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ORDINANCE NO. 8638
AN ORDINANCE ESTABLISHING THE CITY OF PUEBLO
DOWNTOWN TOURISM IMPROVEMENT STUDY AS
PART OF THE CREATIVE CORRIDOR MASTER PLAN,
PROJECT NO. PL1310, ACCEPTING THE TRANSFER OF
FUNDS IN THE AMOUNTS OF $10,000 FROM THE
PUEBLO URBAN RENEWAL AUTHORITY, $15,000 FROM
THE HISTORIC ARKANSAS RIVERWALK FOUNDATION,
AND $25,000 FROM THE COLORADO DEPARTMENT OF
LOCAL AFFAIRS TO PL1310, BUDGETING AND
APPROPRIATING $50,000 FOR SAID PROJECT,
APPROVING A GRANT AGREEMENT BETWEEN THE
CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND
THE DEPARTMENT OF LOCAL AFFAIRS, AND
AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO
EXECUTE SAME
BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
Funds in the amount of $10,000 are hereby accepted from the Pueblo Urban
Renewal Authority to be transferred to PL1310, City of Pueblo Downtown Tourism
Improvement Study as part of the Creative Corridor Master Plan.
SECTION 2.
Funds in the amount of $15,000 are hereby accepted from the Historic Arkansas
Riverwalk of Pueblo Foundation to be transferred to PL1310, City of Pueblo Downtown
Tourism Improvement Study as part of the Creative Corridor Master Plan.
SECTION 3.
Funds in the amount of $25,000 are hereby accepted from the Colorado
Department of Local Affairs to be transferred to PL1310, City of Pueblo Downtown
Tourism Improvement Study as part of the Creative Corridor Master Plan.
SECTION 4.
The City of Pueblo Downtown Tourism Improvement Study as part of the
Creative Corridor Master Plan, Project No. PL1310, is hereby established and funds in
the amount of $50,000 are hereby budgeted and appropriated for said Project.
SECTION 5.
The President of the City Council is authorized to execute and deliver the grant
agreement in the name of the City and the City Clerk is directed to affix the seal of the
City thereto.
SECTION 6.
The officers and staff of the City are directed and authorized to perform any and
all acts consistent with the intent of the Ordinance and the attached grant agreement to
effectuate the transaction described therein.
SECTION 7.
This Ordinance shall become effective immediately upon final passage and
approval.
INTRODUCED: September 23, 2013
BY: Chris Kaufman
PASSED AND APPROVED: October 15, 2013
Background Paper for Proposed
ORDINANCE
DATE: AGENDA ITEM # R-1
September 23, 2013
DEPARTMENT: PLANNING AND COMMUNITY DEVELOPMENT
JULIE ANN WOODS, AICP/ASLA, DIRECTOR
TITLE
AN ORDINANCE ESTABLISHING THE CITY OF PUEBLO DOWNTOWN TOURISM
IMPROVEMENT STUDY AS PART OF THE CREATIVE CORRIDOR MASTER PLAN,
PROJECT NO. PL1310, ACCEPTING THE TRANSFER OF FUNDS IN THE
AMOUNTS OF $10,000 FROM THE PUEBLO URBAN RENEWAL AUTHORITY,
$15,000 FROM THE HISTORIC ARKANSAS RIVERWALK FOUNDATION, AND
$25,000 FROM THE COLORADO DEPARTMENT OF LOCAL AFFAIRS TO PL1310,
BUDGETING AND APPROPRIATING $50,000 FOR SAID PROJECT, APPROVING A
GRANT AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL
CORPORATION, AND THE DEPARTMENT OF LOCAL AFFAIRS, AND
AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME
ISSUE
Should City Council establish the City of Pueblo Downtown Tourism Improvement Study
as the first phase of a Creative Corridor Master Plan, Project No. PL1310, accept the
transfer of funds from the Pueblo Urban Renewal Authority (PURA), Historic Arkansas
Riverwalk Foundation (HARP), and the Colorado Department of Local Affairs totaling
$50,000, budget and appropriate $50,000 for said Project, and approve a grant
agreement with the Department of Local Affairs?
