyreferencewhichconflictswithsaidlaws,rules,andregulationsshallbenullandvoid.AnyprovisionincorporatedhereinbyreferencewhichpurportstonegatethisoranyotherSpecialProvisioninwholeorinpartshallnotbevalidorenforceableoravailableinanyactionatlaw,whetherbywayofcomplaint,defense,orotherwise.Anyprovisionrenderednulland30Rev06/III/I5Page 223 of 336
m_:o§.>uu3am._.u_..mgamma.2E:ucmuu<m_£m_m:_E.£>mE:o_m_>_E_._m_wo_.on..o:o_.mo=um.391.o=o_§?.__.§_%n«Em9__sm.__.82......$555.2.3mmu5.a_m_>oama.5..§._o._=uo.Em_.=_.>E632m__£.2um.._._oo._$.85m_u.mmg.3m...wEu._.._....m..m_.=oan..o_m_.=_3>358=m:mEm.wm>o_nEm_._u=mEmam?x.o>>.32m5um.._Emxmmm:.2om....o0.m£9._E._m...o__mE._=mum~_.m.o:._._mu_.§m...c_m_>_E:w.3on.a_.a__wu=uw.29:.9:o_SEm:_gucmamaimu:__um.=._oomg.8.u>__mu__u:m.2ou.Eoo,Ew.mo.a??mm_.=_._mm_ma_u__.mn.2om.Eoo._..5:;o_%_m_new.333.5§.m%ooE.o_oo2...3.§«.=.m.t.ommac2._.§m._a:mxm:mv_.__._.co__mu=mo>c_cm3mm.=8mz._.__mum...w?oauw.a_au:3mm.£5,>_uE3=m...mtaEa.mu=o:mg.amom._omin5moi...__5_.sco__mEmam_.=_.=_sm:=uE=.ou.om:_>o_n_:.uno?.9.mwou.o_um..c3n_._wm._?m.E8n=mm_.=m_mc_:_._£__m:mE:.E=u_._nuu<£5.23.:1.25B.:m__m_muw___cm5?m.._.uw.__.co.om:_>o_uEmm_.2om.Eoua_._wm.5:wmuo_3o5__ma.ummm;.2um.__..oo._EmuA83.5:_£_:.EcmumE?mm:_.om.__._8ms.ucm.2om..:8n_._woz..c_.oc__m:m=5.uoE.otoama?am_E.._u:mnu<m__._.m__§>mEmoasno.3o_.__:mo.um=._mE>o_nEo.m._nwxmtmuca2mw.:_...muo.nEm.ao.qSu?.oEm._mo.n_>__.m>.wmm:3:=m_._m8._Eum.=.oo.E_.__u.._muu<m__.=.23.:E25E.2..mn_2:Emucm5::.um.:.oo.o.§aEo>_mc_3o_._x.o_.___m_._m.3om.Eoon_._w9:E5.o.um....oo2>__:mo2_:2..o.um.Eoun:wm2._om._.:oumE_._.25.o_.::U:muU<m_£.m_u::x.o>>5.2.2.9cu_mmm____._m£_.s.um._:o0.o.€_aEm>_m:_:oE_.2.__m:m._2om.a_._oo..u:m.uow.m.E..mmmmu2._.m:m.__._nuo_._m__nm.mo5.9..35m2:.oEm.mo.n_.c_.u>.m_mg.:__._o_.mqan:u=o.£.E:u_._ouu_<25.35.x.o>>E.o_._wn2mm.Emuo._c:w£:_._.mE>o_nEm.23..23!.Ba9.?mwm>o_uEm__m_oa5.w._._mE.€_n_Emm5E._._._ooucmE:ucmuu<mi..22.:x.2sF:at0n_9.3:23Runa5.2?m._=.oo.o.€aEman_5Dcv_.2.mwou__.m_.=$23u_._a.mEm..m.so_._«.mo.2om.Eoo~mmu..>.mmtumm.u_.?Eq.ommséom.>.uo_o:com.:o=mE.£:...o.m.twEmm.m<.m.:mEEm>ou.mE...w.u&En3.35%.m.8..>..mm.SuEmum:mEht‘:Bmmnzcmmbomsum.:mE?m>c...u.m.a...Summ3m?m.6.mu:m:uM_care2..9utz?m.aumemmax2s?ui?BE33.2%mun.mmo_>:mmmomm._.o<E.zooo_._m=.......o=ow_u_u__u=._.o:o_.m:_E.m.m.u>o:omw_m_.=3=33.mmmEsw9:Bm_._som?muumac:.o_.=o3new_u_._:u_co.=mm_._mn_Eoo.:mE3_nEm_.:ms.223B2uw._...um.m._.__._aEm:5_ozmozum.29:.6Ew:._.mamom53co_m_>_n53..Emuam2..9So28.5.5=52.3E.§._$ammo:_um___ou%manage.33.o.?m.oE_uoaoom.xm_.ommocm?n2352:ummwm.mm..mconazmRio.omswucoqnsmu___.uE35.8:2mm_u:mm<28w2E25m?wv.2E2m>mamo.$:_?mco.oE.o>Mm?wo_.=auc:.._o_.:m..u_£5_;:5.m__9Eoo«EmQ....35.e.u_.u.o3.ummac2_8_3_.mE$Emm.m<.m.=mE=§_au.m.....a.m3mu,..&m32.....§...3%E5E§._.3«mmmu.._.mmumo..._onzu>.m?o.2_.___.§o5__..u:mm:_>m;_._om.ua>:m>D_QEm3:__w;m.o_un._Eooucmmmo_>.wwm..o8m.EooEmu:mE.e._8m55:,$52.5._m..:u:.Em_.__.o_=_._8uses3.:..uu._u_._5_uu._u..mo.m.:_Emu._:.8mS:__m..mucm.mm.m__.__9.mm:._o.um.Eoo.E=u:wun<m_£:_umn_amwu.632..ooo_>.wmm5:_.m>mom.m_.=>_mw.m=..:33.o.235.Pmmm:33m9..Smw>o_aEwo_._.mmnw_:oE_._o:_EE5.o>mmm_.o«m:m_wu_._._.Hem...m.§mE...:.u.3.e~...mmo...mmEm..z_“.0..o_._u_zoo.._.wm:m..z_._<_oz<zmmm>o._..._s_m.m..o_§.=mm.m:_m_._wu__w_nmu__aum.om§m_Em_.>n_8_m.m.u£5?E2m_m..oo.€oEo.EmcanE:u_._wun<mi.3:o__a:_E.o.m.m_umEE_._._o_.m__E.___._o_.=_§.m:_E__u.._.E:u:wE.<m_;_.09.:.o>._:am_.__.oin.Ems.5>umEm..€mmm_u.axw>mE22w2.:._._o_u_>o.n_m_£E:o_.m_o_>52.2om._Eoo.2.mo_._E.m.muSEWm5__macs233.0mm....oao.nE_scam_:m>m.uEm_o.EouucmmE2m..mo.m_ao.&wmuwa:__.__mE_mE_gmEmmm:.2um.=.oo.m:.mcm.xwEmEmE=u_._ouu<m__.=.0E29:m:_.:u.85mEm..m§ucmmo=__.oo.322..2om.Eoo.m_._o_S_..mm.a:_mcmu__mam_&m.0man.Em_.Eou.933_o_._o=m_o_>_.__m?scom.m=aEou.omu:m:2_.__mE.o.:o_.w.mno._.omswcmmg..2um»:an.9.__m?E:_u.._wuu<m_£Bus:o_nm>mamus...u__ea.m£o523mdoN8o.%.ooéaomxmmLo...m>o0.zo_.._m_:om._>O<Emm_.<2Eom.29,n5...__=_.on__m:mmocm.o_m.E.._o.o:uo.u.ou.oo:_.oF=._U_._mDU<mi.:_am.ES9:2:o_m_>o.a..:<.523.o33_w_u_u.._._.m._.xmEu3:c_.m._.B.m9.=323.3.0:3%oEs_oo325mm_._._..nm.:m_:o......zO_._.<F_._m¢<oz_nz_m.:o_Sowxw_ow?mnmuE?xm9..2.=__..u:muu<25_o.m.2.__mEm.m5m.mn__m>:_8:=2»E_m__5a«E.E:o_.m.mn_om_.=EEns2_ u_=n..n:U05mxouEmu.3minPage 224 of 336
CMSit32553COREDOCDNmI M}lI3temilnated.Contractorshallbeliablefordamages.PUBLICCONTRACTSWITHNATURALPERSONS.CR5§24-76.5-101.Contractor,ifanaturalpersoneighteen(18)yearsofageorolder,herebyswearsandaffirmsunderpenaltyofperjurythatheorshe(I)isacitizenorothenuiselawfullypresentintheUnitedStatespursuanttofederallaw,(ll)shallcomplywiththeprovisionsofCR5§24-76.5-101etseq..and(III)hasproducedonefonnofidenti?cationrequiredbyCBS§24-76.5-103priortotheeffectivedateofthisAddendum.SP5Effective01/OM0932RevD6/0|/15Page 225 of 336
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CMSat3:559coneDOCtorzuiooooooooooooootizEXHHBIT2—SAMPLECONTRACTORPERFORMANCEEVALUATIONStateofColoradoContractManagernentlnlnnnaliunFINALContractorPerlonnnnceEvaluationColoradoRevbedStatutesH4-102-205(6)pnrsaulnlIocns524-103.5-IDHJ),tomonitorthecontru:lm'tWalkundernooonnar:t(Cootrut.1Moonoclso-Icomplete-msFINALCnntnmtorPuiorrrlanceEvaluation(Evnluatlm)Indmoon:theomnpkletlEvolutionIntheconnectorlotReviewandwrrlmcrrlplaruanlH)cns§2A-l035—l0l(6L‘?nsEvaluationandcnntn:wt'sresponse.ilany.soonberddatinonmama:ConlrutManagementSystem(ems)withinIlrirry(an;daysaftercontrastcompletiononbecomepubliclyminor:IspanoflheState‘:searehahlewebsite.sonmo;sunAmenitiesandIHELarerequiredtoreviewcolnplelledEvallaitionsprrorInmakingfuturecnntrnctawaldatoensuremmtheprospectivecontractornteelsnpplieahleI?pal?ibillly.AoutlraelorwlrntllspulsanyirllntrnnlloncontainedInonEvaluationmyexestiseIhcoornlaellightssetrmninCR5524-109406,1o7,2mnrZl'l2.;.ormi.personalServicescontrastwithavalueoversmaoo.theindividualreleundbynoonengennyorInstilutmnnllli?aermm.-nioo(ma).v\-vvvvCoutplellngml!FormtheConIrIt1MonitorsltalleruureLlrrlALLappllnbleIk-Idslrrcutsareconwletedupmconclusionortheeuntroet.11.:coononMaailnrotPmrurernnrtsunshallsubntilthecompletedEvaluationtothecmrlntelnrfurReviewandcornrnernwmrmunny(amtlaysol‘contnctcuntpletinnTllestall:IIMyMIHEshallmaintainthisEvnllltlitllandmnrmran?sruponse,ilany,Inpanofilsofllslaloontnct?lelllllshallptnlIlseEvalultlunanCMSwithirty(Ill)dlylofcontractmmpklimlThisEvaluationmuremainopanorcut:lot-atrm:t1ve(5)year:ronowiogthedateitisonacltedtothecm:cooomrecord.cns.!24—l0S»l02(4).nuncontractisfatooostruetinrtSelviauwithuVll.lI.l2orssoomuoronto,l.|reCarnla¢lMunitorrrlnshallcompletenu:lotrnuntitled“ConsrmctionContractorFtnalFerfonnaneeEvlluallnnReport".ThisEvallaulunlsngueqlrirndrouoooonsunderMalicrurzno-coloomoMalina!AssistanceAct",Aniclu4In5nl’1'l||e25.5,ms,the“Clrilrl|en'sBasraHealthPlanAct".Articlernf‘|'rIlr:255.CRS,t-rtthe“ColoradoIndigentCorr:PtoyaIr\".FunIol'ArricIe3of'lltle255.cns.CMSIdenti?cationNumber:ConlnrclCompletionDate:NameofStateAgency/ll-IE:NameofContmctnr/Gntnlee:NameofProject/Program:ContractorPerformance-EvaluationconductedaftercompletionofServicesContractormetrequirementsrelatedtoQuality:YesNoDContractormetrequirementrelatedtoCost:Yes||NoContractormetrequirementsrelatedtoTimeliness:YesNoBrie?yindicatenre:t(s)ofnon-oompliurtccandstepstakentoremedy:lndicintenumberanddatesofinterimperfonnanceEvaluationworksheetscompletedforthisContract:OverallRatingofContractorPerfonnnnce:BelowStandard|:|StandardljAboveStandard[1ThelollowlngtobecompletedlaytheStalefollowingsubruitlaltoContractorforReviewProvidedConnectorwithopportunitytoReviewEvaluzttion‘?(D:ltesent:)YesDNoDContractorsubmittedresponsetoEvaluation7(Daterebuttalreceived:)YesDNoDContractordisputedEvaluation?(DaleDisputereceived:)Yet:|NolfNo.explain:Bysigningbelow,IacknowledgethatIltnvecompletedthisFinalContractorPerformanceEvaluationinaccordancewlthCR5524-102-205(6)Signature:Title:PrintName:Date:Phone:34Rev06IDI/15Page 227 of 336
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3)III.CMSItB255!COREDocIDnzbI I13maybenecessaryintheperformanceoftheContract.Inspectionbyordisclosuretoanyonewithoutanofficialneedtoknowconstitutesacriminalmisdemeanorpunishableuponconvictionbyafineofasmuchas$1,000orimprisonmentforaslongasone(1)year,orboth.togetllerwiththecostsofprosecution.Suchpersonshallalsonotifyeachsuchofficerandemployeethatanysuchunauthorizedinspectionordisclosureofreturnsorreturninformationmayalsoresultinanawardofcivildamagesagainsttheofficeroremployee[UnitedStatesforFederalemployees]inanamountequaltothesumofthegreaterofSL000foreachactofunauthorizedinspectionordisclosurewithrespecttowhichsuchdefendantisfoundliableorthesumoftheactualdamagessustainedbytheplaintiffasaresultofsuchunauthorizedinspectionordisclosureplusinthecaseofawillfulinspectionordisclosurewhichistheresultofgrossnegligence,punitivedamages,plusthecostsoftheaction.Thesepenaltiesareprescribedby[RCsection7213Aand7431.Additionally.itisincumbentupontheContractortoinformitsofficersandemployeesofthepenaltiesforimproperdisclosureimposedbythePrivacyActof1974,5U.S.C.552a.Speci?cally.5U.S.C.552a(i)(1).whichismadeapplicabletoContractorsby5U.S.C.S52a(m)(l).providesthatanyofficeroremployeeofaContractor,whobyvirtueofhis/heremploymentorof?cialposition.haspossessionoforaccesstoagencyrecordswhichcontainindividuallyidenti?ableinfomration,thedisclosureofwhichisprohibitedbythePrivacyActorregulationsestablishedthereunder,andwhoknowingthatdisclosureofthespeci?cmaterialisprohibited.willfullydisclosesthematerialinanymannertoanypersonoragencynotentitledtoreceiveit,shallbeguiltyofamisdemeanorand?nednotmorethan$5,000.INSPECFIONTheIRSandtheAgencyshallhavetherighttosenditsofficersandemployeesintotheof?oesandplantsoftheContractorforinspectionofthefacilitiesandoperationsprovidedfortheperformanceofanyWorkunderthisContract.Basedonsuchinspection,speci?cmeasuresmayberequiredincaseswheretheContractorisfoundtobenoncomplinntwithContractsafeguards.36Rev06/DI/I5Page 229 of 336
OFFICE OF THE SECRETARY OF STATE
OF THE STATE OF COLORADO
CERTIFICATE OF FACT OF GOOD STANDING
1,Wayne W.Williams,as the Secretary of State of the State of Colorado,hereby certify that,
according to the records of this office,
NetApp,Inc.
is an entity formed or registered under the law of Delaware .has complied with all
applicable requirements of this office,and is in good standing with this office.This entity has
been assigned entity identi?cation number 20021287116 .
This certi?cate re?ects facts established or disclosed by documents delivered to this office on
paper through 01/16/2018 that have been posted,and by documents delivered to this office
electronically through 01/17/2018 @ 14:29:08 _
I have a?ixed hereto the Great Seal of the Skate of Colorado and duly generated,executed,and issued this
o?icial certi?cate at Denver,Colorado on 01/17/2018 @ 14:29:08 in accordance with applicable law.
This certificate is assigned Con?rmation Number 10661931
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Page 230 of 336
AMENDMENTNO.1 TO CONTRACT NO.MNWNC-121
THIS AMENDMENTis by and between the State of Minnesota,acting through IIScommissionerofmministration
(‘State’),and NetApp,Inc.,495 E Java Dr.Sunnyvale,CA 94089 (“Contract Vendor‘).
WHEREAS,the State has a Contract with the Contract Vendor identi?ed as Contract No.MNWNC-121,April 1,2015,
through March 31,2017 ("Contract"),to provide Computer Equipment:(Desktops,Sewers,and Storage including Related
Peripherals and Services);and
WHEREAS,Minn.Stat.5 1ec.oa,subd.5,a'iit5r&s’triécommieéionero?dministiéiion,or delegate pursuant to Minn.Stat.
§16003,subd.16,the authority to amend contracts;and
WHEREAS,the terms of the Contract allow the State to amend the Contract as specified herein,upon the mutual
agreement of the Materials Management Division and the Contract Vendor in a Iully executed amendment to the Contract.
NOW,THEREFORE,it is agreed by the parties to amend the Comract as follows:
1.That Contract No.MNWNC-121 is extended through March 31.2020,at the same terms and conditions.
2.The Contract Vendor shall provide Computer Equipment:(Desktops,serves,and Storage including Related
Peripherals and Services)at the prices set forth on the attached Exhibit B,Pricing Schedule.
This Amendment is effective beginning April 1,2017,or upon the date that the final required signatures are obtained,
whichever oocurs later,and shall remain in eftect through contract expiration,or until the Contract is canceled,whichever
occurs ?rst.
Except as herein amended,the provisions of the Contract between the parties hereto are expressly reaffirmed and remain
in full force and effect.
IN WITNESS WHEREOF,the parties have caused this Amendment to be duly executed Intending to be bound thereby.
1.NETAPP.INC.2.orsrce or STATE PROCUREMENT
The cnntraaior oet?tleo that the approptlate pamon(s)have in ammameW Mm",Sm 13¢“ma,3,
executed this Amendment on Dehiif Ofthe Contractor as required
I7Y8i7P'i<=8i1'65'W55|ii3,.t
B :....V s,.,.,..,.Titre:Agggigmon Management specialist
Ream S-rem
Printedthne Date;E d 22
me;\}\t.E ?0.ee-acwrf
3.COMMISSIONER OF ADMINISTRATION
Date:7’‘I3"20 ‘7
SIIIVIIIIIIB
Fr-iittedtsiatm
Da‘e:H 2
Title:
Date:
CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAFF,INC.
Page 231 of 336
EXHIBIT B:Pricing Schedule
1
‘ws‘cA:~—NAS.POj§
goo:-zru‘mv,s PURCHASING’
‘.‘ORGANIZATION'
mg DEPARTMENT or COMPUTER EQUIPMENT ‘
?.£€1I§JuiI.'.‘.£.‘'°"2014-2020
Updated 04/01/2017 "
1.BASELINE PRICE LIST:NETAPP NORTH AMERICAN PRICE LIST TO BE POSTED ON WEBSITE
2.BAND DISCOUNTS CATEGOR MINIMUM
Y DISCOUNT
BAND 5 STORAGE A,B,E,J,L,16.5%
M,N
CATEGORY EXCEPTIONS:Velocity HW &SW
IMPORTANT:The minimum discount is provided,refer to Contract Vendor’s Website for any additional discounts
and request a quote for bulk/volume discounts.Allprices shall be FOB Destination,prepaid and allowed (with
freight included in the price).If there is a special case where inside delivery fee must be charged,the Contract
Vendor will notif the customer in advance.
3.THIRD PARTY PRODUCTS -(APPLICABLE IN ALL BANDS)C 3.5%
4 SERVICES
st»
ParticipatingAddendum may identifyif and how Iea?g agreement terms willbe conducted.
6.ADDITIONAL DISCOUNTS —Request a quote for discounts on bulk/volume purchases.
For one or more WSCA purchase orders received at one time with a North American list price over $750,000.00,
NetApp willprovide an additional 10%discount to the WSCA end user customer for that order only.
Discount Proposed
Category Current Contract Discou Discount
CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTEREQUIPMENT NETAPP,INC.
Page 232 of 336
STATE OF MINNESOTA —WORKFORCE CERTIFICATE INFORMATION
Required by state law for ALL bids or proposals that could exceed $100,000
Complete this form and return it with your bid or proposal.The State of Minnesota is under no obligation to
delay proceeding with a contract until a company becomes compliant with the Workforce Certification
requirements in Minn.Stat.§363A.36.
: 0JkCOMFAMES:thatvhaveemployet¥morethan:40Jul-l—£imt>employees=within4Iri ———
state on any single working day during the previous 12 months,check one option below:
CI Attached is our cunent Workforce Certi?cate issued by the Minnesota Department of Human Rights (MDHR).
El Attachedis con?rmationthat MDHR received our application for a MinnesotaWorkforce Certi?cate on
(date).
BOX B -NON-MINNESOTA COMPANIES that have employed more than 40 full-time employees on a
single working day during the previous 12 months in the state where it has its primary place of business,check oneelow:Attached is om current Workforce Certi?cate issued by MDHR.
El We certify we are in compliance with federal affirmative action requirements.Upon noti?cation of contract award,
you must send your federal or municipal certificate to MDHR at con1pliance.MD}?{@state.mnus,lfyou are unable
to send either certi?cate,It/D31-IRmay contact you to request evidence of federal compliance.The inabilityto provide
sufficient documenmtionmay prohibit contract execution.
BOX 0 -EXEMPT COMPANIES that have not employed more than 40 full-time employees on a single
working day in any state during the previous 12 months,check option below if applicable:
D We attest we are exempt.If our company is awarded a contract,we will submitto MDHR within 5 business days
a?er the contract is fully signed,the names of our employees during the previous 12 months,the date of separation,if
applicable.and the state in which the persons were employed.Send to compliggge.MD?l3@state.mnus.
By signing this statement,you certify that the information provided is accurate and that you are authorized to sign on
behalf of your company.
Na.meofCompany://5’/M7,TNL Date 2‘'3 '2°|'7
Authorized Signature:Telephone number:713‘7‘?"n’°°
Primed Name:Rae-at‘:72?/.v Title:Vlur’Pile:mew’
For assistance with this form,contact:
MinnesotaDepartment of Human Rights,ComplianceServices
Web:http://mn.gov/mdhr/TCMetro:651-539-1095 Tol1Free:800-657-3704
Email:comp1iance.rndhr@state.mn.us TTY:651-296-1283
CONTRACTNO.MNWNG-121 MASTERAGREEMENTAWARDCOMPUTEREQUIPMENT NETAPF‘,INC.
Page 233 of 336
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Page 234 of 336
AMENDMENT NO.2 T0 CONTRACTNO.MNWNC-121
THIS AMENDMENTis by and between the State of Minnesota,acting through its commissioner of Administration
("State"),and NetApp,Inc.,495 E Java Dr,Sunnyvale,CA 94089 (“Oontract Vendor’).
WHEREAS,the State has a Contract with the Contract Vendor identi?ed as Contract No.MNWNC-121,April 1,2015.
through March 31,2017 (‘Contract").to provide Computer Equipment:(Desktops,Servers,and Storage including Related
Peripherals and Services):and
WHEREAS,Minn.Stat.§160.03,subd.5,affords the commissioner of Administration,or delegate pursuant to Minn.Stat.
§160.03,subd.16,the authority to amend contracts;and
WHEREAS,the temws of the Contract allow the State to amend the Contract as speci?ed herein,upon the mutual
agreement of the MaterialsManagement Division and the Contract Vendor in a Iully executed amendment to the Contract.
NOW,THEREFORE,it is agreed by the parties to amend the Contract as follows:
1.Exhibit B:Pricing Schedule is DELETED in its entirety and REPLACED with the attached Exhibit B:Pricing Schedule.
2.The Contract Vendor shall provide Computer Equipment:(Desktops.Servers.and Storage including Related
Peripherals and Services)at the prices set forth on the attached Exhibit B,Pricing Schedule.
This Amendment is e?ective beginning October 2,2017,or upon the date that the ?nal required signatures are obtained,
whichever occurs later,and shall remain In effect through contract expiration,or until the Contract is canceled,whichever
occurs ?ret.
Except as herein amended,the provisions of the Contract between the parties hereto are expressly reaffirmed and remain
in full force and effect.
IN WITNESS WHEREOF,the parties have caused this Amendmentto be duly executed Intending to be bound thereby.
1-NETAPE'NC-2.OFFICE OF STATE PROCUREMENT
The Contractor oml?ss that the appropriate persnn(s)have _in accordance with Mi Stat.1ac.o3,subd.3.
executed this Amendmmt on behalf ofihe commonas required
bye licabieertieies laws resolutions,urordinences.By.
B :y A Title:Acgulsition Management Specialist
MA;’('L ENmaeijl IF‘“NW ,Date:
me:c-‘
a.COMMISSIONER or ADMINISTRATION
Dage:3:5 Ordelegatedlepresentative.
By;By:
Signature
Date:
Printed Name 9
BYlucosJ.Janneir
Title:
Date:
CONTRACTNO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAFF,INC.
Page 235 of 336
BAND 5 STORAGE 0
EXHIBITB:Pricing Schedule
m%DEPARTMENT or COMPUTER EQUIPMENT "
ADMINISTRATION 2014_2020
I
STATE PROCUREMENT
‘Updated 10/02/2017 COOPERATIVE PURCHASING
ORGANIZATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
1.BASELINE PRICE LIST:NETAPP NORTH AMERICAN PRICE LIST TO BE POSTED ON WEBSITE
CATEGORY MINIMUM
O U N_Ti
2.BAND DISCOUNTS
A,B,E,.J,L,M
N,F1,F3,
G1,G2
CATEGORY EXCEPTIONS:Velociy HW &SW
IMPORTANT:The minimum discount is provided,refer to Contract Vendor‘s Website for any additional discounts
and request a quote for bulk/volume discounts.All prices shall be FOB Destination,prepaid and allowed (with
freight included in the price).If there is a special case where inside delivery fee must be charged,the Contract
Vendor will notif the customer in advance.
3.THIRD PARTY PRODUCTS -(APPLICABLE IN ALL BANDS)
4.SERVICES
5.LEASING
ParticipatingAddendum may identify if and how leasing agreement terms will be conducted.
6.ADDITIONAL DISCOUNTS —Request a quote for discounts on bulk/volume purchases.
For one or more WSCA-NASPO purchase orders received at one time with a North American list price over
$750,000.00,NetApp will provide an additional 10%discount to the WSCA-NASPO end user customer for that order
only.
CONTRACT NO.MNWNC-121 MASTERAGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
Page 236 of 336
.STATE OF MINNESOTA
M terl I M '.112;t‘i.f.....I;'.;‘§.°..'£‘..°'é'..'.’..I".I?;°"WScA—NAS Po-
50 Sharbume Avenue ’~,‘°°’§§;fj‘_3’T?g:‘*'"GSt.Paul,MN 55155
Voice:651.296.2600
Fax:651.297.3998
MINNESOTA WSCA-NASPOMASTER AGREEMENT AWARD
WITH
NETAPP,INC.
FOR
COMPUTER EQUIPMENT:Storage including Related Peripherals 8-Services
DEVARYMENTor ADMINISTRATION
To:Net!‘-PP.Inc.CONTRACTNO:MNWNc.121495EastJavaDrive
Sunnyvale,CA 94089__ContractVendor Admlnlstratorr CONTRACTPERIOD:April 1,2015,or upon finalDeniseOroscoexecutedsignatures,
E _[.0 co ‘whichever is later
I .705 E .pL"?a. °§5'?§44_1467"3 °°"‘Through March 31,2017
EXTENSIONOPTION:UP TO 36 MONTHS
You are hereby notifiedthat your response to our solicitation,which opened January 31,2014.is accepted.The followingdocuments,in order of preoedence,are incorporated herein by reference and constitute the entire Contract between youandtheState:1.A Participating Entitys Participating Addendum (“PA")A Participating Entity's Participating Addendumshallnotdiminish,change,or impact the rihts of the Lead State with regard to the Lead State's contractual relationshipwiththeContractVendorundertheTermsofMinnesotaWSCA»NASPO Master Agreement;2.Minnesota’)/VSCA-NASPOMasterAgreement(includes negotiated Terms and Conditions);3.The Solicitation;and 4.the Contract Vendor'sresponsetotheSolicitation.These documents shall be read to be consistent and complementary.Any conflict amongthesedocumentsshallberesolvedbygivingprioritytothesedocumentsintheorderlistedabove.
IN WITNESS WHEREOF,the parties have caused this Agreement to be duly executed intending to be bound thereby.
1.NETAPP,INC.2.MINNESOTA MATERIALSMANAGEMENT DIVISIONThecumucturnuttwlttheappmpmsperson(s)have In accordance with Minn Stat 51 e mi,subd.a.Contractor as Isnnlrved
.ar nralnances.
El?Bl?
F
_:M_O#171‘:T g 7(7IN Tllts:Mas1srArrreanentAdministrmoL
my
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“W 3.MINNESOTA COMMISSIONEROF ADMINISTRATION
Or ueleomea representntive.
Tllte 5’:''
Date:Date
FEB25 ZOI5
ByLucasJ.Jcrnneti
1 CONTRACTNO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTEREQUIPMENT NETAPP,INC.
Page 237 of 336
COOPERATIVE PURCHASING
ORGANIZATION
W31 COMPUTER EQUIPMENT ,.MUIIIIESIIIB2014-2019 '
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
TABLE OF CONTENTS
TABLE OF CONTENTS.........................................
.........................................
.........................................
......................
..2
SUMMARY.......................................................................3
EXHIBIT A -TERMS &CONDITIONS..........5
EXHIBITB -PRICING...............................
EXHIBIT B -PRICING SCHEDULE..........
EXHIBITC -PRODUCT AND SERVICE SCHEDULE (PSS).
EXHIBITD -WEBSITE .................................
EXHIBIT E -ACTION REQUEST UPDATE FORM (ARF)......
EXHIBITF —REPORTING .........
EXHIBIT G -DEFINITIONS........
2 CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTER EQUIPMENT NETAPP,INC.
Page 238 of 336
1.
COOPERATIVE PURCHASING
ORGANIZATION
Mi“COMPUTER EQUIPMENT ..‘%H?E50t32014-2019 '
DEPARTMENTOF ADMINISTRATION
I
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
SUMMARY
BACKGROUND.The State of Minnesota,Department of Administration,Materials Management Division publicly
posted a Request for Proposal on behalf of the State of Minnesota and WSCA-NASPO Cooperative Procurement
Program (“WSCA-NASPO")resulting in a Master Agreement Award.After evaluation by a multi—statesourcing team
the solicitation resulted in the Minnesota WSCA-NASPO Master Agreements with qualified manufacturers for:
Computer Equipment (Desktops,Laptops,Tablets,Servers and Storage including related Peripherals &
Services).
The original solicitation contains the requirements and definitions establishing the following Product Bands allowed on
the Master Agreement.The configuration limits and restrictions for this Master Agreement are provided below.
Participating Entities may revise these in their Participating Addendum.Band(s)awarded are identified below:
Band 5:Storage
The original solicitation included Band 6:Ruggedized.This band has been removed and ruggedized equipment will
be allowed in Bands 1-5.The original solicitation and responses may be found on the WSCA-NASPO Website.
EFFECTIVE DATE:The Master Agreement contract term will begin on April 1,2015,or upon final executed
signatures,whichever is later,through March 31,2017,with the option to extend up to 36 months,upon agreement by
both parties.Contract Sales may not begin until the Website,Product and Service Schedule and third party products
have been approved by the Master Agreement Administrator.
PARTICIPATION.All authorized governmental entities in any State are welcome to use the resulting Master
Agreements through WSCA-NASPO with the approval of the State Chief Procurement Official.Contract Vendors are
able to sign Participating Addendums (PA)at the option of Participating States.Participating States reserve the right
to add State specific terms and conditions and modify the scope of the contract in their Participating Addendum as
allowed by the Master Agreement.
CONFIGURATIONDOLLAR LIMITS.The following configuration limits apply to the Master Agreement.Participating
States may define their configuration limits in their participating addendum.The Participating State's Chief
Procurement Official may increase or decrease the configuration limits,as defined in their Participating Addendum.
The Participating State willdetermine with the Contract Vendor how to approve these modifications to the State’s
Product and Service Schedule.
The dollar limits identified below are based on a SINGLE computer configuration.This is NOT a restriction on the
purchase of multiple configurations (e.g.an entity could purchase 10 laptops @ $10,000 for a total purchase price of
$100,000).
ITEM CONF|GURATlON*
Server $500,000
Storage $500,000
Desktops $10,000
Laptops $10,000
Tablets :3 5,000
Peripherals $5,000
Services Addressed by each State in participating addendum
"Configuration is defined as the combination of hardware and software components that make up the total functioning
system.Software purchases are considered a part of the configuration limit of the equipment.
3 CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTER EQUIPMENT NETAPP,INC.
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5.RESTRICTIONS.The following restrictions apply to the Master Agreement.A Participating State may set furtherrestrictionsofproductsintheirParticipatingAddendum.The Participating State will determine with the ContractVendorhowtoapprovethesemodificationstotheState's Product and Service Schedule.
a.Software
1.Software is restricted to operating systems and commercial off-the-shelf (COTS)software and is subject toequipmentconfigurationlimits.
Software is an option which must be related to the procurement of equipment.
Software must be pre-loaded or provided as an electronic linkwith the initial purchase of equipment.
Software such as middleware which is not always installed on the equipment,but is related to storage andserverequipment(Band 4&5)purchased,is allowed and may be procured after the initial purchase of
equipment.
:"‘.°’.N
b.Services
Services must be related to the procurement of equipment.
Service limits will be addressed by each State.
Wireless phone and internet service is not allowed.
Cloud Servicesincluding acquisitions structured as managed on-site services are not allowed.
Managed Print Services are not allowed.
."':’>S-°.N.-‘
c.Third Party Products.
1.Contract Vendors can only offer Third Party Products in the bands they have been awarded.
2.Contract Vendor cannot offer products manufactured by another Contract Vendor holding a Minnesota
WSCA-NASPO Master Agreement unless approved by the Lead State.
cl.Additional Productlservices
1.Hardware and software required to solely support wide area network (WAN)operation and management are
not allowed.
2.Lease/Rentals of equipment may be allowed and will be addressed by each State.
3.Cellular Phone Equipment is not allowed.
4 EPEAT Bronze requirement may be waived,on a State case by case basis,if approved by the State’s Chief
Procurement Officer.
PARTNER UTILIZATION:Each state represented by WSCA-NASPO that chooses to participate in this Master
Agreement independently has the option of utilizing partners.Only partners approved by the Participating State may
be deployed.The participating State willdefine the process to add and remove partners in their participating
addendum.
4 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
Page 240 of 336
‘K
COMPUTER EQUIPMENT
2014-2019
(_
'WSCA-NASPOI
COOPERATIVE PURCHASING
ORGANIZATIONti‘-W"IIIIIHSUTH,
DEPARTMENTOF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITA -TERMS &CONDITIONS
MASTER AGREEMENT TERMS AND CONDITIONS
A.GENERAL TERMS,CONDITIONS &INSTRUCTIONS
ACCEPTANCE OF TERMS AND CONDITIONS.The contents of the RFP and the response of the successful
responder will become Master Agreement contractual obligations,along with the final Master Agreement,if acquisition
action ensues.A statement of acceptance of the proposed Contract Terms and Conditions,unless taken exception to,
as specified in the RFP must be included in the response.Any suggestions for alternate language shall be presented.
The Lead State is under no obligation to accept wording changes submitted by the responder.The Lead State is
solely responsible for rendering decisions in matters of interpretation on all terms and conditions.Any response which
fails to comply with this requirement may be disqualified as nonresponsive.
All general proposal terms,specifications and WSCA-NASPO Terms &Conditions form a part of this RFP and will
apply to any Master Agreements entered into as a result thereof.
CONFLICT OF TERMS/ORDER OF PRECEDENCE:
a.A Participating Entity’s Participating Addendum ("PA");
b.Minnesota WSCA-NASPO Master Agreement (includes negotiated Terms &Conditions)
c.The Solicitation including all Addendums;and
d.Contract Vendor's response to the Solicitation.
These documents shall be read to be consistent and complementary.Any conflict among these documents shall be
resolved by giving priorityto these documents in the order listed above.Contract Vendor terms and conditions that
apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing
and attached to the Master Agreement as an Exhibit or Attachment.No other terms and conditions shall apply,
including terms and conditions listed in the Contract Vendor's response to the Solicitation,or terms listed or
referenced on the Contract Vendor's website,in the Contract Vendor quotation/sales order or in similar documents
subsequently provided by the Contract Vendor.The solicitation language prevails unless a mutually agreed exception
has been negotiated.
ADDENDA TO THE RFP.Any addendum issued will become a part of the RFP.The Lead State may modify or clarify
the RFP by issuing one or more addenda to all parties who have received the RFP.Each responder must follow the
directions on the addendum.Addenda will be numbered consecutively in the order they are issued.
AWARD.The award of this solicitation will be based upon the total accumulated points as established in the RFP,for
separate items,by grouping items,or by total lot,and where at its sole discretion the Lead State believes it will
receive the best value.The Lead State reserves the right to award this solicitation to a single responder,or to multiple
responders,whichever is in the best interest of the Lead State.It is the State's intent to award to multiple responders.
The Lead State reserves the right to accept all or part of an offer,to reject all offers,to cancel the solicitation,or to re-
issue the solicitation,whichever is in the best interest of the Lead State.
The Sourcing Team willmake a recommendation on the award of this RFP.The commissioner of Administrationor
designee may accept or reject the recommendation of the Sourcing Team.The final award decision willbe made by
the Commissioner of Administration and the WSCA-NASPO Management Board.
CLARIFICATION.If a responder discovers any significant ambiguity,error,conflict,discrepancy,omission,or other
deficiency in the RFP,the responder shall immediately notify the Acquisition Management Specialist in writing,as
5 CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTEREQUIPMENT NETAPP,INC.
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10.
11.
specified in»the introduction,of such error and request modification or clarification of the document.This notification isduenolaterthansevencalendardayspriortotheproposalduedateandtime.
Responders are cautioned that any activity or communication with a State employee or officer,or a member of theEvaluationTeam,regarding this Solicitation‘scontents or process,is strictly prohibited and may,as a result,have itsresponserejected.Any communication regarding this Solicitation,its content or process,must be directed to theAcquisitionManagementSpecialistlistedintheSolicitationdocuments.
COMPLETIONOF RESPONSES.A response may be rejected if it is conditional or incomplete.Responses thatcontainconflicting,false,or misleading statements or that provide references that contradict or do not support anattributeorconditionstatedbytheresponder,may be rejected.
MASTER AGREEMENTADMINISTRATOR.The MasterAgreement Administratordesignated by WSCA-NASPOandtheStateofMinnesota,Department of Administrationis:Susan Kahle.Direct all correspondence and inquiries,legalquestions,general issues,or technical issues regarding this RFP to:
Susan Kahle
Acquisition Management Specialist Fax:651.297.3996
Department of Administration E-mail:susan.kah|e@state.mn.us
Materials Management Division
50 Sherburne Avenue
112 Administration Building
St.Paul,MN 55155
DISPOSITIONOF DATA SUBMITTEDBY CONTRACT VENDOR .All materials submitted in response to this RFP
will become property of the Lead State and will become public record after the evaluation process is completed.Theevaluationprocessiscompletewhennegotiationswiththeselectedvendorsarefinal.
Byexecuting this Contract,the Contract Vendor certifies and agrees that all information provided in the Contract andinresponsetothesolicitationwillbemadepublicinaccordancewiththesolicitationandthatnoinformationhasbeendesignatedTradeSecretpursuanttotheMinnesotaGovernmentDataPracticesAct.
If the Contract Vendor submits informationafter execution of this Contract that it believes to be trade secretmaterials,as defined by the Minnesota Government Data Practices Act,Minn.Stat.§13.37,the Contract Vendormust:
a.clearly mark all trade secret materials at the time the information is submitted;
b.include a statement with regard to the informationjustifying the trade secret designation for each item;and,c.defend any action seeking release of the materials it believes to be trade secret,and indemnify and hold harmless
the Lead State,its agents and employees,from anyjudgments awarded against the Lead State in favor of the
party requesting the materials,and any and all costs connected with that defense.This indemnificationsurvivestheLeadState’s award of a Master Agreement.In submitting a response to the RFP,the responder agrees that
this indemnification survives as long as the trade secret materials are in possession of the Lead State.The Lead
State willnot consider the prices submitted by the responder to be trade secret materials.
DISPUTE RESOLUTION PROCEDURES.Any issue a responder has with the RFP document,which includes,but is
not limited to,the terms,conditions,and specifications,must be submitted in writing to and received by the Master
Agreement Administratorprior to the opening due date and time.Any issue a responder has with the Master
Agreement award must be submitted in writing to the Master Agreement Administrator within five working days from
the time the notice of the intent to award is issued.This notice may be made by any of the following methods:
notification by letter,fax or email,or posted on the Materials Management website,www.mmd.admin.state.mn.us.The
Lead State will respond to any protest received that follows the above procedure.For those protests that meet the
above submission requirements,the appeal process is,in sequence:The responsible Master Agreement
Administrator,the Materials Management Division (MMD)Assistant Director,and the MMD Director.
ELECTRONIC FILES TO DOWNLOAD,COMPLETE,AND RETURN.Responders must download a Word/Excel
document.
ENTIREAGREEMENT.A written Master Agreement (including the contents of this RFP and selected portions of
Contract Vendor’s response incorporated therein by reference)and any written addenda thereto constitutethe entire
agreement of the parties to the Master Agreement.
6 CONTRACT NO.MNWNC-121 MASTERAGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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12.IRREVOCABLE OFFER.In accordance with this Request for Proposal,and subject to all conditions thereof,the
13.
14.
15.
undersigned agrees that its response to this RFP,or any part thereof,is an irrevocable offer for 180 days following thesubmissiondeadlinedateunlessstatedotherwiseintheRFP.It is understood and agreed that the response,or anypartthereof,when accepted by the appropriate department and State officials in writing,may become part of a legalandbindingMasterAgreementbetweentheundersignedvendorandtheStateofMinnesota.
MATERIALDEVIATION.A responder shall be presumed to be in agreement with these terms and conditions unless ittakesspecificexceptiontooneormoreoftheconditions.Submission by the responder of its proposed language shallnotbeviewedasanexceptionunlesstheresponderspecificallystatesintheresponsethatitsproposedchangesareintendedtosupersedethetermsandconditions.
RESPONDERS ARE CAUTIONEDTHAT BY TAKINGANY EXCEPTION THEY MAY BE MATERIALLYDEVIATINGFROMTHEREQUESTFORPROPOSAL.IF A RESPONDER MATERIALLYDEVIATES FROM THE GENERAL
TERMS,CONDITIONSAND INSTRUCTIONSOR THE WSCA-NASPOTERMS ANDCONDITIONSAND/OR
SPECIFICATIONS,ITS RESPONSE MAYBE REJECTED.
A material deviation is an exception to the Request for Proposal general or WSCA-NASPO terms and conditions
and/or specifications that:
a.gives the responder taking the exception a competitive advantage over other vendors;or,
b.gives the Lead State something significantly different from that which the Lead State requested.
NONRESPONSIVE RESPONSES.Responses that do not comply with the provisions in the RFP may be considered
nonresponsive and may be rejected.
NOTICES.If one party is required to give notice to the other under the Master Agreement,such notice shall be in
writing and shall be effective upon receipt.Delivery may be by certified United States mail or by hand,in which case a
signed receipt shall be obtained.A facsimile transmission shall constitute sufficient notice,provided the receipt of the
transmission is confirmed by the receiving party.Either party must notify the other of a change in address for
notification purposes.All notices to the Lead State shall be addressed as follows:
STATE OF MINNESOTA:
MN WSCA-NASPO COMPUTER EQUIPMENT CONTRACT ADMINISTRATOR
112 Administration Bldg.
50 Sherburne Avenue
St.Paul,MN 55155
651-296-2600
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MASTER AGREEMENTTERMS AND CONDITIONS
B.WSCA-NASPO TERMS AND CONDITIONS.
The Contract Vendor shall pay a WSCA-NASPOAdministrative Fee of one-tenth of onepercent(0.1%or 0.001)in accordance with the Terms and Conditions of the Master Agreement no later than 60 daysfollowingtheendofeachcalendarquarter.The WSCA-NASPO AdministrativeFee shall be submitted quarterly and isbasedonsalesofproductsandservices(less any charges for taxes or shipping).The WSCA-NASPOAdministrativeFeeisnotnegotiable.This fee is to be includedas part of the pricing submitted with proposal.
Additionally,some states may require an additional fee be paid directly to the state on purchases made by PurchasingEntitieswithinthatstate.For all such requests,the"fee level,payment method and schedule for such reports andpaymentswillbeincorporatedintotheParticipatingAddendumthatismadeapartoftheMasterAgreement.TheContractVendormayadjusttheMasterAgreementpricingaccordinglyforpurchasesmadebyPurchasingEntitieswithinthejurisdictionofthestate.All such agreements may not affect the WSCA-NASPO Administrative Fee or thepricespaidbythePurchasingEntitiesoutsidethejurisdictionofthestaterequestingtheadditionalfee.
AGREEMENTORDER OF PRECEDENCE.The Master Agreement shall consist of the following documents:a.A Participating Entity’s Participating Addendum (“PA”);
b.MinnesotaWSCA-NASPO Master Agreement (includes negotiated Terms and Conditions)
c.The Solicitation includingall addendums;and
d.Contract Vendor's response to the Solicitation
These documents shall be read to be consistent and complementary.Any conflict among these documents shall beresolvedbygivingprioritytothesedocumentsintheorderlistedabove.Contract Vendor terms and conditions thatapplytothisMasterAgreementareonlythosethatareexpresslyacceptedbytheLeadStateandmustbeinwritingandattachedtothisMasterAgreementasanExhibitorAttachment.No other terms and conditions shall apply,including terms and conditions listed in the Contract Vendor's response to the Solicitation,or terms listed orreferencedontheContractVendor's website,in the Contract Vendor quotation/sales order or in similar documentssubsequentlyprovidedbytheContractVendor.The solicitation language prevails unless a mutually agreed exceptionhasbeennegotiated.
AMENDMENTS.The terms of this MasterAgreementshall not be waived,altered,modified,supplemented or
amended in any manner whatsoever without prior written approval of the WSCA-NASPO Master Agreement
Administrator.
ASSIGNMENTOF ANTITRUST RIGHTS.Contract Vendor irrevocably assigns to a Participating Entity any claim forrelieforcauseofactionwhichtheContractVendornowhasorwhichmayaccruetotheContractVendorinthefuturebyreasonofanyviolationofstateorfederalantitrustlaws(15 U.S.C.§1-15 or a Participating Entity’s state antitrust
provisions),as now in effect and as may be amended from time to time,in connection with any goods or sen/ices
provided to the Contract Vendor for the purpose of carrying out the Contract Vendor's obligations under this MasterAgreementorParticipatingAddendum,including,at a Participating Entity’s option,the right to control any such
litigation on such claim for relief or cause of action.
ASSIGNMENTISUBCONTRACT.Contract Vendor shall not assign,sell,transfer,subcontract or sublet rights,or
delegate responsibilities under this Master Agreement,in whole or in part,without the prior written approval of theWSCA-NASPO Master Agreement Administrator.
CANCELLATION.Unless othenrvise stated in the terms and conditions,any Master Agreement may be canceled by
either party upon 60 days’notice,in writing,prior to the effective date of the cancellation.Further,any Participating
Entity may cancel its participation upon 30 days written notice,unless otherwise limited or stated in the special termsandconditionsofthissolicitationorintheapplicableParticipatingAddendum.Cancellation may be in whole or in
part.Any cancellation under this provision shall not affect the rights and obligations attending orders outstanding atthetimeofcancellation,including any right of a Participating Entity to indemnification by the Contract Vendor,rights of
payment for goods/services delivered and accepted,and rights attending any warranty or default in performance inassociationwithanyorder.Cancellation of the Master Agreement due to Contract Vendor default may be immediate
if defaults cannot be reasonably cured as allowed per Default and Remedies term.
CONFIDENTIALITY,NON-DISCLOSUREAND INJUNCTIVERELIEF.
7.1 Confidentiality.Contract Vendor acknowledges that it and its employees or agents may,in the course of
providing the Product under this Master Agreement,be exposed to or acquire information that is confidential to
Participating Entity or Participating Entity’s clients.Any and all informationof any form that is marked as confidential
8 CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTER EQUIPMENT NETAPP,INC.
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or would by its nature be deemedconfidential obtained by Contract Vendor or its employees or agents in theperformanceofthisMasterAgreement,including,but not necessarily limited to (a)any Participating Entity records,(b)personnel records,and (c)informationconcerning individuals,is confidential information of Participating Entity(“Confidential |nformation”).Any reports or other documents or items (including software)that result from the use oftheConfidentialInformationbyContractVendorshallbetreatedinthesamemannerastheConfidentialInformation.Confidential Information does not include informationthat (a)is or becomes (other than by disclosure by Contract
Vendor)publicly known;(b)is furnished by Participating Entity to others without restrictions similar to those imposed
by this Master Agreement;(c)is rightfully in Contract Vendor’s possession without the obligation of nondisclosure
prior to the time of its disclosure under this Master Agreement;(d)is obtained from a source other than Participating
Entity without the obligation of confidentiality,(e)is disclosed with the written consent of Participating Entity or;(f)isindependentlydevelopedbyemployees,agents or subcontractor of Contract Vendor who can be shown to have hadnoaccesstotheConfidentialInformation
7.2 Non-Disclosure.Contract Vendor shall hold Confidential Information in confidence,using at least the industry
standard of confidentiality,and not to copy,reproduce,sell,assign,license,market,transfer or otherwise dispose of,give,or disclose Confidential Informationto third parties or use Confidential Information for any purposes whatsoever
other than the performance of this Master Agreement to Participating Entity hereunder,and to advise each of its
employees and agents of their obligations to keep Confidential Information confidential.Contract Vendor shall use
commercially reasonable efforts to assist Participating Entity in identifying and preventing any unauthorized use or
disclosure of any Confidential Information.Without limitingthe generality of the foregoing,Contract Vendor shall
advise Participating Entity immediately if Contract Vendor learns or has reason to believe that any person who has
had access to Confidential Information has violated or intends to violate the terms of this Master Agreement and
Contract Vendor shall at its expense cooperate with Participating Entity in seeking injunctive or other equitable relief inthenameofParticipatingEntityorContractVendoragainstanysuchperson.Except as directed by Participating
Entity,Contract Vendor willnot at any time during or after the term of this Master Agreement disclose,directly or
indirectly,any Confidential Information to any person,except in accordance with this Master Agreement,and that
upon termination of this Master Agreement or at Participating Entity’s request,Contract Vendor shall turn over to
Participating Entity all documents,papers,and other matter in Contract Vendor's possession that embody Confidential
Infonnation.Notwithstandingthe foregoing,Contract Vendor may keep one copy of such Confidential Information
necessary for quality assurance,audits and evidence of the performance of this Master Agreement.