RECOMMENDATION
Approve the Ordinance.
BACKGROUND
On June 10, 2013, by Ordinance No. 12697, City Council approved a Resolution
requesting a grant in the amount of $25,000 from the Colorado Department of Local
Affairs (DOLA) to fund the preparation of preliminary civil engineering, urban design,
and landscape architectural plans for the area around the Convention Center expansion
and Gateway Area within the Regional Tourism Act (RTA) project area. The funds will
be used to hire a consultant for this design work which will serve as the first phase of an
overall master plan for the Pueblo Creative Corridor and adjacent areas (within which
the RTA is located). The funds are to be matched by Pueblo Urban Renewal for
$10,000 and the HARP Foundation for $15,000. A Resolution presenting a cooperative
agreement between the City, PURA and the HARP Foundation to manage the Project
and funds will be presented at the October 15, 2013 City Council meeting.
The funds have been approved by DOLA (see acknowledgement letter attached) and a
contract with Exhibits (also attached) has been reviewed by the City Attorney. Funding
for the larger Creative Corridor Master Plan is expected to be funded by a Tier 1 Energy
Impact grant from DOLA and a National Endowment for the Arts (NEA) grant.
FINANCIAL IMPACT
None. The amount of the local match is being provided by PURA and the HARP
Foundation.
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
GRANT AGREEMENT
Between
STATE OF COLORADO
DEPARTMENT OF LOCAL AFFAIRS
And
CITY OF PUEBLO
Award Amount: $25,000.00
Identification #s:
Encumbrance #: F14S7279 (DOLA's primary identification #)
Contract Management System #: 60144 (State of Colorado's tracking #)
Project Information:
Project /Award Number: EIAF 7279
Project Name: Pueblo Downtown Tourism Improvements Study
Performance Period: Start Date: End Date: 07/31/14
Brief Description of Project / The Project is the development of a Master Plan for the area centered
Assistance: around the interface between the Historic Arkansas Riverwalk Project
(HARP) and the new Convention Center expansion within the Grantee's
Tourism Zone (RTA), located within and adjacent to the City of Pueblo's
Creative Corridor.
Program & Funding Information:
Program Name Energy & Mineral Impact Assistance Fund
Funding source: State Funds
Catalog of Federal Domestic Assistance (CFDA) Number (if federal funds): n/a
Funding Account Codes: 152 FBAO 127 5110
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
TABLE OF CONTENTS
1. PARTIES 2
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY. 2
3. RECITALS 3
4. DEFINITIONS 3
5. TERM 4
6. STATEMENT OF PROJECT 5
7. PAYMENTS TO GRANTEE 5
8. REPORTING - NOTIFICATION 6
9. GRANTEE RECORDS 6
10. CONFIDENTIAL INFORMATION -STATE RECORDS 7
11. CONFLICTS OF INTEREST 8
12. REPRESENTATIONS AND WARRANTIES 8
13. INSURANCE 8
14. BREACH 11
15. REMEDIES 12
16. NOTICES and REPRESENTATIVES 14
17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE 14
18. GOVERNMENTAL IMMUNITY 14
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM 15
20. RESTRICTION ON PUBLIC BENEFITS 15
21. GENERAL PROVISIONS 15
22. COLORADO SPECIAL PROVISIONS 18
SIGNATURE PAGE 20
EXHIBIT A — APPLICABLE LAWS
EXHIBIT B — SCOPE OF PROJECT
EXHIBIT C — RESERVED.
EXHIBIT D — RESERVED.
EXHIBIT E — PROJECT PERFORMANCE PLAN
EXHIBIT F — RESERVED.
EXHIBIT G — FORM OF OPTION LETTER
FORM 1 — RESERVED.
1. PARTIES
This Agreement (hereinafter called "Grant ") is entered into by and between the CITY OF PUEBLO
(hereinafter called "Grantee "), and the STATE OF COLORADO acting by and through the Department of Local
Affairs for the benefit of the Division of Local Government (hereinafter called the "State" or "DOLA ").