7.3 injunctive Relief.Contract Vendor acknowledges that breach of this Section,including disclosure of any
Confidential Information,will cause irreparable injuryto Participating Entity that is inadequately compensable in
damages.Accordingly,Participating Entity may seek and obtain injunctive relief against the breach orthreatened
breach of the foregoing undertakings,in addition to any other legal remedies that may be available.Contract Vendor
acknowledges and agrees that the covenants contained herein are necessary for the protection of the legitimate
business interests of Participating Entity and are reasonable in scope and content.
7.4 Particigating Entity is agreeing to the above language to the extent is not in conflict with Participating Entities
public disclosure laws.
DEBARMENT.The Contract Vendor certifies that neither it nor its principals are presently debarred,suspended,
proposed for debarment,declared ineligible,or voluntary excluded from participation in this transaction (Master
Agreement)by any governmental department or agency.Ifthe Contract Vendor cannot certify this statement,attach a
written explanation for review by WSCA-NASPO.
In any order against this Master Agreement for a requirement established by a Purchasing Entity that discloses the
use of federal funding,to the extent another form of certification is not required by a Participating Addendum or the
order of the Purchasing Entity,the Contractor’s quote represents a recerlification consistent with the terms of
paragraph 8,Section 2D,Minnesota Terms and Conditions
9.DEFAULTS 8-REMEDIES.
a.The occurrence of any of the following events shall be an event of default under this Master Agreement:
i.Nonperfom1ance of contractual requirements;or
ii.A material breach of any term or condition of this Master Agreement;or
iii.Any representation or warranty by Contract Vendor in response to the solicitation or in this Master Agreement
proves to be untrue or materially misleading;or
iv.Institution of proceedings under any bankruptcy,insolvency,reorganization or similar law,by or against
Contract Vendor,or the appointment of a receiver or similar officer for Contract Vendor or any of its property,
which is not vacated or fully stayed within thirty (30)calendar days after the institution or occurrence thereof;
or
v.Any default specified in another section of this Master Agreement.
b.Upon the occurrence of an event of default,Lead State shall issue a written notice of default,identifying the
nature of the default,and providing a period of 30 calendar days in which Contract Vendor shall have an
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10.
11.
12.
13.
14.
15.
16.
17.
opportunity to cure the default.The Lead State shall not be required to provide advance written notice or a cureperiodandmayimmediatelyterminatethisMasterAgreementinwholeorinpartiftheLeadState,in its solediscretion,determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis.Time allowed for cure shall not diminish or eliminate Contract Vendor's liabilityfor damages,including liquidateddamagestotheextentprovidedforunderthisMasterAgreement.
c.If Contract Vendor is afforded an opportunity to cure and fails to cure the default within the period specified in thewrittennoticeofdefault,Contract Vendor shall be in breach of its obligations under this Master Agreement andLeadStateshallhavetherighttoexerciseanyorallofthefollowingremedies:
i.Exercise any remedy provided by law;and
ii.Terminate this Master Agreement and any related Master Agreements or portions thereof;andiii.Impose liquidated damages as provided in this Master Agreement;and
iv.Suspend Contract Vendor from receiving future bid solicitations;and
v.Suspend Contract Vendor's performance;and
vi.Withhold payment until the default is remedied.
d.In the event of a default under a Participating Addendum,a Participating Entity shall provide a written notice ofdefaultasdescribedinthissectionandhavealloftherightsandremediesunderthisparagraphregardingits
participation in the Master Agreement,in addition to those set forth in its Participating Addendum.UnlessotherwisespecifiedinaPurchaseOrder,a Purchasing Entity shall provide written notice of default as described inthissectionandhavealloftherightsandremediesunderthisparagraphandanyapplicableParticipating
Addendum with respect to an Order placed by the Purchasing Entity.Nothing in these Master Agreement TermsandConditionsshallbeconstruedtolimittherightsandremediesavailabletoaPurchasingEntityundertheapplicablecommercialcode.
DELIVERY.Unless othenrvise indicated in the Master Agreement,the prices are the delivered price to anyPurchasingEntity.All deliveries shall be F.O.B.destination with all transportation and handling charges paid by theContractVendor.Additional delivery charges willnot be allowed for back orders.
FORCE MAJEURE.Neither party to this Master Agreement shall be held responsible for delay or default caused byfire,riot,acts of God and/or war which is beyond that party’s reasonable control.The WSCA-NASPO Master
Agreement Administrator may terminate this Master Agreement after determining such delay or default will reasonablypreventsuccessfulperformanceoftheMasterAgreement.
GOVERNING LAW.This procurement and the resulting agreement shall be governed by and construed inaccordancewiththelawsoftheLeadStatesponsoringandadministeringtheprocurement.The construction andeffectofanyParticipatingAddendumororderagainsttheMasterAgreementsshallbegovernedbyandconstrued inaccordancewiththelawsoftheParticipatingEntity’s State.Venue for any claim,dispute or action concerning anorderplacedagainsttheMasterAgreementsortheeffectofaParticipatingAddendumshallbeinthePurchasing
Entity’s State.
INDEMNIFICATION.DELETEDSEE SECTION 2C17.
INDEMNIFICATION—INTELLECTUALPROPERTY.DELETEDSEE SECTION 2C17.
INDEPENDENTCONTRACTVENDOR.The Contract Vendor shall be an independent Contract Vendor,and as suchshallhavenoauthorization,express or implied to bind WSCA-NASPO or the respective states to any agreements,
settlements,liabilityor understanding whatsoever,and agrees not to perform any acts as agent for WSCA-NASPO orthestates,except as expressly set forth herein.
INDIVIDUALCUSTOMER.Except to the extent modified by a Participating Addendum,each Participating Entity shall
follow the terms and conditions of the Master Agreement and applicable Participating Addendum and willhave the
same rights and responsibilities fortheir purchases as the Lead State has in the Master Agreement,including but not
limited to,any indemnity or to recover any costs allowed in the Master Agreement and applicable Participating
Addendum for their purchases.Each Purchasing Entity willbe responsible for its own charges,fees,and liabilities.The Contract Vendor will apply the charges and invoice each Purchasing Entity individually.
INSURANCE.NEGOTIATED.Except to the extent modified by a Participating Addendum,Contract Vendor shall,during the term of this Master Agreement,maintain in full force and effect,the insurance described in this section.
Contract Vendor shall acquire such insurance from an insurance carrier or carriers licensed to conduct business in the
Participating Entity’s state and having a rating of A-,Class VII or better,in the most recently published edition of
Best's Reports.Failure to buy and maintain the required insurance may result in this MasterAgreement’s termination
or at a Participating Entity’s option,result in termination of its Participating Addendum.
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18.
19.
20.
22.
23.
24.
Coverage shall be written on an occurrence basis.The minimum acceptable limits shall be as indicated below,for
each of the following categories:
a)Commercial General Liabilitycovering the risks of bodily injury (including death),property damage and personal
injury,including coverage for contractual liability,with a limitof not less than $1 millionper occurrence/$2 million
general aggregate,with no deductible;
b)Contract Vendor must comply with any applicable State Workers Compensation or Employers LiabilityInsurance
requirements.
Contract Vendor shall pay premiums on all insurance policies.Such policies shall also reference this Master
Agreement and shall have a condition that they not be revoked by the insurer until thirty (30)calendar days after
notice of intended revocation thereof shall have been given to Participating Entity by the Contract Vendor.
Prior to commencement of the work,Contract Vendor shall provide to the Participating Entity a written endorsement to
the Contract Vendor's general liabilityinsurance policy that (i)names the Participating Entity as an additional insured,
(ii)provides that cancellation,non-renewal,or expiration of the coverage contained in such policy shall have effect
unless the named Participating Entity has been given at least thirty (30)days prior written notice,and (iii)provides that
the Contract Vendor's liability insurance policy shall be primary,with any liabilityinsurance of the Participating Entity
as secondary and noncontributory.
Contract Vendor shall furnish to Participating Entity copies of certificates of all required insurance within thirty (30)
calendar days of the Participating Addendum’s effective date and prior to performing any work.Copies of renewal
certificates of all required insurance shall be furnished within thirty (30)days after renewal date.These certificates of
insurance must expressly indicate compliance with each and every insurance requirement specified in this section.
Failure to provide evidence of coverage may,at the Lead State Master Agreement Administrator's sole option,result
in this Master Agreement’s termination.
Coverage and limits shall not limitContract Vendor's liabilityand obligations under this Master Agreement.
LAWS AND REGULATIONS.Any and all supplies,services and equipment offered and furnished shall comply fully
with all applicable Federal and State laws and regulations.
LICENSE OF PRE-EXISTING INTELLECTUALPROPERTY.DELETED —SEE SECTION 2B30 FOR REVISED
TERM ADDRESSING TITLE OF PRODUCT.
NO WAIVEROF SOVEREIGN IMMUNITY.The Lead State,Participating Entity or Purchasing Entity to the extent it
applies does not waive its sovereign immunity by entering into this Contract and fully retains all immunities and
defenses provided by law with regard to any action based on this Contract.
If a claim must be brought in a federal forum,then it must be brought and adjudicated solely and
exclusively within the United States District Court of the Participating Entity’s State.
.ORDER NUMBERS.Contract order and purchase order numbers shall be clearly shown on all acknowledgments,
shipping labels (if possible),packing slips,invoices,and on all correspondence.
PARTICIPANTS.WSCA-NASPO Cooperative Purchasing Organization LLC is not a party to the Master Agreement.
It is a nonprofit cooperative purchasing organization assisting states in administering the WSCA/NASPO cooperative
purchasing program for state government departments,institutions,agencies and political subdivisions (e.g.,colleges,
school districts,counties,cities,etc.,)for all 50 states and the District of Columbia.Obligations under this Master
Agreement are limited to those Participating States who have signed a Participating Addendum where contemplated
by the solicitation.Financial obligations of Participating States are limited to the orders placed by the departments or
other state agencies and institutions having available funds.Participating States incur no financial obligations on
behalf of political subdivisions.Unless othenrvise specified in the solicitation,the resulting award will be permissive.
PARTICIPATION OF ENTITIES.Use of specific WSCA-NASPO cooperative Master Agreements by state agencies,
political subdivisions and other entities (including cooperatives)authorized by individual state's statutes to use state
contracts are subject to the approval of the respective State Chief Procurement Official.Issues of interpretation and
eligibilityfor participation are solely withinthe authority of the respective State Chief Procurement Official.
PAYMENT.Payment for completion of an order under this Master Agreement is normally made within 30 days
following the date the entire order is delivered or the date a correct invoice is received,whichever is later.After
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25.
26.
27.
45 days the Contract Vendor may assess overdue account charges up to a maximum rate of one percent per monthontheoutstandingbalance.Payments will be remitted by mail.Payments may be made via a State or political
subdivision "Purchasing Card”with no additional charge.
PUBLIC INFORMATION.The Master Agreement and all related documents are subject to disclosure pursuant to theParticipatingEntity’s public information laws.
RECORDS ADMINISTRATIONANDAUDIT.The disclosure of records in Participating States relating to Participating
addenda and orders placed against the MasterAgreement shall be governed by the laws of the Participating State
and entity who placed the order.
The Contractor shall maintain books,records,documents,and other evidence pertaining to this Master Agreement
and orders placed by Purchasing Entities under it to the extent and in such detail as shall adequately reflect
performance and administration of payments and fees.Contractor shall permit the Lead State,a Participating Entity,a Purchasing Entity,the federal government (including its grant awarding entities and the US.Comptroller General),
and any other duly authorized agent of a governmental agency,to audit,inspect,examine,copy and/or transcribe
Contractor's books,documents,papers and records directly pertinent to this Master Agreement or orders placed by aPurchasingEntityunderitforthepurposeofmakingaudits,examinations,excerpts,and transcriptions.This right
shall survive for a period of five (5)years following termination of this Agreement or final payment for any order placed
by a Purchasing Entity against this Agreement,whichever is later,to assure compliance with the terms hereof or to
evaluate performance hereunder.
Without limitingany other remedy available to any governmental entity,the Contractor shall reimburse the applicable
Lead State,Participating Entity,or Purchasing Entity for an overpayments inconsistent with the terms of the Master
Agreement or orders or underpayment of fees found as a result of the examination of the Contractor’s records.
The rights and obligations herein right exist in addition to any quality assurance obligation in the Master Agreement
requiring the Contractor to self-audit contract obligations and that permits the Lead State Master Agreement
Administrator to review compliance with those obligations.
Records will be retained longer if required by Participating Entity’s law.
REPORTS -SUMMARYAND DETAILEDUSAGE.In addition to other reports that may be required by this
solicitation,the Contract Vendor shall provide the following WSCA-NASPO reports.
a.Summary Sales Data.The Contractor shall submit quarterly sales reports directly to WSCA-NASPO using the
WSCA~NASPOQuarterly Sales/Administrative Fee Reporting Tool found at
httg://www.naspo.orgNVNCPO/Calculatorasgx.Any/all sales made under the contract shall be reported as
cumulative totals by state.Even if Contractor experiences zero sales during a calendar quarter,a report is still
required.Reports shall be due no later than the last day of the month following the end of the calendar quarter (as
specified in the reporting tool).
b.Detailed Sales Data.Contract Vendor shall also report detailed sales data by:state;entity/customer type,e.g.,
local government,higher education,K12,non-profit;Purchasing Entity name;Purchasing Entity bill-toand ship-to
locations;Purchasing Entity and Contract Vendor Purchase Order identifier/number(s);Purchase Order Type
(e.g.,sales order,credit,return,upgrade,determined by industry practices);Purchase Order date;Ship Date;and
line item description,including product number if used.The report shall be submitted in any form required by the
solicitation.Reports are due on a quarterly basis and must be received by the Lead State no later than the last
day of the month following the end of the reporting period.Reports shall be delivered to the Lead State and to the
WSCA-NASPOCooperative Development Team electronically through email;CD-Rom,jump drive or other
electronic matter as determined by the Lead State.
Detailed sales data reports shall include sales informationfor all sales under Participating Addenda executed
under this MasterAgreement.The format forthe detailed sales data report is in Section 6,Attachment H.
c.Reportable sales for the summary sales data report and detailed sales data report includes sales to employees
for personal use where authorized by the Participating Addendum.Specific data in relation to sales to employees
for personal use to be defined in the final contract award to ensure only public information is reported.
d.Timely submission of these reports is a material requirement of the Master Agreement.The recipient of the
reports shall have exclusive ownership of the media containing the reports.The Lead State and WSCA-NASPO
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shall have a perpetual,irrevocable,non-exclusive,royalty free.transferable right to display,modify,copy,andothenrviseusereports,data and information provided under this section.
28.ACCEPTANCE AND ACCEPTANCE TESTING
29.
30.
a.Acceptance.Purchasing Entity (the entity authorized under the terms of any Participating Addendum to place
orders under this Master Agreement)shall determine whether all Products and Services delivered meet the
Contractor's published specifications (a.k.a.“Specifications”).No payment shall be made for any Products orServicesuntilthePurchasingEntityhasacceptedtheProductsorServices.The Purchasing Entity will make
even!effort to notify the Contractor within thirty (30)calendar days following delivery of non-acceptance of aProductorcompletionofService.In the event that the Contractor has not been notified within 30 calendar daysfromdeliveryofProductorcompletionofService,the Product and Services will be deemed accepted on the 315‘
day after delivery of Product or completion of Services.This clause shall not be applicable,if acceptance testing
and corresponding terms have been mutually agreed to by both parties in writing.
b.Acceptance Testing.The Purchasing Entity (the entity authorized under the terms of any Participating
Addendum to place orders under this Master Agreement)and the Contract Vendor shall determine if Acceptance
Testing is applicable and/or required for the purchase.The terms in regards to acceptance testing will be
negotiated,in writing,as mutually agreed.If Acceptance Testing is NOT applicable,the terms regarding
Acceptance in the Contract shall prevail.
SYSTEM FAILURE OR DAMAGE.NEGOTIATED.In the event of system failure or damage caused by the Contract
Vendor or its Product,the Contract Vendor agrees to use its commercially reasonable efforts to restore or assist in
restoring the system to operational capacity in accordance with the terms of the Purchasing Entity’s current
maintenance agreement.The Contract Vendor shall be responsible under this provision to the extent a ‘system’is
defined at the time of the Order;otherwise the rights of the Purchasing Entity shall be governed by the Warranty.
TITLEOF PRODUCT.NEGOTIATED.To the extent that the Software sold under the Master Agreement is
Commercial Off-the-Shelf Software,such Software is licensed,not sold,to the Purchasing Entity.The Contract
Vendor and its licensors reserve and retain all rights not expressly granted to the Purchasing Entity.No right,title or
interest to any trademark,service mark,logo or trade name of Contract Vendor or its licensors is granted to the
Purchasing Entity.Licenses to such Software is provided in accordance with the terms of the manufacturer’s written
End User License Agreement tied to the product at the time of purchase.
Contract Vendor will perform services for the Purchasing Entity,subject to the followingOwnership section pursuant
to a fully executed Statement of Work entered into between the Purchasing Entity and the Contract Vendor.
The Contract Vendor grants the Purchasing Entity a perpetual,non-exclusive,royalty free the license in Contract
Vendor’s pre-existing intellectual property that is contained in the products,materials,equipment or services,
excluding software,that are purchased through this Master Agreement.
Any and all licensing,maintenance,or order specific agreements referenced within the terms and conditions of this
Master agreement are agreed to only to the extent that the terms do not conflict with the terms of the Participating
Addendum or the Master Agreement,and to the extent the terms are not in conflict with the Participating Entities’
applicable laws.In the event of conflict the terms and conditions,the Participating Addendum,and then the Master
Agreement shall take precedence,as detailed in the Order of Precedence defined herein.Notwithstandingthe
foregoing,licensing,maintenance agreements,or order specific agreements may be further negotiated by the
Contract Vendor and the potential Purchasing Entity,provided the contractual documents are duly executed in writing.
The following Ownership section does not apply to Commercial Off-the-Shelf Software.
OWNERSHIP
a.Ownership of Deliverables.Any reports,studies,photographs,negatives,databases,computer programs,or
other documents,whether in tangible or electronic forms,identified in the Statement of Work,prepared by the
Contract Vendor in the performance of its obligations under the Master Agreement and paid for by the Purchasing
Entity shall be the exclusive property of the Purchasing Entity and all such material shall be remitted to the
Purchasing Entity by the Contract Vendor upon completion,termination or cancellation of the Master Agreement.
The Contract Vendor shall not use,willinglyallow or cause to allow such material to be used for any purpose
other than performance of the Contract Vendor’s obligations under this Master Agreement without the prior written
consent of the Purchasing Entity.
b.Rights,Title and Interest in Deliverables.The Deliverables will be the property of the Purchasing Entityand are,
by the Master Agreement,assigned to the Purchasing Entity along with ownership of any and all copyrights in the
copyrightable material included in the Deliverables.The Contract Vendor also agrees,upon the request of the
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Purchasing Entity,to execute all papers and perform all other acts necessary to assist the Purchasing Entity toobtainandregistercopyrightsonsuchmaterials.Where applicable,works of authorship created by the ContractVendorforthePurchasingEntityinperformanceoftheMasterAgreementshallbeconsidered“works for hire"asdefinedintheUSCopyrightAct.
c.Notwithstandingthe above,the Purchasing Entity will not own or obtain any right,title or interest in any of theContractVendor’s pre-existing intellectual property that was created prior to the project de?ned in the StatementofWork.The Contract Vendor grants the Purchasing Entity a limited,non-exclusive,non-transferable,fully paiduplicense,with no right to sub-license for Contract Vendor’s pre-existing intellectual property that is contained in
the products,materials,equipment or services that are purchased through this Master Agreement for use inPurchasingEntity’s internal business purposes as set forth in the Statement of Work.Excluding the Deliverables,Contract Vendor will retain all right,title and interest in and to Contract Vendor’s know-how,information and/ormaterialsused,generated,created,developed or reduced to practice,including any modifications thereof or
thereto,by or for Contract Vendor in connection with or related to the services performed (hereinafter
“Professional Services Materials”)—includingall intellectual property rights therein.In no event will ProfessionalServicesMaterialsbedeemedtoincludePurchasingEntity’s pre-existing intellectual property or PurchasingEntity’s confidential information.Purchasing Entity hereby grants Contract Vendor a non-exclusive,worldwide,
royalty-free,terminable license to use Purchasing Entity’s pre-existing intellectual property and Purchasing
Entity’s confidential information for the sole purpose of performing or producing the Professional Services
Materials and Deliverables.Such license willterminate upon the completion of the Deliverable
31.WAIVER OF BREACH.Failure of Lead State Master Agreement Administrator,Participating Entity,or Purchasing
Entity to declare a default or enforce any rights and remedies shall not operate as a waiver under this Master
Agreement or Participating Addendum.Any waiver by the Lead State or Participating Entity must be in writing.Waiver by the Lead State Master Agreement Administrator,Participating Entity,or Purchasing Entity of any default,right or remedy under this Master Agreement or Participating Addendum,or breach of any terms or requirements shallnotbeconstruedoroperateasawaiverofanysubsequentdefaultor.breach of such term or requirement,or of anyothertermorrequirementunderthisMasterAgreement,a Participating Addendum,or order.
32.WARRANTY.NEGOTIATED.The warranty provided must be the manufacturers written warranty tied to the product
at the time of purchase and must include the following:the Product performs according to the manufacturer's
specifications.\
For third party products sold by the Contract Vendor,the Contract Vendor will assign the manufacturer or publisher’s l
warranty and maintenance.The Contract Vendor will provide warranty and maintenance call numbers and assist the
customer in engaging the manufacturer on warranty and maintenance issues.
Upon breach of the warranty,the Contract Vendor will repair or replace (at no charge to the Purchasing Entity)the
Product whose nonconformance is discovered and made known to the Contract Vendor.If the repaired and/or
replaced Product proves to be inadequate,or fails of its essential purpose,the Contract Vendor willrefund the full
amount of any payments that have been made.The rights and remedies of the parties under this warranty are in
addition to any other rights and remedies of the parties provided by law or so ordered by the court.
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MASTER AGREEMENTTERMS AND CONDITIONS
C.MINNESOTA TERMS AND CONDITIONS
ACCEPTANCE OF PROPOSAL CONTENT.The contents of this RFP and selected portions of response of the
successful Proposer will become contractual obligations,along with the final Master Agreement,if acquisition actionensues.The Lead State is solely responsible for rendering the decision in matters of interpretation of all terms and
conditions.
ACCESSIBILITYSTANDARDS.The State of Minnesota has developed IT AccessibilityStandards effective
September 1,2010,which entails,in part,the Web Content Accessibility Guidelines (WCAG)2.0 (Level AA)and
Section 508 Subparts A-D which can be viewed at http://www.mmd.admin.state.mn.us/pdf/accessibility standard.pdf
Responders must complete the WCAG VPAT form included in the FORMS section of the RFP.The completed VPATformwillbescoredbasedonitscompliancewiththeAccessibilityStandards.The requested WCAG VPAT applies to
the responder’s website to be offered under the Contract.For products offered,VPATS are only to be provided upon
request by the participating entity.
Upon request by the participating entity,the responder must make best efforts to provide Voluntary Product
AccessibilityTemplates (\/PATS)for all products offered in its response.Click here for link to VPATS for both Section
508 VPAT and WCAG 2.0 VPAT http://mn.qov/oet/policies-and-standards/accessibility?.
ADMINISTRATIVEPERSONNEL CHANGES.The Contract Vendor must notify the Contract Administratorof
changes in the Contract Vendors key administrative personnel,in advance and in writing.Any employee of the
Contract Vendor who,in the opinion of the State of Minnesota,is unacceptable,shall be removed from the project
upon written notice to the Contract Vendor.In the event that an employee is removed pursuant to a written request
from the Acquisition Management Specialist,the Contract Vendor shall have 10 working days in which to fill thevacancywithanacceptableemployee.
AMENDMENT(S).Master Agreement amendments shall be negotiated by the Lead State with the Contract Vendor
whenever necessary to address changes in the terms and conditions,costs,timetable,or increased or decreased
scope of work.An approved Master Agreement amendment means one approved by the authorized signatories of the
Contract Vendor and the Lead State as required by law.
AMERICANSWITH DISABILITIESACT (ADA).DELETED.
AWARD OF RELATED CONTRACTS.In the event the Lead State undertakes or awards supplemental Contracts for
work related to the Master Agreement or any portion thereof,the Contract Vendor shall cooperate fully with all other
Contract Vendors and the State in all such cases.All MasterAgreements between subcontractors and the Contract
Vendor shall include a provision requiring compliance with this section.
AWARD OF SUCCESSOR CONTRACTS.In the event the State undertakes or awards a successor for work related
to the Contract or any portion thereof,the current Contract Vendor shall cooperate fully during the transition with all
other Contract Vendors and the State in all such cases.All Master Agreements between subcontractors and the
Contract Vendor shall include a provision requiring compliance with this section.
CERTIFICATION REGARDINGDEBARMENT,SUSPENSION,INELIGIBILITYAND VOLUNTARYEXCLUSION
a.Certification regarding Debarment,Suspension,ineligibilityand Voluntary Exclusion -Lower Tier Covered
Transactions.
Instructions for certification:
1.By signing and submitting this proposal,the prospective lower tier participant [responder]is providing the
certification set out below.
2.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 andlor debarment.
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3.The prospective lower tier participant shall provide immediate written notice to the person to whom thisproposal[response]is submitted if at any time the prospective lower tier participant learns that its certificationwaserroneouswhensubmittedorhadbecomeerroneousbyreasonofchangedcircumstances.
4.The terms covered transaction,debarred,suspended,ineligible lower tier covered transaction,’participant,person,primary covered transaction,principal,proposal,and voluntarily excluded,as used in this clause,have the meaning set out in the Definitionsand Coverages section of rules implementing ExecutiveOrder12549.You may contact the person to which this proposal is submitted for assistance in obtaining a
copy of those regulations.
5.The prospective lower tier participant agrees by submitting this response that,should the proposed coveredtransactionbeenteredinto,it shall not knowingly enter into any lower tier covered transaction [subcontract
equal to or exceeding $25,000]with a person who is proposed for debarment under 48 CFR part 9,subpart 9.4,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.
6.The prospective lower tier participant further agrees by submitting this proposal that it willinclude this clausetitled,"Certification Regarding Debarment,Suspension,ineligibility,and Voluntary Exclusion —Lower Tier
Covered Transaction,”without modification,in all lower tier covered transactions and in all solicitationsfor
lower tier covered transactions.
7.A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier
covered transaction that it is not proposed for debarment under 48 CFR part 9,subpart 9.4,debarred,
suspended,ineligible,or voluntarilyexcluded from covered transactions,unless it knows that the certification
is erroneous.A participant may decide the method and frequency by which it determines the eligibilityof its
principals.Each participant may,but is not required to,check the list of parties excluded from federal
procurement and nonprocurement programs.
8.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 a participant
is not required to exceed that which is normally possessed by a prudent person in the ordinary course of
business dealings.
9.Except for transactions authorized under paragraph 5 of these instructions,if a participant in a covered
transaction knowinglyenters into a lower tier covered transaction with a person who is proposed for
debarment under 48 CFR part 9,subpart 9.4,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.
b.Certification Regarding Debarment,Suspension,ineligibilityand Voluntary Exclusion —Lower Tier Covered
Transactions.
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
participation in this transaction by any Federal department or agency.
2.Where the prospectivelower tier participant is unable to certify to any of the statements in this certification,
such prospective participant shall attach an explanation to this proposal.
CHANGE REQUESTS.The Lead State reserves the right to request,during the term of the Master Agreement,
changes to the products offered.Products introduced during the term of the Master Agreement shall go through a
formal review process.A formal process of changing the Master Agreement shall be developed during the negotiation
of the Master Agreement.The Contract Vendor shall evaluate and recommend products for which agencies have an
expressed need,The Lead State shall require the Contract Vendor to provide a summary of its research of those
products being recommended for inclusion in the Master Agreement as well as defining how adding the product will
enhance the Master Agreement.The Lead State may request that products,other than those recommended,are
added to the Master Agreement.
in the event that the Lead State desires to add new products and services that are not included in the original Master
Agreement,the Lead State requires that independent manufacturers and resellers cooperate with the already
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10.
11.
12.
13.
14.
15.
16.
established Contract Vendor in order to meet the Lead State's requirements.Evidence of the need to add products orservicesshouldbedemonstratedtotheLeadState.The Master Agreement shall be modified via supplement oramendment.The Lead State will negotiate the inclusion of the products and services with the Contract Vendor.NoproductsorserviceswillbeaddedtotheMasterAgreementwithouttheLeadState’s prior approval.
CONFLICT MINERALS.Contract Vendor must provide information to the public on its website regarding the use ofconflictminerals,as required by Section 13(p)of the Securities Exchange Act of 1934,as amended,and the rulespromulgatedthereunder.See:http://wvvw.sec.qov/rules/final/2012/34-67716.Ddf.
COPYRIGHTED MATERIALWAIVER.The Lead State reserves the right to use,reproduce and publish proposals inanymannernecessaryforStateagenciesandlocalunitsofgovernmenttoaccesstheresponsesand/or to respond torequestforinformationpursuanttoMinnesotaGovernmentDataPracticesAct,,including but not limited to emailing,photocopying,State Intranet/lnternet postings,broadcast faxing,and direct mailing.In the event that the response
contains copyrighted or trademarked materials,it is the responder’s responsibility to obtain permission for the LeadStatetoreproduceandpublishtheinformation,regardless of whether the responder is the manufacturer or reseller oftheproductslistedinthematerials.By signing its response,the responder certifies that it has obtained all necessary
approvals for the reproduction and/or distribution of the contents of its response and agrees to indemnify,protect,save and hold the Lead State,its representatives and employees harmless from any and all claims arising from the
violation of this section and agrees to pay all legal fees incurred by the Lead State in the defense of any such action.
EFFECTIVE DATE.Pursuant to Minnesota law,the Master Agreement arising from this RFP shall be effective upon
the date of final executionby the Lead State,unless a later date is specified in the Master Agreement.
FOREIGN OUTSOURCINGOF WORK.Upon request,the Contract Vendor is required to provide information
regarding the location of where services,data storage and/or location of data processing under the Master Agreement
will be performed.
GOVERNMENT DATA PRACTICES.The Contract Vendor and the Lead State must comply with the Minnesota
Government Data Practices Act,Minn.Stat.Ch.13,(and where applicable,if the Lead State contracting party is part
of thejudicial branch,with the Rules of Public Access to Records of the Judicial Branch promulgated by the
Minnesota Supreme Court as the same may be amended from time to time)‘as it applies to all data provided by the
Lead State to the Contract Vendor and all data provided to the Lead State by the Contract Vendor.In addition,the
Minnesota Government Data Practices Act applies to all data created,collected,received,stored,used,maintained,
or disseminated by the Contract Vendor in accordance with the Master Agreement that is private,nonpublic,protected
nonpublic,or confidential as defined by the Minnesota Government Data Practices Act,Ch.13 (and where applicable,
that is not accessible to the public under the Rules of Public Access to Records of the Judicial Branch).
In the event the Contract Vendor receives a request to release the data referred to in this article,the Contract Vendor
must immediately notify the Lead State.The Lead State will give the Contract Vendor instructions concerning the
release of the data to the requesting party before the data is released.The civil remedies of Minn.Stat.§13.08,
apply to the release of the data by either the Contract Vendor or the Lead State.
The Contract Vendor agrees to indemnify,save,and hold the State of Minnesota,its agent and employees,harmless
from all claims arising out of,resulting from,or in any manner attributable to any violation of any provision of the
Minnesota Government Data Practices Act (and where applicable,the Rules of Public Access to Records of the
Judicial Branch),including legal fees and disbursements paid or incurred to enforce this provision of the Master
Agreement.In the event that the Contract Vendor subcontracts any or all of the work to be performed under the
Master Agreement,the Contract Vendor shall retain responsibility under the terms of this article for such work.
HAZARDOUSSUBSTANCES.To the extent that the goods to be supplied by the Contract Vendor contain or may
create hazardous substances,harmful physical agents or infectious agents as set forth in applicable State and federal
laws and regulations,the Contract Vendor must provide Material Safety Data Sheets regarding these substances.A
copy must be included with each delivery.
HUMAN RIGHTSIAFFIRMATIVEACTION.The Lead State requires affirmative action compliance by its Contract
Vendors in accordance with Minn.Stat.§363A.36 and Minn.R.5000.3400 to 50003600.
a.Covered contracts and Contract Vendors.One-time acquisitions,or a contract for a predetermined amount of
goods and/or services,where the amount of your response is in excess of $100,000 requires completion of the
AffirmativeAction Certification page.If the solicitation is for a contract for an indeterminate amount of goods
and/or services.and the State estimated total value of the contract exceeds $100,000 whether it will be a multiple
17 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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18
award contract or not,you must complete the Affirmative Action Certificationpage.Ifthe contract dollar amount or
the State estimated total contract amount exceeds $100,000 and the Contract Vendor employed more than
40 full-timeemployees on a single working day during the previous 12 months in Minnesota or in the state where
it has its principal place of business,the Contract Vendor must comply with the requirements of Minn.Stat.
§363A.36,subd.1 and Minn.R.5000.3400 to 5000,3600.A Contract Vendor covered by Minn.Stat.§363A.36,
subd.1 and Minn.R.50003400 to 5000.3600 that had more than 40 full-time employees within Minnesota on a
single working day during the previous 12 months must have a certificateof compliance issued by the
commissioner of the Department of Human Rights (certificate of compliance).A Contract Vendor covered by
Minn.Stat.§363A.36,subd.1 that did not have more than 40 full-time employees on a single working day during
the previous 12 months within Minnesota but that did have more than 40 full-time employees in the state where it
has its principal place of business and that does not have a certificate of compliance must certify that it is in
compliance with federal affirmative action requirements.
Minn.Stat.§363A.36,subd.1 requires the Contract Vendor to have an affirmative action plan for the employment
of minority persons,women,and qualified disabled individuals approved by the commissioner of the Department
of Human Rights (commissioner)as indicated by a certificate of compliance.Minn.Stat.§363A.36 addresses
suspension or revocation of a certificate of compliance and contract consequences in that event.A contract
awarded without a certificate of compliance may be voided.
Minn.R.5000.3400-50003600 implement Minn.Stat.§363A.36.These rules include,but are not limited to,
criteria for contents,approval,and implementation of affirmative action plans;procedures for issuing certificates of
compliance and criteria for determining a Contract Vendor's compliance status;procedures for addressing
deficiencies,sanctions,and notice and hearing;annual compliance reports;procedures for compliance review;
and contract consequences for noncompliance.The specific criteria for approval or rejection of an affirmative
action plan are contained in various provisions of Minn.R.5000.3400-50003600 including,but not limited to,
parts 50003420-50003500 and parts 50003552-5000,3559.
Disabled Workers.Minn.R.5000.3550 provides the Contract Vendor must comply with the following affirmative
action requirements for disabled workers.
AFFIRMATIVEACTION FOR DISABLEDWORKERS
(a)The Contract Vendor must not discriminate against any employee or applicant for employment because of
physical or mental disability in regard to any position for which the employee or applicant for employment is
qualified.The Contract Vendor agrees to take affirmative action to employ,advance in employment,and
othenrvise treat qualified disabled persons without discrimination based upon their physical or mental disability
in all employment practices such as the following:employment,upgrading,demotion or transfer,recruitment,
advertising,layoff or termination,rates of pay or other forms of compensation,and selection for training,
including apprenticeship.
(b)The Contract Vendor agrees to comply with the rules and relevant orders of the Minnesota Department of
Human Rights issued pursuant to the Minnesota Human Rights Act.
(c)In the event of the Contract Vendor's noncompliance with the requirements of this clause,actions for
noncompliance may be taken in accordance with Minn.Stat.§363A.36 and the rules and relevant orders of
the Minnesota Department of Human Rights issued pursuant to the Minnesota Human Rights Act.
(d)The Contract Vendor agrees to post in conspicuous places,available to employees and applicants for
employment,notices in a form to be prescribed by the commissioner of the Minnesota Department of Human
Rights.Such notices must state the Contract Vendor's obligation under the law to take affirmative action to
employ and advance in employment qualified disabled employees and applicants for employment,and the
rights of applicants and employees.
(a)The Contract Vendor must notify each labor union or representative of workers with which it has a collective
bargaining agreement or other contract understanding,that the Contract Vendor is bound by the terms of
Minn.Stat.§363A.36 of the Minnesota Human Rights Act and is committed to take affirmative action to
employ and advance in employment physically and mentally disabled persons.
Consequences.The consequences of a Contract Vendor's failure to implement its affirmative action plan or make
a good faith effort to do so include,but are not limited to,suspension or revocation of a certificate of compliance
CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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by the commissioner,refusal by the commissioner to approve subsequent plans,and termination of all or part oftheContractbythecommissionerortheState.
f,Certification.The Contract Vendor hereby certifies that it is in compliance with the requirements of Minn.Stat.
§363A.36,subd.1 and Minn.R.5000.3400-5000.3600and is aware of the consequences for noncompliance.ItisagreedbetweenthepartiesthatMinn.Stat.363.36 and Minn.R.5000.3400 to 50003600 are incorporated intoanycontractbetweenthesepartiesbaseduponthisspecificationoranymodificationofit.A copy of Minn.Stat,
§363A.36 and Minn.R.5000.3400 to 50003600 are available upon request from the contracting agency.
17.INDEMNIFICATION,HOLD HARMLESSAND LIMITATIONOF LIABILITY.NEGOTIATED.The Contract Vendor
18.
shall indemnify,protect,save and hold harmless the Lead State and the Participating Entity,its representatives and
employees,from any and all claims or causes of action,including all legal fees incurred by the Lead State and the
Participating Entity arising from the performance of the Master Agreement by the Contract Vendor or its agents,
employees,or subcontractors.This clause shall not be construed to bar any legal remedies the Contract Vendor may
have with the Lead State’s and Participating Entity’s failure to fulfillits obligations pursuant to the Master Agreement.
If the Participating Entity’s laws require approval of a third party to defend Participating Entity,Participating Entity will
seek such approval and if approval is not received,Contract Vendor is not required to defend that Participating Entity.
In no event will Contract Vendor or its suppliers or subcontractors be liable to Participating Entity for incidental,
consequential,special,or indirect damages (including without limitation,claims for lost revenue or lost profits,loss of
data,interruption in use,unavailabilityof data),regardless of whether such damages are based on contract,tort,
warranty or any other legal theory.
To the extent that limitation of liabilityis permitted by the law of the Participating Entity,Contract Vendor’s liabilityfor
damages of any kind to the Participating Entity and Purchasing Entities shall be limited to the greater of the total
aggregate amount paid or payable by Participating Entities and its affiliates to Contract Vendor and its affiliates for all
orders issued under this Agreement during the twelve months immediately preceding the accrual of the claim or cause
of action or Ten MillionDollars ($10,000,000)whichever is greater.This limitation is cumulative for the twelve months
immediately preceding the accrual of the claim and not per incident.The limitations set forth in this Section will not
apply to damages for bodily injury or death,or to infringement claims under this section.
INTELLECTUALPROPERTY INDEMNIFICATION.The Contract Vendor shall defend or settle any third party claim
that any materials or products produced by the Contract Vendor or utilized by the Contract Vendor in the performance
of this Master Agreementinfringe upon or violate any patent,copyright,trade secret,or trademark of any third party.
In the event of any such claim by any third party against the Participating Entity,the Participating Entity shall promptly
notify the Contract Vendor.The Contract Vendor,at its own expense,shall defend to the extent permitted by the
Participating Entity’s laws,the Participating Entity against any loss,cost,expense,or liability(including legal fees)
arising out of such a claim,whether or not such claim is successful against the Participating Entity,provided that
Participating Entity:(a)provides information and assistanceto Contract Vendor to defend such IP Claim;and (b)
provides Contract Vendor with sole control of the defense or settlement negotiations.
If such a claim has occurred,or in the Contract Vendor's opinion is likelyto occur,the Contract Vendor shall either
procure for the Participating Entity the right to continue using the materials or products or substitute or modify the
Product,or the relevant portion thereof,so that it becomes non-infringing.If an option satisfactory to the Participating
Entity is not reasonably available,the Participating Entity shall return the materials or products to the Contract Vendor
and Contract Vendor will refund Participating Entity’s purchase price.
Further,notwithstanding anything to the contrary herein,Contract Vendor has no obligation or liabilityfor any claim of
infringement that arises from or relates to:(a)Contract Vendor's compliance with or use of designs,specifications,
inventions,instructions or technical information furnished by or on behalf of Participating Entity;(b)Product
modifications made by or on behalf of Participating Entity without Contract Vendor's authorization;(c)Paiticipating
Entity’s failure to upgrade or use a new version of the Product,to make a change or modification requested by
Contract Vendor,or to cease using the Product if requested by Contract Vendor;(d)the materials or products
produced by the Contract Vendor,or any portion thereof,in combination with any other product or service;(e)
services offered by Participating Entity or revenue earned by Participating Entity for such services;or (f)any content
or information stored on or used by Participating Entity or a third party in connection with a Product.
This Section states Contract Vendor's entire liabilityand Participating Entity’s sole and exclusive remedies for claims
of infringement.
19 CONTRACTNO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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19.JURISDICTION AND VENUE.This RFP and any ensuing Master Agreement,its amendments and supplements
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thereto,shall be governed by the laws of the State of Minnesota,USA.Venue for all legal proceedings arising out oftheMasterAgreement,or breach thereof,shall be in the State or federal court with competentjurisdiction in Ramsey
County,Minnesota.By submitting a response to this Request for Proposal,a Responder voluntarily agrees to be
subject to thejurisdiction of Minnesotafor all proceedings arising out of this RFP,any ensuing Master Agreement,or
any breach thereof.
LAWS AND REGULATIONS.Any and all services,articles or equipment offered and furnished must comply fully
with all local,State and federal laws and regulations,including Minn.Stat.§181.59 prohibiting discrimination and
business registration requirements of the Office of the Minnesota Secretary of State.
.NONVISUALACCESS STANDARDS.Pursuant to Minn.Stat.§16C.145,the Contract Vendor shall comply with the
following nonvisual technology access standards I
a.That the effective interactive control and use of the technology,including the operating system applications
programs,prompts,and format of the data presented,are readily achievable by nonvisual means;
b.That the nonvisual access technology must be compatible with information technology used by other individuals
withwhom the blind or visually impaired individual must interact;
c.That nonvisual access technology must be integrated into networks used to share communications among
employees,program participants,and the public;and
cl.That the nonvisual access technology must havethe capability of providing equivalent access by nonvisual
means to telecommunications or other interconnectednetwork services used by persons who are not blind or
visually impaired.
These standards do not require the installation of software or peripheral devices used for nonvisual access when the
information technology is being used by individuals who are not blind or visually impaired.
NOTICE TO RESPONDERS.Pursuant to Minn.Stat.§270C.65,subd.3,Contract Vendors are required to provide
their Federal Employer Identification Number or Social Security Number.This information may be used in the
enforcement of federal and State tax laws.Supplying these numbers could result in action to require a Contract
Vendor to file tax returns and pay delinquent tax liabilities.These numbers will be available to federal and State tax
authorities and State personnel involved in the payment of State obligations.
ORGANIZATIONALCONFLICTSOF INTEREST.The responder warrants that,to the best of its knowledge and
belief,and except as otherwise disclosed,there are no relevant facts or circumstances which could give rise to
organizational conflicts of interest.An organizational conflict of interest exists when,because of existing or planned
activities or because of relationships with other persons:
0 a Contract Vendor is unable or potentially unable to render impartial assistance or advice to the State;
0 the Contract Vendor's objectivity in performing the work is or might be othenivise impaired;or
o the Contract Vendor has an unfair competitive advantage.
The Contract Vendor agrees that if an organizational conflict of interest is discovered after award,an immediate and
full disclosure in writing shall be made to the AssistantDirector of the Department of Administration's Materials
Management Division that shall include a description of the action the Contract Vendor has taken or proposes to take
to avoid or mitigate such conflicts.If an organizational conflict of interest is determined to exist,the State may,at its
discretion,cancel the MasterAgreement.In the event the Contract Vendor was aware of an organizational conflict of
interest prior to the award of the Master Agreement and did not disclose the conflict to the Master Agreement
Administrator,the State may terminate the Master Agreement for default.The provisions of this clause shall be
included in all subcontracts for work to be performed,and the terms “Contract,”“Contract Vendor,"“Master
Agreement”,“Master Agreement Administrator”and “Contract Administrator”modified appropriately to preserve the
States rights.
PAYMENTCARD INDUSTRY DATA SECURITY STANDARDAND CARDHOLDER INFORMATIONSECURITY.
NEGOTIATED.Contract Vendor assures all of its NetworkComponents,Applications,Servers that are involved with
the processing of credit card payments,and Subcontractors(if any)comply with the Payment Card Industry Data
Security Standard (“PCIDSS”).“Network Components”shall include,but are not limited to,Contract Vendor's
20 CONTRACT NO.MNWNC-‘I21 MASTER AGREEMENTAWARD COMPUTER EQUIPMENT NETAPP,INC.
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25.
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firewalls,switches,routers,wireless access points,network appliances,and other security appliances;“Applications”
shall include,but are not limited to,all purchased and custom external (web)applications.“Servers”shall include,butarenotlimitedto,all of Contract Vendor's web,database,authentication,DNS,mail,proxy,and NTP servers.“Cardholder Data”shall mean any personally identifiabledata associated with a cardholder,including,by way of
example and without limitation,a cardholders account number,expiration date,name,address,social security
number,or telephone number.
Subcontractors (if any)must be responsible for the security of all Cardholder Data in its possession;and will only useCardholderDataforassistingcardholdersincompletingatransaction,providing fraud control services,or for other usesspecificallyrequiredbylaw.Contract Vendor must have a business continuity programwhich conforms to PCIDSS to
protect Cardholder Data in the event of a major disruption in its operations or in the event of any other disaster or system
failure which may occurto operations;will continue to safeguard Cardholder Data in the event this Agreement terminatesorexpires;and ensure that a representative or agent of the payment card industry and a representative or agent of the
State shall be provided with full cooperation and access to conduct a thorough security review of Contract Vendor’s
operations,systems,records,procedures,rules,and practices in the event of a security intrusion in order to validate
compliance with PCIDSS.
PERFORMANCE WHILE DISPUTE IS PENDING.Notwithstandingthe existence of a dispute,the parties shall
continue without delay to carry out all of their responsibilities under the Master Agreement that are not affected by the
dispute.If a party fails to continue without delay to perform its responsibilities under the Master Agreement,in the
accomplishment of all undisputed work,any additional cost incurred by the other parties as a result of such failure to
proceed shall be borne by the responsible party.
PREFERENCE.
Targeted/Economically Disadvantaged.ln accordance with Minn.Stat.§16C.16,subds.6 and 7,eligible certified
targeted group (TG)businesses and certified economically disadvantaged (ED)businesses will receive a 6 percent
preference on the basis of award for this RFP.The preference is applied only to the first $500,000 of the response to
the RFP.Eligible TG businesses must be currently certified by the Materials Management Division prior to the bid
opening date and time.
To verify TG/ED certification,refer to the Materials Management Division’s web site at
wvvvv.mmd.admin.state.mn.usunder“Vendor Information,Directory of Certified TG/ED Vendors.”
To verify TG eligibilityfor preference,refer to the Materials Management Division’sweb site under “Vendor
Information,Targeted Groups Eligible for Preference in State Purchasing”or call the Division's He|pLine at
651.296.2600.
Reciprocal Preference.In accordance with Minn.Stat.§16C.06,subd 7,the acquisition of goods or services shall be
allowed a preference over a non-resident vendor from a state that gives or requires a preference to vendors from that
state,the preference shall be equal to the preference given or required by the state of the non-resident vendor.If you
wish to be considered a Minnesota Resident vendor you must claim that by filling out the Resident Vendor Form
included in this solicitation and include it in your response.
Veteran.In accordance with Minn.Stat.§160.16,subd.6a,(a)Except when mandated by the federal government as
a condition of receiving federal funds,the commissioner shall award up to a six percent preference in the amount bid
on state procurement to certified small businesses that are majority-owned and operated by:
(1)recently separated veterans who have served in active militaryservice,at any time on or after September 11,
2001,and who have been discharged under honorable conditions from active service,as indicated by the
person's United States Department of Defense form DD-214 or by the commissioner of veterans affairs;
(2)veterans with service-connected disabilities,as determined at any time by the United States Department of
Veterans Affairs;or
(3)any other veteran-owned small businesses certified under section 16C.19,paragraph (d).
In accordance with Minn.Stat.§160.19 (d),a veteran-owned small business,the principal place of business of
which is in Minnesota,is certified if it has been verified by the United States Department of Veterans Affairs as
being either a veteran-owned small business or a service disabled veteran-owned small business,in accordance
with Public Law 109-461 and Code of Federal Regulations,title 38,part 74.
To receive a preference the veteran-owned small business must meet the statutory requirements above by the
solicitation opening date and time.The preference is applied only to the first $500,000 of the response.
If responder is claiming the veteran-owned preference,attach documentation,sign and return form with
response to the solicitation.Only eligible veteran-owned small businesses that meet the statutory requirements
and provide adequate documentation will be given the preference.
21 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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PUBLIC INFORMATION.Once the information contained in the responses is deemed public information,interested
parties may request to obtain the public information.You may call 651.201.2413 between the hours of 8:00 a.m.to
4:30 p.m.to arrange this.
PUBLICITY.Any publicity given to the program,publications or services provided resulting from a State contract for
goods or services,including but not limited to notices,informationalpamphlets,press releases,research,reports,
signs and similar public notices prepared by or for the Contract Vendor,or its employees individuallyor jointly with
others,or any subcontractors,shall identify the State as the sponsoring agency and shall not be released,unless
such release is a specific part of an approved work plan included in the Master Agreement prior to its approval by the
States Authorized Representative and the States Assistant Director or designee of Materials Management Division.
The Contract Vendor shall make no representations of the State's opinion or position as to the quality or effectiveness
of the products and/or services that are the subject of the Master Agreement without the prior written consent of the
States AssistantDirector or designee of Materials Management Division.Representations include any publicity,
including but not limited to advertisements,notices,press releases,reports,signs,and similar public notices.
PURCHASE ORDERS.The State requires that there willbe no minimum order requirements or charges to process
an individual purchase order.The Master Agreement number and the PO number must appear on all documents
(e.g.,invoices,packing slips,etc.).The Ordering Entity’s purchase order constitutes a binding contract
RIGHTSRESERVED.Notwithstanding anything to the contrary,the State reserves the right to:
reject any and all responses received;
select,for Master Agreements or for negotiations,a response other than that with the lowest cost;
waive or modify any informalities,irregularities,or inconsistencies in the responses received;
negotiate any aspect of the proposal with any responder and negotiate with more than one responder;
request a BEST and FINAL OFFER,if the State deems it necessary and desirable;and
terminate negotiations and select the next response providing the best value for the State,prepare and release a
new RFP,or take such other action as the State deems appropriate if negotiations fail to result in a successful
Master Agreement.