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY.
This Grant shall not be effective or enforceable until it is approved and signed by the Colorado State Controller
or designee (hereinafter called the "Effective Date "). The State shall not be liable to pay or reimburse Grantee
for any performance hereunder, including, but not limited to costs or expenses incurred, or be bound by any
provision hereof prior to (see checked option(s) below):
A. ® The Effective Date.
B. ❑ The Effective Date; provided, however, that all Project costs, if specifically authorized by the federal
funding authority, incurred on or after March 1, 20XX, may be submitted for reimbursement as if
incurred after the Effective Date.
C. ❑ insert date for authorized Pre - agreement Costs (as such term is defined in §4), if specifically
authorized by the funding authority . Such costs may be submitted for reimbursement as if incurred after
the Effective Date.
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3. RECITALS
A. Authority, Appropriation, and Approval
Authority to enter into this Grant exists in C.R.S. 24 -32 -106 and 29 -3.5 -101 and funds have been budgeted,
appropriated and otherwise made available pursuant to C.R.S. 39 -29 -110 (Local Government Severance
Tax Fund) and a sufficient unencumbered balance thereof remains available for payment. Required
approvals, clearance and coordination have been accomplished from and with appropriate agencies.
B. Consideration
The Parties acknowledge that the mutual promises and covenants contained herein and other good and
valuable consideration are sufficient and adequate to support this Grant.
C. Purpose
The purpose of this Grant is described in Exhibit B.
D. References
All references in this Grant to sections (whether spelled out or using the § symbol), subsections, exhibits or
other attachments, are references to sections, subsections, exhibits or other attachments contained herein or
incorporated as a part hereof, unless otherwise noted.
4. DEFINITIONS
The following terms as used herein shall be construed and interpreted as follows:
A. Budget
"Budget" means the budget for the Project and /or Work described in Exhibit B.
B. Closeout Certification
"Closeout Certification" means the Grantee's certification of completion of Work submitted on a form
provided by the State.
C. Evaluation
"Evaluation" means the process of examining Grantee's Work and rating it based on criteria established in
§6 and Exhibit B.
D. Exhibits and other Attachments
The following are attached hereto and incorporated by reference herein:
i. Exhibit A (Applicable Laws)
ii. Exhibit B (Scope of Project)
iii. Exhibit E (Project Performance Plan)
iv. Exhibit G (Form of Option Letter)
E. Goods
"Goods" means tangible material acquired, produced, or delivered by Grantee either separately or in
conjunction with the Services Grantee renders hereunder.
F. Grant
"Grant" means this agreement, its terms and conditions, attached exhibits, documents incorporated by
reference pursuant to the terms of this Grant, and any future modifying agreements, exhibits, attachments
or references incorporated herein pursuant to Colorado State law, Fiscal Rules, and State Controller
Policies.
G. Grant Funds
"Grant Funds" means available funds payable by the State to Grantee pursuant to this Grant.
H. Party or Parties
"Party" means the State or Grantee and "Parties" means both the State and Grantee.
I. Pay Request(s)
"Pay Request(s)" means the Grantee's reimbursement request(s) submitted on form(s) provided by the
State.
J. Pre - agreement costs
"Pre- agreement costs ", when applicable, means the costs incurred on or after the date as specified in §2
above, and prior to the Effective Date of this Grant. Such costs shall have been detailed in Grantee's grant
application and specifically authorized by the State and incorporated herein pursuant to Exhibit B.
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K. Project
"Project" means the overall project described in Exhibit B, which includes the Work.
L. Project Closeout
"Project Closeout" means the submission by the Grantee to the State of an actual final Pay Request, a final
Status Report and a Closeout Certification.
M. Program
"Program" means the grant program specified on the first page of this Grant that provides the funding for
this Grant.
N. Review
"Review" means examining Grantee's Work to ensure that it is adequate, accurate, correct and in
accordance with the criteria established in §6 and Exhibit B.