-"‘.‘”.9-.0 P7!“
RISKOF LOSS OR DAMAGE.The State is relieved of allrisks of loss or damage to the goods and/or equipment
during periods of transportation,and installation by the Contract Vendor and in the possession of the Contract Vendor
or their authorized agent.
SEVERABILITY.If any provision of the Master Agreement,including items incorporated by reference,is found to be
illegal,unenforceable,or void,then both the State and the Contract Vendor shall be relieved of all obligations arising
under such provisions.If the remainder of the Master Agreement is capable of performance it shall not be affected by
such declaration or finding and shall be fully performed.
STATE AUDITS (Minn.Stat.§16C.05,subd.5).The books,records,documents,and accounting procedures and
practices of the Contract Vendor or other party,that are relevant to the Master Agreement or transaction are subject
to examination by the contracting agency and either the Legislative Auditor or the State Auditor as appropriate for a
minimum of six years after the end of the Master Agreement or transaction.The State reserves the right to authorize
delegate(s)to audit this Master Agreement and transactions.
SURVIVABILITY.The following rights and duties of the State and responder will survive the expiration or cancellation
of the resulting Master Agreements.These rights and duties include,but are not limited to paragraphs:
Indemnification,Hold Harmless and Limitation of Liability,State Audits,Government Data Practices,Governing Law,
Jurisdictionand Venue,Publicity,Intellectual Property Indemnification,and Admin Fees.
TRADE SECRETICONFIDENTIALINFORMATION.Any information submitted as Trade Secret must be identified
and submitted per the Trade Secret Form and must meet Minnesota Trade Secret as defined in Minn.Stat.§13.37.
22 CONTRACTNO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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10.
11.
*‘WSCA-NASPOI
COOPERATIVE PURCHASING
ORGANIZATION
COMPUTER EQUIPMENT ,I-IIHHSHTH 2014-2019
DEPARTMENTOF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITB -PRICING
BAND(S)AWARDED:Band 5:Storage.
PRICE STRUCTURE.The contract employs a MINIMUMdiscount-off baseline price list structure with category
exceptions for each band.The category discounts may be higher or lower than the than the band discount.The
minimum discount and categorized exceptions will be applied to all “quantity one”procurements.An end user will be
able to verify pricing using the named base line price list and the minimum discounts with the categorized exceptions
provided in the Master Agreement.
PRICE GUARANTEE.These discounts must remain firm,or the discount may be increased,during the term of the
Master Agreement.
BASELINE PRICE LIST.The Base Line Price is designated in the Pricing Discount Schedule.The Base Line Price
List must be accessible and verifiable by potential end users preferably on the Contract Vendor Website.All historic
versions of the Baseline Price List must be made available upon request pursuant to the audit provisions.
PRODUCT AND SERVICE SCHEDULE (PSS).The Product and ServiceSchedule (PSS)identifies a complete listing
of all products and services included in the awarded Master Agreement.The PSS serves as the Contract Catalog.
The PSS will be submitted to the Lead State following contract award and must be approved by the Lead
State prior to the start of any sales.The PSS must be available on the Contract Vendor website for end users to
verify pricing based on the minimum discounts with category exceptions provided off a designated base line price list.
The Contract Vendor will work with each State to develop a satisfactory PSS reflecting the individual States
restrictions.
CHANGES TO THE PSS:Contract Vendor will request changes to the PSS utilizing an Action Request Form (ARF)
Submittals will be reviewed bythe Lead State quarterly.Obsolete and discontinued products will be removed.
BULKIVOLUMEPRICING.Further bulk/quantity savings may be obtained when additional quantities are requested.
Additional savings are expected when competing awarded vendors for volume pricing.
PROMOTIONAL OFFERS.Contract Vendors may provide promotions for deeply discounted products based on their
inventory and sales.The Contract Vendors will be responsible to market these offers.
PREMIUM SAVINGS PACKAGE PROGRAM.Contract Vendors participating in the Premium Savings Package
(PSP)Program will commit to the standard configurations.The standards currently are refreshed every six months
(May and November).Refresh schedule is subject to change.See current configurations:
http:/lwwwwnpsp.com/index.html.States and other Participating Entities can choose to purchase these packages
without any signing additional documents.
TRADE-IN.Trade-In Programs are the option of the Participating Entity.The Participating Addendum by each State
may address the allowance of Trade-Ins.
SERVICES.Services are at the option of the Participating Entity.The Participating Addendum by each State may
address service agreement terms and related travel.
23 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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LEASING.The Discount schedule will indicate if the Contract Vendor provides leasing.Participating Entities may
enter in to lease agreements if they have the legal authority to enter into these types of agreements.The ParticipatingAddendumbyeachStatewillidentifyifandhowleasingagreementtermswillbeconducted.
FREIGHT.All prices shall be FOB Destination,prepaid and allowed (with freight included in the price),to the address,receiving dock or warehouse as specified on the ordering agency's purchase order,In those situations in which the“deliver-to”address has no receiving dock or agents,the Contract Vendor must be able to deliver to the person
specified on the PO without additional cost.If there is a special case where inside delivery fee must be charged,the
Contract Vendor will notify the customer in advance in order for the customerto determine if the additional cost willaffectthedecisiontoutilizetheContractVendor.
DELIVERY.Delivery of ordered product should be completed withinthirty (30)calendar days after receipt of an order,unless otherwise agreed to by the ordering agency.
24 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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1.
2.BAND DISCOUNTS
‘K
Mi“COMPUTER EQUIPMENT ,.??n?s?t?
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DEPARTMENTOF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITB -PRICING SCHEDULE
I ,.
‘WSCA—NASPO3
COOPERATIVE PURCHASING
ORGANIZATION
TO BE POSTED ON WEBSITEBASELINEPRICELIST:NETAPP NORTH AMERICAN PRICE LIST
CATEGORY MINIMUM
DISCOUNT
BAND 5 STORAGE A,B,E,J,L,M 16.25%
CATEGORY EXCEPTIONS:Velocity HW &SW D,K 8%
3.
4.SERVICES —15.25%
IMPORTANT:The minimum discount is provided,refer to Contract Vendor's Website for any additional discounts and requestaquoteforbulk/volume discounts.All prices shall be FOB Destination,prepaid and allowed (with freight included in the price).
If there is a secial case where inside delive fee must be char ed,the Contract Vendor will notif the customer in advance.
THIRD PARTY PRODUCTS -(APPLICABLE IN ALL BANDS)
Servicesiareat the option of Participating‘States:‘,Pa,rticipating'A_ddendums'by‘eachStatemay address serviceagreement
terms‘-andrelated travel.States may negotiate additionalservices.Netapp hardwareinc|udes=a three year warranty,softwarewarrantyis-:90days.-Customer may purchase warranty extension or augmentthe existingrwarranty.
Particip_atingAddendum may identify if and how leasingagreement terms will be conducted.
AIIOAI I '-5-.1:-0 0 ll 3 -0 -
For one or more WSCA purchase orders received at one time with a North American list price over $750,000.00,NetApp will
provide an additional 10%discount to the WSCA end user customer for that order only.
25 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTEREQUIPMENT NETAPP,INC.
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I*‘WSCA-NASPO~_
COOPERATIVE PURCHASING
ORGANIZATION
COMPUTER EQUIPMENT ,I-IIIIESUI3
A
2014-2019
DEPARTMENT OF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT C -PRODUCT AND SERVICE SCHEDULE (PSS)
MAINTAININGTHE PS8.The Product and Service Schedule (PSS)identifies a complete listing of all products and
services included in the awarded Master Agreement.The PS8 serves as the WSCA-NASPO Contract Catalog.The
PS5 will be submitted to the Lead State following contract award and must be approved by the Lead State
prior to the start of any sales.The PSS must be available on the Contract Vendor website for end users to verify
pricing based on the minimum discounts with category exceptions provided off a designated base line price list.The
Contract Vendor will work with each State to develop a satisfactory PSS reflecting the individual States restrictions.
The Contract Vendor willwork to develop a PS8 satisfactory to the Lead State priorto the start of sales and
containing the following information:
Band number
Part #-SKU #
Manufacturer
Description
Minimum Discount
Category Code (This code will be refined during the approval process)
Other fields approved by the Lead State
‘P-"‘.‘°.°-.".°'S"
CHANGES TO THE PSS:Contract Vendor will request changes to the PSS utilizing an Action Request Form (ARF)
Submittals will be reviewed by the Lead State quarterly.Obsolete and discontinued products will be removed.
FORMAT:The format for the final product and service schedule will be approved within 30 days of contract award.
Suggested format is provided below:
MANUFACTURER NAME:DATE:
BASELINE PRICE LIST:
LINK:
MINIMUM CATEGORY
BAND Part #-SKU#MANUFACTURER DESCRIPTION DISCOUNT CODE
1 XYZ ABC DESKTOP 60%‘IM
2 550 ZZZZZZZ LAPTOP CART 10%ZTM
3 123A ABC SUPER TABLET 25%3A
THIRD PARTY PRODUCTS:A list of third party products is to be submitted to the Lead State.Approval must be
received from the Lead State prior to adding third party products to the Product and Service Schedule.Master
Agreement restrictions of third party products include:
a.Contract Vendors can only offer Third Party Products in the bands they have been awarded.
b.Contract Vendor cannot offer products manufactured by another Contract Vendor holding a Minnesota
WSCA-NASPO Master Agreement unless approved by the Lead State.
c.The Contract Vendor willassign the manufacturer or publisher’s warranty and maintenance.The Contract Vendor
will provide warranty and maintenance call numbers and assist the customer in engaging the manufacturer on
warranty and maintenance issues.
Any additions to the Third Party Product list must be submitted utilizing the Action Request Form.
The approved Third Party Product list will be clearly posted on the Vendor provided website and updated as
products are approved.
SD?-
26 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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1.
‘K
COMPUTER EQUIPMENT ..
2014-2019
[.
‘WSCA—NASPO\
COOPERATIVE PURCHASING
ORGANIZATION‘bIr-W"IIIIIESDIH
DEPARTMENTOF ADMINISTRATION
MINNESOTAWSCA-NASPOMASTERAGREEMENT AWARD
EXHIBITD -WEBSITE
IMPLEMENTATION.Within 30 calendar days of Master Agreement award,the Contract Vendor must provide a'
sample URL of the Master Agreement webpage to the Lead State for review and approval.The Lead State will review‘and determine acceptability of the website format anddata.If the information is determined to be unacceptable or;i‘ncorre,ct,the‘ContractVendor willhave15 calendar days to provide revisionstothe Lead State.Once;the websiteisapproved,the Contract Vendor maynot make material changes to the website without notifying the Lead State andreceivingwrittenapprovalofthechangesutilizingtheActionRequestForm.The Contract Vendor must continue tomonitorandupdatethewebsitethroughoutthelifeofthecontract.Periodic audits may be conducted to ensure
websites are updated and Contract Vendors will be expected to correct deficiencies.
lWEBSITECONTENT.The websitemust be separate from the Contract Vendorscommercially available (i.e.,public)
on-line catalog and ordering systems.Contract Vendor agrees to pursue design of a website to include the items
listed below.The Lead State will review and determine acceptabilityof the‘websiteformat and data as stated in Item1above.‘
‘
a.Baseline Price List and historic versions I
b.Approved Product and Service Schedule (PSS)
c.Product specifications,pricing,and configuration aids for the major product categories proposed that can be used l
to obtainan on-line quote
,,
cl.Third Party Product list will be clearly posted on the Vendor provided website and updated as products are
approved ILinktotheWSCA-NASPO Emarketcenter
l
l
l
l
l
e.
f.Online ordering capability with the ability to remember multiple ship to locations if applicable to product
g.Contact informationfor orderplacement,service concerns (warranty and maintenance),problem reporting,and
billingconcerns
h.Sales representatives for participating entities
i.Purchase order tracking
j.AvailableTwenty-four (24)hours per day,seven (7)days per week availability,except for regularly scheduled
maintenance
k.Additional Terms may not be posted on the Website without written approval of the Lead State
I.Link to the WSCA-NASPO Emarketcenter if a State is participating
m.lnfonnation on accessibility and accessible products
n.If participating in Premium Savings Package Program,lead with these products and display prominently on the
website I0.Links to environmental certification,including but not limited to take-back/recycling programs,
p.Informationregarding the use of Conflict minerals,as required by Section 13(p)of the Securities Exchange Act of
1934,as amended,and the rules promulgated thereunder.See:httb://www,sec.qov/ru|es/final/2O12/34-677’l6.pdf.‘
q.Service options,service agreements for negotiations when allowed by a participating addendum
r.EPEAT,Energy Star,etc.
s.Link to Signed ParticipatingAddendums
t.Linkto Signed Master Agreement
u.Linkto solicitation and Response
TERMINATIONUpon termination or expiration of the Master Agreement awarded from this RFP all websites,on-line
offering systems and Electronic Catalog functions supported and/or available as part of the Master Agreement willceaseandberemovedfrompublicviewingaccesswithoutredirectingtoanotherwebsite.
27 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP.INC.
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M2"‘
COMPUTER EQUIPMENT ..%?nE8HtHy
2014-2019 '
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT E -ACTION REQUEST UPDATE FORM (ARF)
The Action Request Form (ARF)provided in this document must be utilized by the Contract Vendor to provide
quarterly updates of PSS and to make requests.The Action Request Forms may be reviewed quarterly by the
Lead State.
(,
°WSCA—NASPO§
COOPERATIVE PURCHASING
ORGANIZATION
DATE:
ATTN:WSCA—NASPOMaster Agreement Administrator
RE:Master Agreement #with (Contract Vendor)
Dear WSCA-NASPO Master Agreement Administrator:
(Contract Vendor)is providing the following update and/or
requesting the action noted below.
Action Requested:
Action Log:Verify Log is attached
SELECT ACTION BELOW AND PROVIDE REQUIRED INFORMATION:
_Update of Product &Service Schedule Provide summary of additions,deletions and pricing changes.
NOTE:THIS WILLBE A NOTIFICATIONOF CHANGES TO THE PSS,APPROVAL WILLNOT BE NEEDED
__Quarter|y Self Audit Check this box to verify the Quarterly Self Audit has been completed
_Third Party Product Addition Provide warranty Guarantee
_Marketing Approval Attach Materials for review
__Material Website Change Describe and provide link for review
__MisceIIaneous Inquiry Provide detail (e.g.key contact change,etc.)
The Contract Vendor certifies Products and Services provided meet the terms and conditions of the Master Agreement
and understands they may be audited for compliance.Additional information may be requested upon submission.The
Lead State may remove previously approved items throughout the life of the Master Agreement if in the best interest at its
sole discretion.
Contract Vendor:Name of Requester:
Title of Requester:
28 CONTRACTNO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTEREQUIPMENT NETAPP,INC.
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COMPUTER EQUIPMENT ,I-IIHESUIH 2014-2019
DEPARTMENTOF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITE -ACTION REQUST FORM (ARF)
COOPERATIVE PURCHASING
I
ORGANIZATION
ACTION REQUEST FORM
LOG
Submit updated Action Log with each update.Log must provide history of previous update.
CONTRACT VENDOR:
Contact Name and Email (for questions):
DATE:
DATE ACTION REQUESTED:DATE APPROVED
SUBMITTED
2:;CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,mo.
Page 265 of 336
4!
innasnta
DEPARTMENTOF ADMINISTRATION
COMPUTER EQUIPMENT /.
2014-2019
‘WSCA-NASPO\
COOPERATIVE PURCHASING
ORGANIZATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITF —REPORTING
OWNERSHIP:Recipient of the reports shall have exclusive ownership of the media containing the reports.The Lead
State and WSCA-NASPO shall have a perpetual,irrevocable,non-exclusive,royalty free,transferable right to display,
modify,copy,and otherwise use reports,data and information provided.
DUE DATE:Reports shall be due no later than the last day of the month following the end of the calendar quarter.
FROM TO DUE '
01 January 1 March 31 April 30
02 April 1 June 30 July 31
03 July 1 September 30 October 31
Q4 October 1 December 31 January 31
REQUIRED REPORTS:
Report Name Submitted to Purpose &Submittal
WSCA-NASPO Administrative Fee WSCA-Identify total sales and administrative fee due to WSCA-
NASPO NASPO
1)Go to:http://www.nasgo.orgNVNCPO/Calculatonaspx
2)Complete all contract report information fields
3)Enter total sales per State or Select “no sales for quarter”
checkbox
4)Click on Submit button
WSCA-NASPO Detailed Sales WSCA-Detailed sales data by line item.Currently via an Excel Report
NASPO template.Future MAY involve a portal.No modifications may
be made by the Contract Vendor to the template.This report
may also fulfillthe reporting requirements of self audits,
premium savings sales,and Bring Your Own Device Employee
Sales.
Participating States Participating Contract Vendor may utilize the detailed sales report to report
State to individual States unless othenlvise directed by the State.
States may require additional reporting.
Participating Addendum Status WSCA-Provides status of Participating Addendums.Excel Template
NASPO to be provided by WSCA-NASPO.
Premium Saving Package (PSP)PSP Lead Additional reporting may be requested.
Quarterly Updates of PSS and Self Lead State Utilizethe Action Request Form (ARF)
Audit
30 CONTRACTNO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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DEPARTMENTOF ADMINISTRATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBITG —DEFINITIONS
Accessory.Accessories do not extend the functionality of the computer,but enhances the user experience i.e.,mouse
pad,monitor stand.For the purposes of this proposal,accessories are considered peripherals.
Bands:For the purpose of this solicitation,there are six product bands which may be awarded.Each product band
includes related peripherals and services.Responders must only respond to Bands in which they manufacture the defined
product.Responder may receive an award in one or more bands for which they manufacture a product based on the
evaluation.
BAND 1:DESKTOP.A desktop computer is a personal computer intended for regular use at a single location.A desktop
computer typically comes in several units connected together during installation:1)the processor,2)display monitor and
3)input devices usually a keyboard and a mouse.All operating systems for tablets are allowed.Zero Clients,Thin clients,
all in ones and workstations will also be included under desktops.Ruggedized equipment may also be included in the
Product and Service schedule for this band.
BAND 2:LAPTOP.A laptop computer is a personal computer for mobile use.A laptop includes a display,keyboard,
point device such as a touchpad and speakers into a single unit.A laptop can be used away from an outlet using a
rechargeable battery.All operating systems fortablets are allowed.Laptops will include notebooks,ultrabook,mobile thin
clients,chromebooks and netbooks.Computers with mobile operating systems will also be included under laptops.
Tablets that have the option to be utilized with a keyboard can be sold in this band.Ruggedized equipment may also be
included in the Product and Service Schedule for this band.
BAND 3:TABLET.A tablet is a mobile computer that provides a touchscreen which acts as the primary means of
control.All operating systems for tablets are allowed.Ruggedized equipment may also be included as a category in the
Product and Service Schedule for this band.
BAND 4:SERVER.A server is a physical computer dedicated to run one or more services or applications (as a host)to
serve the needs of the users of other computers on a network.This band also includes server appliances.Sewer
appliances have their hardware and software preconfigured by the manufacturer.It also includes embedded networking
components such as those found in blade chassis systems.Ruggedized equipment may also be included in the Product
and Service Schedule for this band.
BAND 5:STORAGE.Storage is hardware with the ability to store large amounts of data.This band includes SAN
switching necessary for the proper functioning of the storage environment.Ruggedized equipment may also be included
in the Product and Service Schedule for this band.
(.
'W5CA-NASPO}
COOPERATIVE PURCHASING
ORGANIZATION
EQUIPMENT MAYBE SOLD IN BANDS 1-5,ROVIDED IT MEETS BAND REQUIREMENTS.
Cloud Services.Delivery of computing as a service ratherthan a product,whereby shared resources,software and
information are provided to computers and other devices as a utility over a network,such as the Internet.(Cloud Services
including acquisitions structured as managed on-site services are not allowed.)
Contract Vendor or Contractor.The manufacturer responsible for delivering products or performing services under the
terms and conditions set forth in the Master Agreement.The Contract Vendor must ensure partners utilized in the
performance of this contract adhere to all the terms and conditions.For the purposes of this RFP,the term Partner will be
utilized in naming the relationship a manufacturer has with another company to market and sell the contract.Participating
States willhave final determination/approval if a Partner may be approved for that state in the role identified by the
Contract Vendor.
Components.Parts that make up a computer configuration.
Configuration.The combination of hardware and software components that make up the total functioning system.
Desktop.This is Band 1 of this solicitation.A desktop computer is a personal computer intended for regular use at a single
location.A desktop computer typically comes in several units connected together during installation:1)the processor,
2)display monitor and 3)input devices usually a keyboard and a mouse.Desktop virtualization endpoints such as zero and
31 CONTRACT NO.MNWNC-121 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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thin clients will also be included under the Desktop Band.
Energy Star®.A voluntary energy efficiency program sponsored by the US EnvironmentalProtection Agency.TheEnergyStarprogrammakesidentificationofenergyefficientcomputerseasybylabelingproductsthatdeliverthesame orbetterperformanceascomparablemodelswhileusinglessenergyandsavingmoney.Energy Star qualified computersandmonitorsautomaticallypowerdownto15wattsorlesswhennotinuseandmayactuallylastlongerthanconventionalproductsbecausetheyspendalargeportionoftimeinalow-power sleep mode.For additional informationon the EnergyStarprogram,including product specifications and a list of qualifying products,visit the Energy Star website at
http://www.energystar.gov.
EPEAT.A system for identifying more environmentally preferable computer desktops,laptops,and monitors.It includes anANSIstandard-the IEEE 1680 EPEAT standard —and website www.egeat.net to identify products manufacturers havedeclaredasmeetingthestandard.EPEAT provides a clear and consistent set of performance criteria for the design of
products.It is not a third-party certification program.Instead,Manufacturers self-certify that their products are in
conformance with the environmental performance standard for electronic products.
FOB Destination.Shipping charges are included in the price of the item and the shipped item becomes the legal
property and responsibility of the receiver when it reaches its destination unless there is acceptance testing required.
FOB Inside Delivery.Special Shipping arrangements,such as inside delivery,may include additionalfees payable by
the Purchasing Entity.Any FOB inside delivery must be annotated on the Purchasing Entity ordering document.
General Consulting.Services related to advising agencies on how best to use information technology to meet business
objectives.Examples of such services would include management and administration of IT systems.Each State will have
varying laws,rules,policies and procedures surrounding general consulting which need adherence.Minnesota Statute
section 16C.08 defines general consulting for the State of Minnesota.https://www.revisor.mn.gov/statutes/’?id=16C.08
Laptop.This is Band 2 of this solicitation.A laptop computer is a personal computer for mobile use.A laptop includes a
display,keyboard,point device such as a touchpad and speakers into a single unit.A laptop can be used away from an
outlet using a rechargeable battery.Laptop Band may include notebooks,ultrabooks,and netbooks.Computers with mobile
operating systems will also be included under the Laptop Band.
Lead State.The State conducting this cooperative solicitation and centrally administering any resulting Master
Agreement with the permission of the Signatory States.Minnesota is the Lead State forthis procurement and the laws of
Minnesota Statute Chapter 160 apply to this procurement.
Manufacturer.A company that,as one of its primary business function,designs,assembles owns the trademark/patent
and markets branded computer equipment.
Master Agreement.The underlying agreement executed by and between the Lead State and the Contract Vendor.
Middleware.Middlewareis the software ‘'glue’’that helps programs and databases (which may be on different computers)
work together.Its most basic function is to enable communication between different pieces of software.
Options.An item of equipment or a feature that may be chosen as an addition to or replacement for standard equipment
and features.
Order.A purchase order,sales order,or other document used by a Purchasing Entity to order the Equipment.
Participating Addendum.A written statement of agreement signed by the Contract Vendor and a Participating State or
other Participating Entity that clarifies the operation of this Master Agreement for the Participating Entity (e.g.,ordering
procedures specific to a Participating State)and may add other state-specific language or other requirements.A
Participating Addendum evidences the Participant’s willingness to purchase and the Contract Vendors willingness to
provide equipment under the terms and conditions of this MasterAgreement with any and all exceptions noted and
agreed upon.
Participating States.States that utilize the Master Agreement established by the RFP and enter into a Participating
Addendum which further defines their participation.
Participating Entity.A Participating State,or other legal entity,properly authorized by a Participating State to enter into
the Master Agreement through a Participating Addendum and that authorizes orders from the Master Agreement by
Purchasing Entities.Under the WSCA-NASPO program,in some cases,local governments,political subdivisions or other
entities in a State may be authorized by the chief procurement officialto execute its own Participating Addendum where a
Participating Addendum is not executed by the chief procurement officialfor that state that covers local governments,
political subdivisions,or other government entities in the state.
Partner.A company,authorized by the Contract Vendor and approved by the Participating State,to provide marketing,
support,or other authorized contract services on behalf of the Contract Vendor in accordance with the terms and conditions
of the Contract Vendors Master Agreement.In the RFP,Partner is the term that is used to call out the many different
relationships a manufacturer may have with another company to market their product including,but not limited to agents,
subcontractors,partners,fulfillmentpartners,channel partners,business partners,servicing subcontractor,etc.
Peripherals.A peripheral means any hardware product that can be attached to,added within or networked with personal
computers,servers and storage.Peripherals extend the functionality of a computer without modifying the core
components of the system.For the purposes of this proposal,peripherals are defined as including accessories.
Peripherals may be manufactured by a third party,however,Contract Vendor shall not offer any peripherals manufactured
by another Contract Vendor holding a Master Agreement.The Contract Vendors shall provide the warranty service and
maintenance for all peripherals on the Master Agreement.Examples of peripheralslaccessoriesloptions:Include but
32 CONTRACTNO.MNWNC-121 MASTERAGREEMENT AWARD COMPUTER EQUIPMENT NETAPP,INC.
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are not limitedto:printers,monitors,multifunction printers,audiovisual equipment,instructional equipment,cabling,
modems,networking to support server,storage and client applications such as routers,switches.Software is an optionwhichmustberelatedtothepurchaseofequipmentandsubjecttoconfigurationlimits.Third party products are
allowed to be offered as peripheralslaccessoriesloptions and may be offered in any related band.
Per Transaction Multiple Unit Discount.A contractual volume discount based on dollars in a single purchase order or
combination of purchase orders submitted at one time by a Participating Entity or multiple entities conducting a
cooperative purchase.
Premium Savings Packages.Deeply discounted standard configurations available to Purchasing Entities using the
Master Agreement.This specification includes a commitment to maintain and upgrade (keep pace with the advance of
technology)the standard configurations for a stated period of time or intervals.WSCA-NASPO reserves the right to
expand and modify the PSP throughout the life of the contract.See http://www.wnpsg.com/index.html.
Purchasing Entity —means a state,city,county,district,other political subdivision of a State,and a nonprofit
organization under the laws of some states if authorized by a Participating Addendum,that issues an order against the
Master Agreement and becomes financially committed to the purchase.
Ruggedized.This was band 6 of this solicitation.Ruggedized refers to equipment specifically designed to operate reliably
in harsh usage environments and conditions,such as strong vibrations,extreme temperatures and wet or dusty conditions.
Services.Broadly classed as instaIlation/de-installation,maintenance,support,training,migration,and optimization of
products offered or supplied under the Master Agreement.These types of services may include,but are not limited to:
warranty services,maintenance,installation,de-installation,factory integration (software or equipment components),
asset management,recycling/disposal,training and certification,pre-implementation design,disaster recovery planning
and support,service desk/helpdesk,and any other directly related technical support service required for the effective
operation of a product offered or supplied.Contract Vendors may offer,but participating States and entities do not have to
accept,limited professional services related ONLY to the equipment and configuration of the equipment purchased
through the resulting contracts.EACH PARTICIPATINGSTATE DETERMINES RESTRICTIONS AND NEGOTIATES
TERMS FOR SERVICES.
Server.This is Band 4 of this solicitation.A server is a physical computer dedicated to run one or more services or
applications (as a host)to serve the needs of the users of other computers on a network.This band also includes server
appliances.Server appliances have their hardware and software preconfigured by the manufacturer.It also includes
embedded networking components such as those found in blade chassis systems.Ruggedized equipment may also be
included in the Product and Service Schedule for this band.
Storage.This is Band 5 of this solicitation.Storage is hardware with the ability to store large amounts of data.This band
includes SAN switching necessary for the proper functioning of the storage environment.Ruggedized equipment may also
be included in the Product and Service Schedule for this band.
Storage Area Network.A storage area network (SAN)is a high-speed special-purpose network (or subnetwork)that
interconnects different kinds of data storage devices with associated data servers on behalf of a larger network of users.
Storage as a Service (STaaS).An architecture model by which a provider allows a customer to rent or lease storage
space on the providers hardware infrastructure on a subscription basis.E.g.,manage onsite or cloud services.
Software.For the purposes of this proposal,software is commercial operating off the shelf machine-readable object code
instructions including microcode,firmware and operating system software that are preloaded on equipment.The term
“Software”applies to all parts of software and documentation,including new releases,updates,and modifications of
software.
Tablet.This is Band 3 of this solicitation.A tablet is a mobile computer that provides a touchscreen which acts as the
primary means of control.Tablet band may include notebooks,ultrabooks,and netbooks that are touchscreen capable.
Takeback Program.The Contract Vendor's process for accepting the return of the equipment or other products at the
end of life.
Third Party Products.Products sold by the Contract Vendor which are manufactured by another company.
Upgrade.Refers to replacement of existing software,hardware or hardware component with a newer version.
Warranty.The Manufacturers general warranty tied to the product at the time of purchase.
Wide Area Network or WAN.A data network that serves users across a broad geographic area and often uses
transmission devices provided by common carriers.
WSCA-NASPO.The WSCA-NASPO cooperative purchasing program,facilitated by the WSCA-NASPO Cooperative
Purchasing Organization LLC,a 501(c)(3)limited liabilitycompany that is a subsidiary organization of the National
Association of State Procurement Officials (NASPO).The WSCA-NASPO Cooperative Purchasing Organization
facilitates administration of the cooperative group contracting consortium of state chief procurement officialsfor the benefit
of state departments,institutions,agencies,and political subdivisions and other eligible entities (i.e.,colleges,school
districts,counties,cities,some nonprofit organizations,etc.)for all states and the District of Columbia.The
WSCA-NASPO Cooperative Development Team is identified in the Master Agreement as the recipient of reports and may
be performing contract administrationfunctions as assigned by the Lead State Contract Administrator.
33 CONTRACT NO.MNWNC-121 MASTER AGREEMENTAWARD COMPUTEREQUIPMENT NETAPP,INC.
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AMENDMENTNO.5 TO CONTRACTNINWNC-121
THIS AMENDMENTIsby and between the State of Minnesota,acting through its commissioner of Administration
(‘State’),and Netllpp.lm:.,495 E Java Dr.,Sunnyvale,CA 94059 (“Contract Vendor‘).
WHEREAS.the State has a Contractwith the Contract Vendor Identifiedas Contract No.MNWNC-121,Apnl 1,2015,
through March 31,2020 (‘contract’),to provide computer Equipment"Storage includingRelated Peripherals and
Services:and
WHEREAS,Mlnn,Stet.§160.03,subd.5,affords the commissioner of Administration.or delegate pursuant to Minn.$tzrL
§160.03,eubd.16,the authoriy to amend contracts:and
WHEREAS,the terms of the Contract allow the State to amend the contract as speci?ed hereln,upon the mutual
agreement of the Offloe of State Procurementand the Contract vendor in a fullyexecuted amendmenttothe contract.
NOW,THEREFORE,it is agreed by the parties to amend the contract as follows
1.ThatContract No.MNWNC-121is extendedthrough July 31,2021 .at the same tem-as,conditions,and prices.
This Amendmentis effective beginningApril 1,2020,or upen the date that the tinalrequired signatures are obtained,
whicheveroccurs later,and shall remain In efiect through centred expiration,or untilthe Contract Is eaneeled.whichever
occurs first.
Except as hereln amended,the provisions of the Contract between the parties hereto are expressly reaf?rrned and remain
In full torce and effect.
INWITNESS WHEREOF,the parties have caused this Amendment to be duly executed Intending to be bound thereby.
1-NETAPEINC-2.OFFICE OF STATE PROCUREMENTThecontreotoroertltieethatttre?amrffprlatepeuun(s)have M a _Si?wbd "I15Al1I8l'IdII'IBi'lI(Ill be "I8 COMFGCIOYElIBQUIIBH 3
by I ?l1tdESb l lalmuthnl nrnrdinerruel.
By:
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CONTRACTNO.MNWNC-121 MASTERAGREEMENTAWARD COMPUTEREQUIPMENT NETAFF.INC.
Page 270 of 336
1
Civic - A250 12 Month Quote #017104 v3
PEAK Resources, Inc.
Prepared by:Prepared For:
City of Englewood
P: (303) 783-6831
E: jking@englewoodco.gov
P: (303) 934-1200
E: gcovington@peakresources.com
Garrett Covington
2750 West 5th Avenue
Denver, CO 80204
Jeromy King
1000 Englewood Pkwy
Englewood, CO 80110
Date Issued:
11.14.2022
Expires:
12.09.2022
Hardware with 12 month support
Item #Description Price Qty Ext. Price
1 AFF-A250
HEADER LINE
$0.00 1 $0.00
2 AFF-A250A-001
AFF A250 HA SYSTEM
$1,788.15 2 $3,576.30
3 SW-ENCRYPT-BDL-FA-C
SW,ENCRYPTION BUNDLE,FAS,AFF,-C
$0.00 2 $0.00
4 AFF-A250-100-C
AFF A250,8X3.8TB,NVME,SED,-C
$12,024.68 1 $12,024.68
5 X4011A-2-N-C
DRIVE PACK 2X3.8TB,NVME,SED,-C
$2,297.71 3 $6,893.13
6 SW-DATA-PRO-BDLNVME-A01-C
SW,DATA PROTECTN BDL,PER-0.1TB,NVME,A01,-C
$24.46 532 $13,012.72
7 SW-CORE-BNDLE-NVME-A01-C
SW,CORE BUNDLE,PER-0.1TB,NVME,A01,-C
$42.14 532 $22,418.48
8 X1558A-R6-C
JUMPER CRD,IN-CAB,48-IN,C13-C14-C
$0.00 2 $0.00
9 DOC-AFF-A250-C
DOCUMENTS,AFF-A250,-C
$0.00 1 $0.00
10 X5532A-N-C
RAIL,4-POST,THIN,RND/SQ-HOLE,SM,ADJ,24-32,-C
$0.00 1 $0.00
11 X66240A-5-N-C
CABLE,25GBE,SFP28-SFP28,CU,5M,-C
$0.00 4 $0.00
12 DATA-AT-REST-ENCRYPTION
DATA AT REST ENCRYPTION CAPABLE OPERATING SYS
$0.00 2 $0.00
13 X1152-N-C
MEZZANINE 4-PORT 25GBE,-C
$1,270.28 2 $2,540.56
Page 271 of 336
2
Hardware with 12 month support
Item #Description Price Qty Ext. Price
14 X66211A-05-N-C
CABLE,100GBE,QSFP28-QSFP28,CU,0.5M,-C
$0.00 4 $0.00
15 X66250-5-N-C
CABLE,LC-LC,OM4,5M,-C
$0.00 8 $0.00
16 X6589-N-C
SFP+OPTICAL 10GB SHORTWAVE,-C
$0.00 8 $0.00
17 CS-4HR-REPLACEMENT
4HR PARTS DELIVERY AND REPLACEMENT
$2,290.50 1 $2,290.50
18 CS-G1-SE-ADVISOR
SUPPORTEDGE ADVISOR
$11,452.50 1 $11,452.50
19 CLMSWITCH-24NODE-R5
SWITCHNETAPPCLUSTER24-NODE
$0.00 2 $0.00
20 X190005
BES-53248/IX8 CLSW,16PT10/25GB,PTSX,BRDCM SUP
$5,384.43 2 $10,768.86
21 SVCVN-4OSP-X190005
SERVICE BROADCOM,24X7X4HR,PARTS ONSITE
$1,830.66 2 $3,661.32
22 SW-BES-53248A2-6P-40-100G
BROADCOM 6PORT 40G100G LIC,X190005/R
$4,003.80 2 $8,007.60
23 SW-BES-53248A2-8P-1025G
BROADCOM 8PORT 10G25G LIC,X190005/R
$2,333.82 8 $18,670.56
24 X-RAIL-4POST-190005
RAIL KIT,OZEKI,4-POST,27"-36" RAIL
$299.86 2 $599.72
25 X66130-2
CABLE,DIRECT ATTACH CU SFP28 25G,2M
$46.70 4 $186.80
26 X6566B-2-R6
CABLE,DIRECT ATTACH CU SFP+ 10G,2M
$76.82 8 $614.56
27 X66250-2
CABLE,LC-LC,OM4,2M
$192.53 8 $1,540.24
28 X6566B-5-R6
CABLE,DIRECT ATTACH CU SFP+ 10G,5M
$126.92 8 $1,015.36
Subtotal:$119,273.89
Page 272 of 336
3
Professional Services
Item #Description Price Qty Ext. Price
29 PP-SLED-SOW
PS DEPLOYMENT,ADVANCED,AFF,HIGH
$0.81 40000 $32,400.00
30 PP-SLED-SOW
ONTAP CONTROLLER UPGRADE SERVICE
$0.74 8100 $5,994.00
Subtotal:$38,394.00
Contract Purchasing Vehicle
Item #Description Qty
31 NASPO CO
CONTRACT PRICING
USING NASPO VALUE POINT CONTRACT and CO ADDENDUM #s "MNWNC-121 AND
20160000000000000113"
- Contract number/Addendum number must be on PO.
- Line item detail matching quote must be on PO.
- Achievable delivery by date required.
1
Quote Summary Amount
Hardware with 12 month support $119,273.89
Professional Services $38,394.00
Total:$157,667.89
INFORMATION CONTAINED HEREIN IS CONSIDERED CONFIDENTIAL AND MAY NOT BE SHARED OUTSIDE OF PEAK AND NAMED CLIENT.
All applicable discounts, promotions, solutions assurance and pre-delivery integration charges are reflected in the quote. The quote expires as listed or 30 days
following issuance. Miscellaneous expenses are not included (e.g. taxes, duties, tariffs, shipping charges, freight insurance, etc.). PEAK Resources, Inc.’s Terms
and Conditions apply to any proposal and agreement and/or purchase order relating to equipment (“Equipment”) sold by PEAK Resources, Inc. (“PEAK”) to a
customer (“Customer”). These terms and conditions, together with the related proposal and agreement and/or purchase order shall constitute the entire
agreement (“Agreement”) between the parties. To review, please visit www.peakresources.com/terms (password = Terms123).
Page 273 of 336
4
Statement of Work
PEAK SOW
1.The NASPO and CO Addendum. This Statement of Work (SOW) represents a binding commitment as of the effective date. THIS
SOW IS EXECUTED PURSUANTE TO AND INCORPORATES THE NASPO VALUE POINT CONTRACT and CO ADDENDUM #S “MNWNC-
121 AND 20160000000000000113."
2.Fees. These Professional Services are provided at the fixed cost in the table below
Item#Services Amount
1 NetApp Professional Services, for Production sites $38,394.00
Total $38,394.00
Term. The term of this SOW shall commence on the date signed by the last party whose signing makes this SOW fully executed (“Effective
Date”) and terminate one-hundred and twenty (120) days after services commence (“Term”).
4.Services. PEAK will provide remote services and as further described in Exhibit A attached hereto and incorporated herein.
5.Counterparts. This SOW may be executed in counterparts by each party and delivered by facsimile or email transmission, and such
execution and delivery shall be legally binding on the parties to the same extent as if original signatures in ink were delivered in
person.
Exhibit A
SERVICES
1.Scope: PEAK Resources will perform, under the guidance and participation of Customer, the following:
High-level tasks for this project include, at each site:
1.PRODUCTION
i.Planning & verification of environments
1.Environment verification –paths, configuration, etc.
2.Interoperability checks with infrastructure
3.Physical & logical planning, including which cluster new system will be joined to
ii.New A250 HA Pair Basic Install
1.Planning: Installation, configuration, and testing
2.Physical installation to include rack, stack, and cabling in locations designated by Company
3.Downgrade to ONTAP 9.8P8 for compatibility with existing equipment after those are upgraded (see below)
4.Basic Configuration of storage & interfaces
5.Test with Company provided host for accessibility validation
6.Perform Advanced Configuration tasks as determined within the planning process
7.Perform configuration review with Company and administrative turnover
8.Develop As-Built documentation and turn over to Company
iii.Add new switches (BES-53248) to existing cluster
1.Planning & Coordination (elevation, power, space, work sheets)
2.Upgrade CN1610 code
3.Install and configure BES switches
Page 274 of 336
5
4.Documentation
iv.Perform a multi-hop upgrade of existing 8040 – (non-disruptive)
1.Upgrade ONTAP from 9.3 --> 9.5
2.Upgrade ONTAP from 9.5 --> 9.7
3.Upgrade ONTAP from 9.7 --> 9.8P8
v.Add to cluster & migrate
1.Add new system to cluster
2.Customer performs all migrations
vi.Decommission
1.Remove FAS2554 from cluster and shutdown
2.Remove A200 from cluster and shutdown
3.Remove cabling from systems, systems from rack, and pack shipment. The FAS2554 will be returned to NetApp for
trade-in; the A200 will be shipped to DR site
4.Coordinate with Company and NetApp for shipping
vii.Upgrade systems to the latest stable OS versions
1.Once all other tasks are complete, perform NetApp ONTAP upgrades to the most current and stable version
compatible with the environment
2.Upgrade ONTAP from 9.8 --> 9.9
3.Upgrade ONTAP from 9.9 --> 9.10
2.Deliverables:
2.As-built documentation.
Project Management:
1.Provide full project management services including but not limited to project planning, scheduling, communications, status
tracking, and issue resolution.
2.Help resolve project issues and escalate as needed within the project team or project resources.
3.Action item and task tracking / follow up as necessary throughout the Term of this agreement.
4.Schedule and conduct a project kickoff, recurring sessions, technical discussions, and project closeout as applicable
throughout the Term of this agreement.
4.Assumptions:
1.Specific to this project
ii.UCS upgrades and any work related to UCS are specifically excluded.
iii.Any VMware work or upgrades are specifically excluded.
iv.Production ONTAP upgrade timeframe will be negotiated to minimize potential system impact or performance
issues for Company.
v.The ONTAP upgrade(s), while non-disruptive, may be performed during less critical timeframes as defined by the
Customer.
2.General
v.End Client must provide an FTP/HTTP server to download packages to the cluster(s).
v.All SAN components (Host OS/patches, Host Utilities software, adapter drivers/firmware, and fibre channel switches) are at
compatible levels according to the Interoperability Matrix. If the Customer requests assistance with these upgrades on the
clients, a change order will be required.
v.Any knowledge transfer provided under this SOW does not constitute formal product training and shall not result in
certifications of any kind.
3.Hours, Scheduling, Cancellation
viii.Normal business days are Monday through Friday, excluding national holidays.
viii.Normal business hours are defined as 8:00 AM to 5:00 PM in the local time zone.
viii.Professional services will be provided during normal business hours, unless agreed in writing by both parties.
viii.Advanced scheduling is required to help ensure resource availability. PEAK Resources will make all commercially reasonable
best efforts to accommodate short notice support requests but does not guarantee an immediate response.
viii.Cancellation of scheduled onsite professional services work less than twenty-four (24) hours is subject to change control
and may result in additional costs.
Page 275 of 336
6
viii.Delays or failures to complete tasks requested of, or the responsibility of, the End Client may result in rescheduling services,
project delays, and change control.
4.Out of Scope
xiv.PEAK Resources reserves the right to not provide professional services for any in scope hardware or software that is not
covered by an active OEM provided hardware or software support agreement.
xiv.All parties agree that personnel shall not be asked to perform, nor volunteer to perform, engineering and/or consulting
tasks that lie outside the skill sets and experience of personnel. Personnel have the right to decline on a service request if
the request falls outside the scope of their experience and expertise.
xiv.Anything not specified as in scope in this SOW is considered out of scope.
5.Estimated Schedule:
1.The services will be performed consistent with the following estimated schedule. PEAK agrees to make commercially reasonable
efforts to carry out its responsibilities according to the estimated schedule.
2.The following dates are provided for planning purposes only and are subject to change:
1.Estimated Start Date: March 2022
2.Estimated End Date: One hundred twenty (120) days after services commence.
3.Supply Chain disruptions may impact equipment delivery dates, which then impact Services delivery dates. No Cost change orders
may be required.
Customer Responsibilities Customer will:
1.Provide professional services engineers “hands to keyboard” type VPN access to the Customer environment.
2.Provide an FTP/HTTP server to download packages from support sites and upload them to the cluster(s).
3.Develop and execute an access and application test plan after ONTAP upgrades are completed.
4.Ensure current maintenance or applicable support arrangements are in place for products and/or software related to the
Services for the duration of this engagement.
5.Provide appropriate usernames and passwords.
6.Provide technically knowledgeable staff to professional services engineers during all phases of the project.
7.Provide all necessary assistance and participation throughout the project.
8.Obtain all necessary licenses for all software required for this SOW before commencement of the Services.
9.Assign a person to work directly with the professional services engineers as the main point of contact.
10.Provide information within the scope of the project as requested by the professional services engineers and project
managers with understanding that delays in providing information could impact the timelines for the project.
11.Obtain any necessary consents and take any other actions required by applicable laws, including but not limited to data
privacy laws, prior to disclosing information.
12.Adequately back up all information and data residing on End Client’s system(s) before professional services engineers’
commencement of Services and after the Services are completed.
City of Englewood PEAK Resources, Inc.
Signature Signature
Name Name
Date Signed Date Signed
Page 276 of 336
7
Page 277 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Chris Edelstein, Melinda Goblirsch
DEPARTMENT: Public Works
DATE: December 5, 2022
SUBJECT: EEF - Contract Renewal for Snow & Ice Removal Services
DESCRIPTION:
Approval to renew the Contract with Keesen Landscape Management, Inc. to provide continued
Snow and Ice Removal Services for the EEF (Englewood Environmental Foundation) properties
in the not-to-exceed amount of $550,000
RECOMMENDATION:
Staff recommends Council approve, by consent, to renew the Contract with Keesen Landscape
Management, Inc. in the not-to-exceed amount of $550,000
PREVIOUS COUNCIL ACTION:
NA
SUMMARY:
Keesen Landscape Management, Inc. has been providing Snow and Ice Removal Services for
the EEF (Englewood Environmental Foundation) since 2019. This request is to approve
Renewal Agreement #2. This agreement will provide for continuous snow and ice removal
anticipating the eventual dissolution of EEF.
ANALYSIS:
The City and EEF properties require continuous snow and ice removal to clear sidewalks and
parking lots after snowfall events. Snow removal includes plowing, shoveling and applying
deicing agents. Roadways are plowed by the City of Englewood. Keesen Landscape
Management, Inc. has continually provided responsive, quality, and comprehensive snow and
ice removal services since 2019.
COUNCIL ACTION REQUESTED:
Continuous snow and ice removal are required for the Civic Center and surrounding EEF
properties.
Staff requests that City Council approve, by motion, Renewal Contract #2 for Keesen
Landscape Management, Inc. in the not-to-exceed amount of $550,000.
FINANCIAL IMPLICATIONS:
Year Fund No. Fund Title Amount
2022
Page 278 of 336
85 8501-54201 Professional
Services $ 50,000
2023
85 8501-54201 Professional
Services $ 500,000
Total $550,000
CONNECTION TO STRATEGIC PLAN:
Infrastructure
ATTACHMENTS:
EEF Board Memorandum for Approval
Renewal Agreement 2 - CFS/20-66
Schedule A
Contract Approval Summary (CAS)
Snow & Ice Removal - Map
PowerPoint Presentation
Page 279 of 336
TAD 11/17/22
Page 280 of 336
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RENF.WAI..AGRl7.EMl§NT #2
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'l‘lll".CON'l'RAC'l'FOR SF,RVl(.‘.l£S ("FITS/20-66)OF O(.‘.'l'OB.l.*3R 2],2020
BI1"l'Wl.*'.l£N 'Kl*‘.ESl.‘lNLANDSCAPIE M.ANAGF.M.lSN'l',lNC.
AND
THE (.‘.liTY OF EN(}LEWO0D FOR l(i3l'.*'.AND SNOW REMOVAL
Tl HS AMENDMI-'£N’l‘/12to the Contract for Services Agreement dated October 2 l,2020,
made and entered into on this day of 20_by and
between the City of Englewood,hereinafter referred to as “the City,”and Keesen Landscape
Management,Inc,lxereinafter referred to as “(..‘.ontractor,”and collectively relerred to as the
“Parties.”
WHEREAS,on October 2!,2020 the Parties entered into a Contract for Services
Agreement (“(.'.l*‘S”)for the provision of snow and ice removal services within the Englewood
Environmental Foundation (“BEEF”)property area for the City of Englewood Public Works
Department;and
Wl—lER'l5AS,the CPS was previously amended on October 6,202!to extend the term of
the CPS by one year;and
WI ll':1Rl’.A.S,the parties desire to Amend the CF and any amendments thereto,to extend
the term of the Cl"-'S on a monthly basis through no later than October 6,2023.
NOW,'l'HEREF()R E,the City and Contractor hereby enter into this Renewal Agreement
Number 2 (“Agreement”)as follows:
I.AMENDMENT TERMS
This Amendment is entered in.toto extend the term by modilying Section 2 to read.as follows:
2.Term and Renewal.The term of this Agreement shall commence on October 0,2022,
and shall automatically renew for a one—mont.hterm (the “Renewal Term”)on the 6"’of
eachmonththereafterunlesseitherparty notifiesthe other party in writing of its intent to
terminate the Agreement prior to the Renewal Term as provided in this Section 2.(a).Any
renewal beyond a one-year period,i.e.beyond October 6,2023,may require approval of
the linglewood City Council.The Parties understand and expressly acknowledge that a
Renewal Term beyond one year is contingent upon adequate appropriation of funds for
each ?scal year.
2.(a)Termination.Either party may terminate this Agreement by giving notice in writing
by registered mail,return receipt requested,to the other party thirty (30)days prior to any
such intent to cancel this Agreement.
_
Page 281 of 336
(‘V
II.SCHEDULE A ——OUTLINE OF STA'l'EMEN'l'OF WORK
The Outline of Statement of Work attached hereto as Attachment A and incorporated herein by
reference outlines the understanding and performance that each Party shall provide to the other
pursuant to the terms and conditions of the (‘FS and this Agreement for the Renewal Term.
ll].COMPENSATION
Compensation and Payment for the services described in the Outline of Statement of Work,
attached hereto,shall be per the terms of Section 5 of the CFS and the attached Statement of Work,
in an amount not to exceed $550 000.00.
IV.l4'llR'I‘H ER AMEN DM ENTS
Notwithstanding anything in the Cl'*'Sto the contrary,the City may on written notice to Contractor
but without Contractofs consent,assign any or all of its rights and delegate any or all of its
obligations under the CFS to any successor in interest to all or substantially all of the business to
which the CFS relates.
V.INCORPOR/\'l'lON BY REFERENCE OF AGREEMENT,ANY PRIOR
AM EN DM ENTS
Except as speci?cally modi?ed herein,all other temis and conditions of the (TFS and any prior
amendments thereto are incorporated by reference as it‘fully set forth herein,and shall continue in
full force and effect until the earlier of (a)expiration of the term,completion of the Project/Scope
of Services,or termination of the Agreement;or (b)mutual agreement in writing by the Partie
shereto.
lN Wl'[‘Nl£SS WHt",RF.()l~‘,the (‘ity and Contractor do hereby execute this Renewal Agreement
#2 to the Contract for Services Agreement (CPS/20-66).dated October 2|,2020.
THE CITY OF ENGLEWOOD
Date:
City Manager
Date:
Department Directo
Page 282 of 336
%
Mayor
Date:
Keesen sca Management,Inc.
Date:3&2‘‘AU
(TONT C
B)’:
Date:
Attcst:
Page 283 of 336
SCHEDULE A
OUTLINE OF STATEMENT OF WORK
Englewood Environmental Foundation, Inc. (EEF)
Snow & Ice Removal Services
1. GENERAL
Englewood Environmental Foundation Inc. will award Snow & Ice Removal Services where
vendor will supply all labor, materials, equipment and incidentals necessary to provide
appropriate electrical services at the Englewood Environmental Foundation (EEF) property.
2. NAMES OF PROJECT COORDINATORS
Contractor: EEF Project Coordinator:
Keesen Landscape Management, Inc. Melinda Goblirsch
(303) 761-0444 (303) 762-2511
sgenders@keesenlandscape.com mgoblirsch@englewoodco.gov
3. SUMMARY OF PURPOSE FOR STATEMENT OF WORK
To provide high quality snow removal services in order to provide safe and convenient
facilities for the public.
Typical snow removal services may include, but are not limited to: plowing/removing snow
and ice from parking lots, sidewalks, and pedestrian ramps. Deicing agents shall be applied
to all pedestrian access/egress points, stair ways, sidewalks, and pedestrian ramps during or
immediately after snow removal.
4. EQUIPMENT AND PROGRAMMING TO BE PROVIDED BY CITY (IF ANY) N/A
5. OTHER RESOURCES
Access to designated snow and ice removal locations.
6. DESCRIPTION OF WORK PRODUCT AND DELIVERABLES
•Contractor shall monitor the weather in order to determine the appropriate time to begin and
complete snow removal operations.
•Contractor shall respond to calls for service within one (1) hour, 24 hours per day, 7 days
per week
Page 284 of 336
•Contractor shall provide a fully qualified and experienced supervisor to manage the
Contractor’s equipment and personnel; the foreman shall act as a liaison between the EEF
representative and the Contractor’s personnel
•Contractor shall complete all work in a satisfactory manner within the specified timelines
•Contractor shall provide appropriate equipment, material and personnel resources to
complete all work in a satisfactory manner within the specified timelines
•Contractor shall provide equipment which is safe and in good working condition
•Contractor shall provide documentation for each snow event detailing personnel, equipment
and materials used as well as number of pushes for each; reports shall be submitted within
three (3) business days of each snow event where snow removal services are initiated
General
•Snow shall be placed in areas that will prevent snowmelt from draining back onto cleared
surfaces
•Snow plowing shall be completed so as to minimize the loss of parking areas
•Snow removal and deicing shall be performed at such frequencies so as to maintain parking
areas and walkway in a safe and passable condition for both pedestrian and vehicular traffic
•Deicing agents must be environmentally friendly and approved as safe for use on concrete
and asphalt surfaces
•Deicing agents shall be submitted for approval by EEF, annually, prior to written approval
for use
•Snow accumulations shall be as measured along the north entry of the Civic Center Building
as shown on attached map.
Building: Englewood Civic Center
Address: 1000 Englewood Parkway
Hours: 8:00 a.m. to 10:00 p.m., seven (7) days per week
Required Services:
Snow shall be plowed from all hard-surfaced areas when it reaches one and a half (1-1/2) inches in
depth (or one (1) inch in depth with snow still falling). Snow shall be plowed during the early
morning hours, with a completion time of 8:00 A.M. on all weekdays and 10:00 A.M. on all
weekend days.
Sidewalks and parking areas shall remain open and useable until 9:00 P.M. Clearing of
accumulation shall be maintained throughout the day. Snow shall be removed to designated areas
for storms that deposit three (3) inches or more of accumulation.
Building: Parking Garage
Address: 1000 Englewood Parkway
Page 285 of 336
Hours: 24 hours per day, seven (7) days per week
Required Services:
Snow shall be plowed from all hard-surfaced areas when it reaches one and a half (1-1/2) inches in
depth (or one (1) inch in depth with snow still falling). Snow and ice shall be continually removed
from parking areas, stair ways (trace of moisture) and walk ways. Snow removal and deicing shall
be performed at such frequencies so as to maintain areas in a safe and passable condition for both
pedestrian and vehicular traffic, on all weekdays and weekend days. Snow shall be removed to
designated areas for storms that deposit three (3) inches or more of accumulation.
The bridge to the RTD light rail station is not included in the scope of work as a heating system is
used to melt any snow or ice on the bridge. However, the ramps and stairways shall be plowed &
treated with deicing agent by the Contractor. If the heating system is broken or significant
accumulation occurs, the Contractor may be directed to clear snow from this area. The hourly rate
for Snow Removal: Sidewalks, Walk Ways & Pedestrian Ramps will be used to compensate the
contractor for this work.
Only rubber cutting edges on snowplow equipment blades shall be allowed to be used on the
parking garage. No equipment over 10,000 lbs. in gross vehicle weight (GVW) will be used for
snow removal on the parking garage.
Perimeter Sidewalks/Walk Ways/Pedestrian Ramps & Parking Lots (see attached map)
Address: N/A
Hours: 24 hours per day, seven (7) days per week
Required Services:
Snow shall be plowed from all hard-surfaced areas when it reaches one and a half (1/2) inches in
depth (or one (1) inch in depth with snow still falling). Snow and ice shall be continually removed
from sidewalks, pedestrian ways, pedestrian ramps, stair ways and paved surfaces. Snow removal
and deicing shall be performed at such frequencies so as to maintain areas in a safe and passable
condition for pedestrian traffic, on all weekdays and weekend days. Snow shall be removed to
designated areas for storms that deposit three (3) inches or more of accumulation. Areas directly
surrounding the fountain in front of the Civic Center building in the middle of Englewood Parkway
shall be hand shoveled to prevent laminar damage and no motorized plow use.
Contractor Responsibilities
•Contractor shall monitor the weather in order to determine the appropriate time to begin and
complete snow removal operations
•Contractor shall respond to calls for service within one (1) hour, 24 hours per day, 7 days
per week
Page 286 of 336
•Contractor shall provide a fully qualified and experienced supervisor to manage the
Contractor’s equipment and personnel; the foreman shall act as a liaison between the EEF
representative and the Contractor’s personnel
•Contractor shall complete all work in a satisfactory manner within the specified timelines
•Contractor shall provide appropriate equipment, material and personnel resources to
complete all work in a satisfactory manner within the specified timelines
•Contractor shall provide equipment which is safe and in good working condition
•Contractor shall provide documentation for each snow event detailing personnel, equipment
and materials used as well as number of pushes for each; reports shall be submitted within
three (3) business days of each snow event where snow removal services are initiated
EEF Responsibilities
•EEF shall designate an individual to serve as the contact person for the contractor, also
described as the EEF representative
•The EEF representative shall designate site(s) to place snow for removal for storms that
deposit three (3) inches or more of accumulation
•The EEF representative shall enable contractor access to sites and snow removal areas, as
needed
•EEF shall provide up to three (3) designated parking spots within the parking garage for
equipment used to execute this Contract
7. SPECIAL TERMS, IF ANY
•The firm must be organized for the purpose of providing commercial snow removal services
with a minimum of five (5) years of successful experience.
•The firm must be able to respond to service calls within one (1) hour, 24 hours per day, 7
days per week.
•On-site personnel may be required to pass a background check.
8. MODE OF PAYMENT
Payment by check after invoice submitted and approved
9. PAYMENT SCHEDULE
Invoices shall be submitted monthly and shall detail the hours utilized, according to the
Pricing
worksheet, at the contract rates.
Page 287 of 336
10. SCHEDULE AND PERFORMANCE MILESTONES
11. ACCEPTANCE AND TESTING PROCEDURES
The EEF representative shall inspect the work to verify compliance with specifications and
industry and performance standards. Work that does not meet specifications will be
corrected
in accordance with contract provisions, at no additional cost to EEF.
12. LOCATION OF WORK FACILITIES
Englewood Environmental Foundation, Inc. property located on the Northeast quadrant of
Highway 285 and S. Santa Fe Dr.
IN WITNESS WHEREOF, pursuant and in accordance with the Services Agreement between the parties
hereto dated _______________, 20__, the parties have executed this Statement of Work as of this ______
day of ________________, 20__.
CITY OF ENGLEWOOD, COLORADO
By:
(Signature)
_________________________________
(Print Name)
Title:
Date: _______________________________
____________________________________
Company Name
By:
(Signature)
_________________________________
(Print Name)
Title:
Date: _______________________________
Page 288 of 336
Contract Approval Summary
V10/25/2017
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: City Architect Email: mgoblirschi@englewoodco.gov
Vendor Contact Information
Vendor Name: Keesen Landscape Mgmt, Inc.Vendor Contact: Steve Genders
Vendor Address: 3355 S. Umatilla St.Vendor Phone: (303) 761-0444
City: Englewood Vendor Email:
sgenders@keesenlandscape.com
State: CO Zip Code: 80110
Contract Type
Contract Type:Other (describe below)
Description of ‘Other’ Contract Type: Renewal Agreement with automatic renewal for one-month
term, unless either party notifies the other party of intent to terminate (see agreement for detail)
Description of Contract Work/Services:
Attachments:
☒Contract -- ☐Original ☐Copy
☐Addendum(s)
☐Exhibit(s)
☐Certificate of Insurance
Summary of Terms:
Start Date: 10/06/22 End Date: 10/05/23 Total Years of Term: 1
Total Amount of Contract for term (or estimated amount
if based on item pricing): Not to Exceed $ 550,000.00
If Amended: Original Amount Amendment Amount Total as Amended:
Renewal options available:Additional one-year term.
Payment terms (please
describe terms or attach
schedule if based on
deliverables):
The City will pay Vendor for the work in accordance with unit
prices for actual services provided. Monthly payments will be
made upon work completed and approval of the invoice.
Typical snow removal services may include but are not limited to plowing/removing snow
& ice from parking lots, parking garage, sidewalks, and pedestrian ramps. The bridge to
the RTD light rail station is not included in the scope of work as a heating system is used
to melt any snow or ice on the bridge. Deicing agents shall be applied to all pedestrian
access/egress points, stairways, sidewalks, and pedestrian ramps during or immediately
after snow removal.
Page 289 of 336
Contract Approval Summary
V10/25/2017
Page | 2
Attachments:
☐Copy of original Contract if this is an amendment
☐Copies of related Contracts/Conveyances/Documents
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:
☐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
☐Sole Source: Explain Need below
☐
O
ther: Please describe
Page 290 of 336
EASTMAN
HURONELATIFOXGALAPAGOUS 285
DARTMOUTH
SANTA FEINCAFLOYD
INCAENGLEWOOD PKWY
PRINTED: 2019-01-07 15:35 DRAWN BY: JDL
Snow & Ice Removal
(Limits shaded in yellow)
Roadway cleared by City
Clearing of RTD walk, bridge, andsteps requires approval prior to work.
¶N SCALE:DATE: January 7, 2019PHOTO DATE: 2016
1 inch = 300 feet
Snow measure area
Page 291 of 336
Renew Contract for
Snow & Ice Removal Services
Englewood Environmental Foundation
Melinda Goblirsch –City Architect
Page 292 of 336
•The Englewood Environmental Foundation (EEF) selected Keesen Landscape
Management, Inc. to provide Snow & Ice Removal Services in 2019.
•A second contract (CFS/20-66) in the amount of $280,000 was approved by City
Council and issued in 2020.
•Change Order #1 to supplement this agreement was issued in March 2021 for $100,000.
•Change Order #2 for additional funding was issued in April 2021 for $150,000.
•Renewal Agreement Number 1 was approved in the amount of $500,000.
•Change Order #1 to supplement this agreement was issued in March 2022 for $50,000.
•This request is for approval of Renewal Agreement Number 2. Renewal
Agreement # 2 will automatically renew for a one-month term for one year.
•This is to provide continuous snow & ice removal anticipating the eventual dissolution of EEF.
•A Request for Proposal will be issued in 2023, if additional services are needed.
History of the Contract
Page 293 of 336
•Capital Project Management seeks approval to renew the Contract with Keesen
Landscape Management, Inc. to provide continued Snow & Ice Removal.
•Services include plowing/removing snow and ice from parking lots, and sidewalks.
Applying deicing agents during or immediately after snow removal.
•Each year Keesen Landscape Management has provided responsive, quality
service, and are familiar with City’s procurement policies and billing procedures.
Purpose of the Request
Page 294 of 336
•The City and EEF properties require continuous
snow & ice removal to clear sidewalks and parking
lots after snowfall events. This is to maintain
safe / slip resistant surfaces for City employees,
transit users, tenants, customers and visitors and
extends over a large area.
•Renewal Agreement # 2 will cover these services
while allowing for the future dissolution of EEF.
Analysis
Page 295 of 336
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:
Year Fund No.Fund Title Amount
2022
85 8501-54201 Professional Services $ 50,000
2023
85 8501-54201 Professional Services $ 500,000
Total $ 550,000
Page 296 of 336
•Continuous snow & ice removal services are required after snow events for
Civic Center and surrounding EEF properties.
•Staff requests that City Council approve, by consent, Renewal Contract #2 for
Keesen Landscape Management, Inc., in the not-to-exceed amount of
$550,000.
Summary
Page 297 of 336
Questions?Page 298 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Chris Edelstein, Melinda Goblirsch
DEPARTMENT: Public Works
DATE: December 5, 2022
SUBJECT:
EEF - Contract Renewal for Landscaping / Ground Maintenance
Services
DESCRIPTION:
Approval to renew the Contract with Terracare Associates, Inc. to provide continued
Landscaping / Ground Maintenance Services for the EEF (Englewood Environmental
Foundation) properties in the not-to-exceed amount of $250,000.
RECOMMENDATION:
Staff recommends Council approve, by consent, to renew the Contract with TerraCare
Associates, Inc. in the not-to-exceed amount of $250,000.
PREVIOUS COUNCIL ACTION:
NA
SUMMARY:
TerraCare Associates, Inc. has been providing Landscaping Services for the Englewood
Environmental Foundation (EEF) since 2019. This request is to approve Renewal Agreement
#2. This agreement will provide for continuous landscaping services anticipating the eventual
dissolution of EEF.
ANALYSIS:
The City and EEF properties require continuous landscaping / maintenance services to maintain
a clean and safe environment. This includes general cleaning, leaf removal, grass cutting, tree
trimming, irrigation repair and maintenance. TerraCare has continually provided responsive,
quality, and comprehensive landscaping services since 2019.
COUNCIL ACTION REQUESTED:
Continuous landscaping and ground maintenance services are required for the Civic Center and
surrounding EEF properties.
Staff request that City Council approve, by consent, Renewal Contract #2 for TerraCare
Associates, Inc. in the not-to-exceed amount of $ 250,000.
FINANCIAL IMPLICATIONS:
Year Fund No. Fund Title Amount
2022
Page 299 of 336
85 8501-54201 Professional
Services $ 50,000
2023
85 8501-54201 Professional
Services $ 200,000
Total $ 250,000
CONNECTION TO STRATEGIC PLAN:
Infrastructure
ATTACHMENTS:
EEF Board memorandum for Approval
Renewal Agreement 2 - CFS/20-65
Schedule A
Contract Approval Summary (CAS)
Landscaping Limits - Map
PowerPoint Presentation
Page 300 of 336
Page 301 of 336
RENEWAL AGREEMENT #2
TO
THE CONTRACT FOR SERVICES (CFS/20-65)OF OCTOBER 21,2020
BETWEEN TERRACARE ASSOCIATES,INC.
AND
THE CITY OF ENGLEWOOD FOR LANDSCAPING/GROUNDS MAINTENANCE
THIS AMENDMENT #2 to the Contract for Services Agreement dated October 21,2020,
made and entered into on this day of ,20 by and
between the City of Englewood hereinafter referred to as “the City,”and TerraCare Associates,
Inc.,hereinafter referred to as “Contractor,”and collectively referred to as the “Parties.”
WHEREAS,on October 21,2020 the Parties entered into a Contract for Services
Agreement (“CFS”)for the provision of landscaping and grounds maintenance services within the
Englewood Environmental Foundation (“EEF”)property area for the City of Englewood Public
Works Department;and
WHEREAS,the CFS was previously amended on October 19,2021 to extend the term of
the CFS by one year;and
WHEREAS,the parties desire to Amend the CFS,and any amendments thereto,to extend
the term of the CFS on a monthly basis through no later than October 19,2023.
NOW,THEREFORE,the City and Contractor hereby enter into this Renewal Agreement
Number 2 (“Agreement”)as follows:
I.AMENDIVIENT TERMS
This Amendment is entered into to extend the term by modifying Section 2 to read as follows:
2.Term and Renewal.The term of this Agreement shall commence on October 19,2022,
and shall automatically renew for a one—monthterm (the “Renewal Term”)on the 19thof
each month thereafter unless either party noti?es the other party in writing of its intent to
terminate the Agreement prior to the Renewal Term as provided in this Section 2.(a).Any
renewal beyond a one-year period,i.e.beyond October 19,2023,may require approval of
the Englewood City Council.The Parties understand and expressly acknowledge that a
Renewal Term beyond one year is contingent upon adequate appropriation of funds for
each fiscal year.
2.(a)Termination.Either party may terminate this Agreement by giving notice in writing
by registered mail,return receipt requested,to the other party thirty (30)days prior to anyPage 302 of 336
II.SCHEDULE A —OUTLINE OF STATEMENT OF WORK
The Outline of Statement of Work attached hereto as Attachment A and incorporated herein by
reference outlines the understanding and performance that each Party shall provide to the other
pursuant to the terms and conditions of the CFS and this Agreement for the Renewal Term.
III.COMPENSATION
Compensation and Payment for the services described in the Outline of Statement of Work,
attached hereto,shall be per the terms of Section 5 of the CFS and the attached Statement of Work,
in an amount not to exceed $250 000.00.
IV.FURTHER AMENDMENTS
Notwithstanding anything in the CFS to the contrary,the City may on written notice to Contractor
but without Contractor’s consent,assign any or all of its rights and delegate any or all of its
obligations under the CFS to any successor in interest to all or substantially all of the business to
which the CFS relates.
V.INCORPORATION BY REFERENCE OF AGREEMENT,ANY PRIOR
AMENDMENTS
Except as speci?cally modi?ed herein,all other terms and conditions of the CFS and any prior
amendments thereto are incorporated by reference as if fully set forth herein,and shall continue in
full force and effect until the earlier of (a)expiration of the term,completion of the Proj ect/Scope
of Services,or termination of the Agreement;or (b)mutual agreement in writing by the Parties
hereto.
IN WITNESS WHEREOF,the City and Contractor do hereby execute this Renewal Agreement
#2 to the Contract for Services Agreement (CFS/20-65),dated October 19,2021.
THE CITY OF ENGLEWOOD
By:
Department Director
Date:
By:
Date:Page 303 of 336
Mayor
Date:
Attest:
Date:
CONTRACT R
1By:
Tem'aCare Associates,Inc.
Date:OQ,+obC/‘£2031-Page 304 of 336
SCHEDULE A
OUTLINE OF STATEMENT OF WORK
Englewood Environmental Foundation, Inc. (EEF)
Landscaping and Grounds Maintenance Services
1. GENERAL
Englewood Environment Foundation Inc. will award Landscaping and Grounds
Maintenance Services where vendor will supply all labor, materials, equipment and
incidentals necessary to provide appropriate landscaping and grounds maintenance
services at the Englewood Environmental Foundation property.
2. NAMES OF PROJECT COORDINATORS
Contractor: EEF Coordinator:
TerraCare Associates, Inc. Melinda Goblirsch
(712) 251-9848 (303) 762 - 2511
aeriell.earleywine@myterracare.net mgoblirsch@englewoodco.gov
3. SUMMARY OF PURPOSE FOR STATEMENT OF WORK
To provide EEF with high quality landscaping & ground maintenance
services in order to provide safe and convenient facilities for the public
Typical services may include, but are not limited to: general cleaning of all common areas
including sidewalks, planters, roadways, grassed areas, and the parking garage. Different
seasons of the year will dictate different maintenance activities such as leaf removal, grass
cutting, tree trimming, etc.
4. EQUIPMENT AND PROGRAMMING TO BE PROVIDED BY CITY (IF ANY) N/A
5. OTHER RESOURCES
•EEF shall designate an individual to serve as the contact person for the contractor, also
described as the EEF representative
•The EEF representative shall enable contractor access to various sites, as needed
•EEF shall provide up to three (3) designated parking spots within the parking garage for
equipment used to execute this Contract
Page 305 of 336
6. DESCRIPTION OF WORK PRODUCT AND DELIVERABLES
Day Porter Services (Daily)
• Provide one (1) person and associated equipment during the following hours:
o Monday thru Friday from 7:00 a.m. to 2:00 p.m.
o Saturday from 7:00 a.m. to 12 noon
For a total of 40 hours per week
•Provide one (1) person half time and associated equipment during the following hours:
o Monday thru Friday from 7:00 a.m. to 11:00 a.m.
For a total of 20 hours per week
•Monitor, collect and dispose of debris and trash from all areas including benches, planter
beds and planted areas
•Dispose of all collected materials in the dumpster located in the on-site trash enclosure
•Collect any private shopping carts and stockpile them in the on-site trash enclosure for
disposal by the EEF
•Empty all trash receptacles (approximately 55 total) on sidewalks and replace trash liners, as
needed
•Collect commercial trash (approximately 10 locations) from the piazza and north side of
Englewood Parkway buildings and dispose of in the on-site trash enclosure
•Sweep and mop RTD elevator at least three (3) times per day
•Clean interior of RTD elevator to include: interior walls, doors & glass, exterior glass on
both landings
•Conduct periodic checks of the elevator throughout the day to address any cleaning needs in
a timely manner
•Sweep and spot clean/mop stairways (five (5) total) in parking garage; wipe down handles
•Remove all flyers, posters, advertisements and graffiti placed on light poles, trash
receptacles, walls, benches, etc.
•Collect pet feces from the designated dog walking area and other areas around the site,
where deposited
•Perform property inspection of the entire site and notify EEF representative of any property
damage, vandalism, lighting issues, illegal dumping or missing signage
Specialty Services
Power Washing
•Provide mechanized power washing of all concrete surfaces, per the attached map; this will
include sidewalks, walk ways, stair ways, pedestrian ramps and the exterior of all concrete
planters
Page 306 of 336
•Building windows adjacent to areas that are power washed shall be cleaned immediately
after power washing operations and prior to store operations resuming on the next business
day
•Dates & times for services to be coordinated with the EEF representative
•Special requests for power washing (outside of the two times per year requirement) may be
requested by the Owner and paid at the hourly rate provided
Grass Cutting & Trimming
•Grass clippings shall not be bagged but shall be left on the turf areas
•Grass clippings shall not be blown onto or in any way deposited in paved areas, including
streets, nor in the storm sewer system
•Grass clippings shall be blown into piles, swept up and disposed of in the EEF trash
enclosure
•The Contractor shall supply herbicides and fertilizer that is environmentally friendly and
approved as safe for use near people & animals
•The Contractor shall submit proposed herbicide and fertilizer to the EEF representative,
along with MDS sheets, prior to purchase. EEF representative will review and provide
written approval or denial of material.
Irrigation Repair & Maintenance
•Complete minor repairs & replace components of the irrigation system, as needed
•Startup system in spring; check & repair any leaks or broken components
•Winterize system in fall
•Program clocks, as needed
•Inspect backflow prevention devices annually
7. SPECIAL TERMS, IF ANY
Blowing or depositing grass clippings or any other organic material on paved surfaces
or in the storm sewer system is a violation of the city’s MS4 permit and is subject to
fines
and penalties including possible termination of the contract.
8. MODE OF PAYMENT
Payment by check once invoice is received and approved
9. PAYMENT SCHEDULE
Invoices shall be submitted monthly and shall detail the hours utilized, according to the
Pricing Worksheet, at the contract rates.
Page 307 of 336
10. SCHEDULE AND PERFORMANCE MILESTONES N/A
Power Washing Schedule
Location Frequency Allowable Time Periods
Englewood Parkway, Inca St,
Floyd Ave & Galapago St
2 times per year Saturday or Sunday, 5:00
p.m. to 8:00 p.m.
Piazza/Amphitheater 2 times per year Weekdays, 7:00 a.m. to 4:00
p.m.
Civic Center Sidewalks &
Walk Way
2 times per year Weekdays, 7:00 a.m. to 4:00
p.m.
RTD Bridge & Ramps 2 times per year Saturday or Sunday, 5:00
p.m. to 8:00 p.m.
Parking Garage Stair Ways,
Walk Ways & Pedestrian
Ramps
2 times per year Saturday or Sunday, 5:00
p.m. to 8:00 p.m.
Landscaping/Tree Trimming Schedule
Location Frequency Allowable Time Periods
Trim all trees & bushes 2 times per year 6:00 a.m. to 6:00 p.m.
Replenish mulch in planting
areas
1 time per year (spring)6:00 a.m. to 6:00 p.m.
Plant annuals in planter beds 1 time per year (spring)6:00 a.m. to 6:00 p.m.
Identify & replace any
dead/dying shrubs in planter
beds
As needed 6:00 a.m. to 6:00 p.m.
Leaf collection & disposal Weekly, in fall 6:00 a.m. to 6:00 p.m.
Grass Cutting & Trimming Schedule
Location Frequency Allowable Time Periods
Mow all turf areas 1 time per week 6:00 a.m. to 6:00 p.m.
Edge all turf areas 1 time per week 6:00 a.m. to 6:00 p.m.
Blow all grass clippings off
of paved surfaces; collect and
dispose of appropriately
1 time per week 6:00 a.m. to 6:00 p.m.
Page 308 of 336
Apply herbicide & fertilizer
to all turf areas; install
warning signage per
manufacturer’s guidelines
3 times per year (spring,
summer, fall)
6:00 a.m. to 6:00 p.m.
11. ACCEPTANCE AND TESTING PROCEDURES
The EEF representative shall inspect the work to verify compliance with specifications and
industry and performance standards. Work that does not meet specifications will be
corrected
in accordance with contract provisions, at no additional cost to EEF.
12. LOCATION OF WORK FACILITIES
Northeast quadrant of Highway 285 and S. Santa Fe Drive in Englewood, Colorado. The
property is owned by the Englewood Environmental Foundation, Inc. (EEF)
Services shall be provided for the following buildings/sites:
•Englewood Civic Center
•Parking Garage
•Bridge to RTD Light Rail Station (including elevator and ramps)
•Amphitheater
•Fountain area/front lawn
•Sidewalks/Walk Ways/Pedestrian Ramps
•Paved Roadways & Parking Lots within the EEF area (as shown on the attached map)
IN WITNESS WHEREOF, pursuant and in accordance with the Services Agreement between the parties
hereto dated _______________, 20__, the parties have executed this Statement of Work as of this ______
day of ________________, 20__.
CITY OF ENGLEWOOD, COLORADO
By:
(Signature)
_________________________________
(Print Name)
Title:
Date: _______________________________
____________________________________
Company Name
Page 309 of 336
By:
(Signature)
_________________________________
(Print Name)
Title:
Date: _______________________________
Page 310 of 336
Contract Approval Summary
V10/25/2017
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: City Architect Email: mgoblirsch@englewoodco.gov
Vendor Contact Information
Vendor Name: TerraCare Associates, LLC Vendor Contact: Aeriell Earleywine
Vendor Address: 15603 E. Fremont Drive
Suite B
Vendor Phone: 712-251-9848
City: Centennial Vendor Email:
aeriell.earlywine@myterracare.net
State: CO Zip Code: 80112
Contract Type
Contract Type:Contractural Services
Description of ‘Other’ Contract Type: Renewal Agreement with automatic renewal for one-month
term, unless either party notifies the other party of intent to terminate (see agreement for detail)
Description of Contract Work/Services:
Attachments:
☒Contract -- ☐Original ☐Copy
☐Addendum(s)
☐Exhibit(s)
☐Certificate of Insurance
Summary of Terms:
Start Date: 10/19/2022 End Date: 10/18/2023 Total Years of Term: 1
Total Amount of Contract for term (or estimated amount
if based on item pricing):$250,000.00
If Amended: Original Amount
$
Amendment Amount
$
Total as Amended:
$
Renewal options available:Additional one-year term.
Payment terms (please
describe terms or attach
schedule if based on
deliverables):
The City will pay Vendor for the work in accordance with unit
prices for actual services provided. Monthly payments will be
made upon work completed and approval of the invoice.
EEF Landscaping and Grounds Maintenance Services - Typical services may include
but are not limited to general cleaning of all common areas including sidewalks,
planters, roadways, grassed areas, and the parking garage. Different seasons of the
year will dictate different maintenance activities such as leaf removal, grass cutting,
tree trimming, etc.
Page 311 of 336
Contract Approval Summary
V10/25/2017
Page | 2
Attachments:
☐Copy of original Contract if this is an amendment
☐Copies of related Contracts/Conveyances/Documents
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:
☐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
☐Sole Source: Explain Need below
☐
O
ther: Please describe
Page 312 of 336
EASTMAN
HURONELATIFOXGALAPAGOUS 285
DARTMOUTH
ENGLEWOOD PKWYSANTA FEINCAFLOYD
INCAPRINTED: 2019-01-07 15:34 DRAWN BY: JDL
EEF Landscaping Limits
Dog Walking Areas
(Limits shaded in yellow)
¶N SCALE:DATE: January 7, 2019PHOTO DATE: 2016
1 inch = 300 feet
Page 313 of 336
Renew Contract for
Landscaping / Ground Maintenance Services
Englewood Environmental Foundation
Melinda Goblirsch –City Architect
Page 314 of 336
•The Englewood Environmental Foundation (EEF) / City of Englewood (COE)
selected TerraCare Associates, Inc. to provide Landscaping Services in 2019.
•A second contract (CFS/20-65) in the amount of $250,000 was approved by City
Council and issued in 2020.
•Renewal Agreement Number 1 was approved by Council on October 4, 2021.
•This request is for approval of Renewal Agreement Number 2. Renewal
Agreement # 2 will automatically renew for a one-month term for one year.
•This is to provide continuous landscaping services anticipating the eventual dissolution of EEF.
•A Request for Proposal will be issued in 2023, if additional services are needed.
History of the Contract
Page 315 of 336
•Capital Project Management seeks approval to renew the Contract with TerraCare
Associates to provide continued Landscaping / Ground Maintenance.
•Services include general cleaning, leaf removal, grass cutting, tree trimming,
irrigation repair and maintenance.
•Each year TerraCare Associates has provided responsive, quality service, and are
familiar with City’s procurement policies and billing procedures.
Purpose of the Request
Page 316 of 336
•The City and EEF properties require continuous
landscaping / maintenance services to maintain
a clean and safe environment for City employees,
transit users, tenants, customers and visitors.
Service required extends over a large area.
•Renewal Agreement # 2 will cover these services
while allowing for the future dissolution of EEF.
Analysis
Page 317 of 336
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:
Year Fund No.Fund Title Amount
2022
85 8501-54201 Professional Services $ 50,000
2023
85 8501-54201 Professional Services $ 200,000
Total $ 250,000
Page 318 of 336
•Continuous landscaping and ground maintenance are required for the Civic
Center and surrounding EEF properties.
•Staff requests that City Council approve, by consent, Renewal Contract #2 for
TerraCare Associates, Inc. in the amount of $250,000.
Summary
Page 319 of 336
Questions?Page 320 of 336
COUNCIL COMMUNICATION
TO: Mayor and Council
FROM: Chris Edelstein, Richard Scharnell, Steve Ortega
DEPARTMENT: Public Works
DATE: December 5, 2022
SUBJECT:
Approve a resolution authorizing the purchase of two (2) Utility
Bed Trucks from Brandon Dodge
DESCRIPTION:
Approve a resolution authorizing the purchase of two (2) Utility Bed Trucks from Brandon Dodge
on Broadway
RECOMMENDATION:
Staff recommends that Council approve a resolution authorizing the purchase of two 2022 Utility
Bed Trucks at a total cost of $157,880 ($78,940 per unit). Units are part of the Capital
Equipment Replacement Fund (CERF) program and past due for replacement.
SUMMARY:
The Fleet Service Division of the Public Works Department proposes purchase of two (2) 2022
Ram 3500 Utility bed trucks that are part of the Capital Equipment Replacement Fund (CERF)
program with a total cost of $157,880: Purchase of these units is recommended in 2022 and
delivery is expected before the end of 2022. Due to material shortages and supply chain issues
finding Utility Bed trucks, let alone one ton truck, has been very scarce. These units come
already outfitted and ready for service. Purchasing these vehicles now will allow replacement of
two units in need of replacement for time and repair.
ANALYSIS:
The City accounts for replacing capital equipment and vehicles in its CERF. Vehicle or
equipment replacement is based on its average useful life. The 2022 budget included funding
for the planned replacement of carious vehicles, including these units.
Fleet Services has been in contact with numerous local dealership such as Ford, Chevrolet, and
Dodge, but due to the rising inflation costs, they cannot fulfill state bids or collaborative
purchasing agreements prices. Several vendors cancelled units due to the rise in inflation.
However, Fleet Services was able to locate these units, which are available for purchase and
also upfitted with utility beds; therefor, they can be placed into service without the need to get
upfitted. Fleet Services and a member of the Utilities Department went to the dealership, viewed
these units, and agreed to move forward with this purchase.
COUNCIL ACTION REQUESTED:
The Fleet Service Division requests that City Counsil approve, by resolution, the purchase of
two (2) 2022 Ram 3500 Utility Bed Trucks each at $78,940, for a total cost of $ 157,880 from
Brandon Dodge on Broadway.
Page 321 of 336
FINANCIAL IMPLICATIONS:
The table below details information regarding the proposed units due for replacement:
Unit
#
Vehicle
Replace
d
Purchas
e
Year
Expecte
d
Life of
Vehicle
Replaceme
nt
Year
CERF
Funds
Collecte
d
M&R
Cost
Actual
Replaceme
nt
Cost
Cost
Differenc
e
042
0
2007
Dodge
RAM
3500
2007 10 2017 $33,138 $29,70
4 $78,940 $45,802
144
4
2013
Chevrole
t
3500
2013 8 2021 $83,850 $17,00
0 $78,940 (4,910)
Total $116,98
8
$46,70
4 $157,880 $40,892
The total amount collected by Fleet Services through the CERF program to replace these units
is $116,988 leaving a total unfunded balance of $40,892. Fleet Services will calculate a new
CERF charge to ensure it includes the new unit's acquired cost, fund shortage (if required), upfit
charges (if required), and market adjustment (5% per year).
Unit # CERF
Collected
2022
Acquired
Cost
Fund
Shortage
Total
includes
Acquired
Cost
Unfunded
Balance &
Market
Adjustment
(5%)
New
Estimated
Annual
Charge
0420 $33,138 $78,940 $45,802 $140,530 $28,106
The new rate would start in 2024 through the unit's life and would replenish the $45,802 of the
unfunded balance and ensure the department would have roughly $94,728 to replace this unit
when due for replacement. The annual charge will be adjusted (reduced) upon the old unit's
sale price at auction.
ATTACHMENTS:
Resolution
Contract Approval Summary
Quotes
PowerPoint
Page 322 of 336
1
RESOLUTION NO. ____
SERIES OF 2022
A RESOLUTION AWARDING A CONTRACT FOR THE PURCHASE OF
(2) 2022 RAM 3500 UTILITY BED TRUCKS FROM BRANDON DODGE.
WHEREAS, Section 116(b) of the Englewood Home Rule Charter, allow contracts for
public works or improvements associated with capital improvements to be negotiated, provided
that contracts for which no competitive bids have been requested are approved and accepted by
Resolution setting forth the reason for the exception to the competitive bidding requirement; and
WHEREAS, Section 4-1-3-1 of the Englewood Municipal Code 2000 allows for the
purchase of materials, equipment, machinery or devices without competitive bids where the
standardization of such materials and equipment is necessary to ensure the proper functioning of
existing equipment, machinery or devices and/or to prevent the duplication of existing equipment;
and
WHEREAS, the Englewood Public Works Department and Utilities Department each
require the acquisition of a 2022 Ram 3500 Utility Bed Truck to replace units past their expected
vehicle life expectancy; and
WHEREAS, the Public Works Department, Fleet Services Division has been in contact
with numerous local dealerships such as Ford, Chevrolet, and Dodge, but due to the rising inflation
costs, they cannot fulfill state bids or collaborative purchasing agreement prices; and
WHEREAS, Brandon Dodge has these units available for purchase at a cost of $78,940.00
each, and have already upfitted the units with utility beds allowing them to be placed into service
immediately; and
WHEREAS, the funds for the purchase of these two units would come from the Public
Works 2022 Capital Equipment Replacement Fund (CERF), in the total amount of $157,880.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF ENGLEWOOD, COLORADO, AS FOLLOWS:
Section 1. The Englewood City Council hereby authorizes the purchase of two (2) 2022
Ram 3500 Utility Bed Trucks, in lieu of the internal competitive bid process, for a purchase in the
total amount of $157,880.00, as set forth in the Brandon Dodge quotes, attached hereto as Exhibit
A.
Section 2. The Mayor, Mayor Pro Tem (in the Mayor’s absence), and/or City staff are
hereby granted the authority to take all actions necessary to implement the provisions of Section 1
above.
Page 323 of 336
2
ADOPTED AND APPROVED this ____ day of _______________, 202____.
Othoniel Sierra, Mayor
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 202___.
Stephanie Carlile
Page 324 of 336
Contract Approval Summary
March 2019 Update
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: Richard Scharnell Phone:303-762-2545
Title: Fleet Supervisor Email:
RScharnell@englewoodco.gov
Vendor Contact Information
Vendor Name: Brandon Dodge on Broadway Vendor Contact: Hal Turley
Vendor Address: 5600 South Broadway Vendor Phone: 720-261-4711
City: Littleton Vendor Email: Hal_Turley@Hotmail.com
State: CO Zip Code: 80121
Contract Type
Contract Type:Other (describe below)
Description of ‘Other’ Contract Type: Vehicle Purchases
Description of Contract Work/Services:
Attachments:
☒Contract -- ☐Original ☐Copy
☐Addendum(s)
☐Exhibit(s)
☐Certificate of Insurance
Summary of Terms:
Start Date: 12/05/2022 End Date: 12/31/2022 Total Years of Term:
Total Amount of Contract for term (or estimated amount
if based on item pricing):$157,880.00
If Amended: Original Amount
$
Amendment Amount
$
Total as Amended:
$
Renewal options available:
Payment terms (please
describe terms or attach
schedule if based on
deliverables):
Attachments:
☐Copy of original Contract if this is an Amendment
☐Copies of related Contracts/Conveyances/Documents
CERF replacements for 0420 and 1444
Page 325 of 336
Contract Approval Summary
March 2019 Update
Page | 2
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* (Continue on Next Page):
*Note: Qualifications Based Selection / Best Value Justification detailed explanation may include
the following information, but is not limited to:
CAPITAL ONLY A B C 1 = A-B-C
Capital
Operating Year
Tyler / New
World
Project # / Task#Fund Division Object Line Item Description Budget Spent to Date
Contract
Amount
Budget
Remaining
C 2022 62 1001 61402 (2) 2022 Ram 3500 $3,410,973.00 3,184,512.36$ 157,880.00$68,580.64$
-$ -$ -$
-$
Total by Fund - Current Year $3,410,973.00 3,184,512.36$ 157,880.00$68,580.64$
Grand Total $3,410,973.00 3,184,512.36$ 157,880.00$68,580.64$
CAPITAL & OPERATING EXPENSE
Page 326 of 336
Contract Approval Summary
March 2019 Update
Page | 3
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 327 of 336
SALISMAN 2:1 TURLEY,HALVEHICLEPURCHASEAGREEMENTSALESMAN#2
___$$;___THE FRONTANDBACK OFTHISAGREEMENTCOMPRISE THE ENTIRE AGREEMENTAFFECTINGTHIS PURCHASE
DATE OF ORDER:10/19/2022 DEAL #
I-’un'lIa5€I CITY OF ENGLEWOOD
CIrPIIIcIIaseI
Adams 1000 ENGLEWOODPKWY
CI[).C0unl}.SLate.ZipENGLEWOOD CO 80110-2373Pho-=c~H~303/349-7253 W-303/961-4864
L hrreby order from you,snhjett to all termx.mndittinns Ind ngnements coutaincd llervin.and III:ADDITIONALC
129698 DELIVERYDATE:10/19/2022
Dealer BRANDOND
O.\"Dl'I'IOl\'Sprintui an thc rncn:side.Stock ?t Year Make 8.’Model Color VEl1lClC'Idenu?czztionNumberR78162022RAM35003C63R3GL5NG30338
DESCRIPTION or 'I‘RAI)E-INS;Stock ?t Yczu Make &Mudrl Color \'elTIL‘leIdeI1ti?CaLIonNumber
.\1:Ike&Model Color Vehicle Idcnu?calionNumber Lit No.
CASH PRICE AS E8UIPPEDBEFORE.VIA.'\'L'FACTL'RERDISCOUNTS.-L'VD/R REBATES:
MAVUFACTURERDISCOUNTPROGRAM:
NET PURCHASER(S)PRICE:
1.CASH PRICE BEFORE REBATE:
2.DOWN PAYMENTConsxsungBf
AI CASH FROM PL'RCHASER(S/
7321035 6.OTHER CHARGES:C sIS!Iugof~
A.DEPT.OF MOTOR VEI ICLES:Consisting of:
78210.36
78210.36
-TITLE TRANSFFR 3 7,20.LICENSE/REGISTRATION 3 2o_()()
—1'R_lP PERMITVIN.IlTS—l;ECTION
4_44
.SAlES"USE TAX N/A.{AX —LUXURYCAR N/A
was
Is,MAI\"L'FACTl.'RERREBATE S N/A
C.TR.—\DE~IN(S)S
.DELIVER\’AND HANDLING‘593 _o0-TRADE-I.\'(s;ALLOWANCE 5 N/A LITE TERM COVERAGE N/A—BAI,A.\’CE owED ow TRADE-lN(Sr 3 N/A DISABILITYCOVERAGE N/A
C.‘1_H'!DF)w
~NET TRADE~[.\'(S>ALLOVVANCE S
.SI:R\’ICECONTRACTPLAN"
.MAI.\'I'ENANCEPLAN
ToTAL LOSS PROTECT N
1.N/A
K-N/A
’—-N/A
M.T0TAI.0THERcHARES
7.[TVPAID BALANCElAInount Financed)
8.FINANCECHARGE:
9.DEFERREDPAYMENTPRICE:
10.TOTAL OF PAYMENTS
ll.A.\_\'['AL PERCENTAGERATE:
I2.UNPAID RALANCETO E PAID
PAYMENT F
BEGINNING 10/19/
N/A
N/A
N/A
N/A
N/A
N/A
I
3;N/A
D.DEFERREDDOWN PAYME.\'T 5 N/A
mmuommmmmmu.
E.T0rrAI_DOWN PAYMENT 3 N/A.CASH BALANCEAS EQUIPPEI):
4.AFTERMARKETPRODUCTSPURCHASED:
MAG WINDSHIELD 3 N/A
78940.00
'u
5 78210.36
N/A
78940.00
1'IRE&WHEEI_3 N/A
ETCH I N/A
SAFE STOP 3 N/A
DINGSHIELD 5 N/A
TOTAL AFTERMARKETPRODUCTSPURC}-IASED;
.UNPAID BALANCE OF CASH PRICE:
,Purchnser(s)agree that financing will be secured through:
CASH DEAL
.''‘lance is
.
\-
I ''-I‘I?3BI‘(§)to appear as legal owner on the tltle unnl the nnpmd ba
14.THE DEALER shall have a sccurlty Il'I(l?Ye)I In the property and Is nulhortzed by Purc
V
_
PERCEVTAGE
»>,'‘
A 4 ‘W LL BE CHARGEI INTEREST AT THE AVIVLAI..
paid in full.Should the unpzud balance be C0nsILlLre(lpa§ldl1€.THE Pl RC H \$l3Rt5)l ’RATE OF 18%AND DEALER WILL HAVE THE RIGHT TO REPOSSESS THE VEHICLE.
10/19/22 01:10 pm
PAGE 1 OF 4
46248"'l ‘BDM-Fl
Page 328 of 336
Purchaser CITY OF ENGLEWOOD
C LP Purchaser
Address 1000 ENGLEWOODPKWY
Cit).CouI1ty.State.ZipENGLEWOOD CO 80110-2373
Phone r‘»Hr 303/349-7253
I.|.I:r¢I.vy onlu from you,subjrtl In anImus.conditions and azmrmnvs zunlained hmin.and H1:ADDITIONAL C
Stuck Jv‘Year
R7759
Stock a Year
VTHHCLEPURCHASEAGREBWENT
THE FRONT AND BACK OF THIS AGREEMENT COMPRISE THE ENTIRE AGREEM
DATE OF ORDER:10/19/2022 DEAL #
W-303/961-4864
Make &I\10dtI Color
2022 RAM 3500
DESCRIPTION or TRADE-I_‘\‘(S)
Make &Model Color
129697
De-11"BRANDON DO
5600 S BROA
LITTLETON,C
Venn‘It Idemi ?canon Number
3C63R3GL3NG303384
Vehrdr Idcnri?calion Number
MAN /41 TURLEY,HAL
MAN #2
ENT AFFECTING THIS PURCHASE
DELIVERY DATE:10/19/2022
GE ON BROADWAY
WAY
I)80121
NDITIONS y?nlrd on the runs:sidz.
Lic Nu.
Make &Modcl Color Vehncle Idemi?calionIxumbcr Lir.No.No.Q Is
(‘ASH PRICEA5 E8DISCOIXVTSAND/R REBATES:
MANL'FACTI'RER DISCOUNT PROGRAM:
NET PURCHASER(S)PRICE:
1.CASH PRICE BEFORE REBATE:
2.DOWN PAYf\’IE!\"l‘Conusung .r
UIPPED BEFORE MA.‘\'L'FA("I'['RER 3 78210.36
N/A
78210.36
78210.36
6.OTHER CHARGES:c
A.DEPT.OP MOTOR VEl-
—TI1 LE TRANSFER
-I.ICEI\'SE«REGIST
—TRIP PERMIT VIN I
msrsung,of~
ICLES:Consisting of.
S 7 .20
“O”20.00
SPECFION
A.CASH FROM PIJRCIIASERISI S .SALES USE TAX
B.I\IAN1'l-'ACTURER REBATE
97
N/A .'lA)(-LUXURYCAR
C.TRADE-IN(SI .DELIVERYAND HANE
mm
-TRADE—IN(S7 ALLOWANCE N/A '.LIFE TERM COVERAG
—BALANCE OWED ON TRADEINIS)S .DISABILITY COVER.-\
»NET TR.\DE—L‘\'(S)ALLO\\'PL\lCF,S '.SERVICE CONTRACT 5
D«I.INCE DWINGIS ANESTIMATEL'M'II.PAIDBY DEALER.PURCHASER
V MA”-TE;;ANCE PLAN 5 N/AASSUMESALLLl.ILTII FURIT'S ACELRACI.IF ESTIMATEISTOO LOW
Pl'R(I'lA.\ER M sr PM‘THE ADDITIONALDALLNCF IM.‘»lEDI\TFl_Y rm 1,TOTAL L055 }>R0[E(“[1Q_\j 3 N/ATHISAUREEIIENTMAYBECANCELEDBIDEALERATONUE.
J.N/A 3 N/A
N/A K’N/A 5 N/A
D.DEFERRED DOWN PAYMENT 5 N/A L‘N/A 3 N/A
E.TOTAL DO\\"_\'mvrsmvr S N/A 5 M.TOTAL OTHER CHAR GES 729.64
.CASH BALANCE AS EQUIPPED:S 78210.36 .LNPAID BALANCE (Amount Financed):78940.00
AFTERMARKETPRODYCTS PURCHASED:
MAG WIN DSHIELD 3 N/A
.FINANCE CHARGE:
.DEFERRED PAYIVIEIN"
.TOTAL OF PAYMENTS:
N/A
N/APRICE:
TIRE&\VHEEl 3 N/A
EICII $N/A
SAFE STOP S
DINGSI-HELD 3 N/A
TOTAL AFTERMARKET PRODUCTS PURCIIASED:
.I7'.'\'I’AIDBALANCE OF CASH PRICE:
.Purchaser(s)agree that ?nancing will be sccumd through:
14.
CASH DEAL
THE DEALER shall have a security inlere‘-I in [he properly and is aulhorized by Purchaser(s)to appear as legal nwneronthe title untiIvlI_|eunpaid balancaispaidinfull.Should lhe unpaid balance be considered pasl due,THE PURC}IASER(S)VVILLBE CIIARGID I.\'l EREST AT THE A.\'.‘Vl.-\L PERCENTAGE
RATE OF 18"/u.A_\'D DEALER WILL HAVETHE RIGHT TO REPOSSESS THE VEHICLE.
PAGE 1 OF 4
46248"1"BDM-Fl
.ANNUAL PERCENTAC
12.UNPAID ISALILVCE 10 BE PAID .
PAYMENT OF $
BEGINNING 10/19
PAYABLE T0:CASH DEAL
2022
10/19/22 01:12 pm
Page 329 of 336
Purchase of Utility Truck Beds
By: Steve Ortega, Maintenance & Operations Manager
Richard Scharnell, Fleet Supervisor
Page 330 of 336
Fleet Services is working to replace two (2) units due for replacement.
These units are past due for replacement.
Older vehicles have higher fuel costs and maintenance costs and tend to be
unreliable.
Background
Page 331 of 336
Maintenance & Repair
Vehicle Acquired Cost Actual Maintenance &
Repair Costs
M&R as a % of Acquired
Cost
#0420 $29,126 $29,704 102%
#1444 $40,751 $17,000 42%Page 332 of 336
Financial Implications
Vehicle CERF Collected Replacement Cost Fund Shortage
#0420 $33,138 $78,940 $45,802
#1444 $83,850 $78,940 $(4,910)
Total $116,988 $157,880 $40,892
•The shortage of $40,892 will be paid from the CERF balance
•The sale price of the two (2) units, at auction, will be returned to the CERF balance
•The remaining shortfall will be factored into the annual CERF charge, paid by the
Utilities Department, and Fleet Services over the life of the new units starting in
2024
Page 333 of 336
Unit 0420 (Fleet Services)
CERF Collected -$33,138
Replacement Cost -$78,940
Fund Shortage -$45,802 (paid back over the next five years)
5% market increase cost -$15,788 (varies by year & by vehicle class)
Total Cost including fund shortage & 2024 market increase -$140,530
New CERF Payment -$2,342.17 month x 12 months -$28,106 (annually)
CERF Balance after five (5) years, excluding fund shortage -$94,728
2023 CERF Charge Example
Page 334 of 336
Staff recommends Council approval to purchase two (2) 2022 Ram 3500 Utility
Truck Beds from Brandon Dodge on Broadway.
CONNECTION TO STRATEGIC PLAN:
Governance -A City government that is accountable, effective, and efficient.
Recommendation
Page 335 of 336
Questions & Thank You!Page 336 of 336