0. Services
"Services" means the required services to be performed by Grantee pursuant to this Grant.
P. Status Report(s)
"Status Report(s)" means the Grantee's status report(s) on the Work/Project submitted on form(s) provided
by the State.
Q. Subcontractor
"Subcontractor" means third - parties, if any, engaged by Grantee to carry out specific vendor related
services.
R. Subgrantee
"Subgrantee" means third - parties, if any, engaged by Grantee to aid in performance of its obligations.
Subgrantee is bound by the same overall programmatic and grant requirements as Grantee.
S. Subject Property
"Subject Property" means the real property, if any, for which Grant Funds are used to acquire, construct, or
rehabilitate.
T. Substantial Progress in the Work
"Substantial Progress in the Work" means Grantee meets all deliverables and performance measures within
the time frames specified in Exhibit E.
U. Work
"Work" means the tasks and activities Grantee is required to perform to fulfill its obligations under this
Grant and Exhibit B, including the performance of the Services and delivery of the Goods.
V. Work Product
"Work Product" means the tangible or intangible results of Grantee's Work, including, but not limited to,
software, research, reports, studies, data, photographs, negatives or other finished or unfinished documents,
drawings, models, surveys, maps, materials, or work product of any type, including drafts.
5. TERM.
A. Initial Term -Work Commencement
Unless otherwise permitted in §2 above, the Parties' respective performances under this Grant shall
commence on the Effective Date. This Grant shall terminate on July 31, 2014 unless sooner terminated or
further extended as specified elsewhere herein.
B. Two Month Extension
The State, at its sole discretion upon written notice to Grantee as provided in §16, may unilaterally extend
the term of this Grant for a period not to exceed two months if the Parties are negotiating a replacement
Grant (and not merely seeking a term extension) at or near the end of any initial term or any extension
thereof. The provisions of this Grant in effect when such notice is given, including, but not limited to
prices, rates, and delivery requirements, shall remain in effect during the two month extension. The two -
month extension shall immediately terminate when and if a replacement Grant is approved and signed by
the Colorado State Controller.
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6. STATEMENT OF PROJECT
A. Completion
Grantee shall complete the Work and its other obligations as described herein and in Exhibit B. Except as
specified in §2 above, the State shall not be liable to compensate Grantee for any Work performed prior to
the Effective Date or after the termination of this Grant.
B. Goods and Services
Grantee shall procure Goods and Services necessary to complete the Work. Such procurement shall be
accomplished using the Grant Funds and shall not increase the maximum amount payable hereunder by the
State.
C. Employees
All persons employed by Grantee or Subgrantees shall be considered Grantee's or Subgrantees'
employee(s) for all purposes hereunder and shall not be employees of the State for any purpose as a result
of this Grant.
7. PAYMENTS TO GRANTEE
The State shall, in accordance with the provisions of this §7, pay Grantee in the following amounts and using the
methods set forth below:
A. Maximum Amount
The maximum amount payable under this Grant to Grantee by the State is $25,000.00 (TWENTY FIVE
THOUSAND and XX/100 DOLLARS), as determined by the State from available funds. Grantee agrees
to provide any additional funds required for the successful completion of the Work. Payments to Grantee
are limited to the unpaid obligated balance of the Grant as set forth in Exhibit B.
B. Payment
i. Advance, Interim and Final Payments
Any advance payment allowed under this Grant or in Exhibit B shall comply with State Fiscal Rules
and be made in accordance with the provisions of this Grant or such Exhibit. Grantee shall initiate any
payment requests by submitting invoices to the State in the form and manner set forth and approved by
the State.
ii. Interest
The State shall not pay interest on Grantee invoices. The State shall fully pay each invoice within 45
days of receipt thereof if the amount invoiced represents performance by Grantee previously accepted
by the State.
iii. Available Funds - Contingency- Termination
The State is prohibited by law from making fiscal commitments beyond the term of the State's current
fiscal year. Therefore, Grantee's compensation is contingent upon the continuing availability of State
appropriations as provided in the Colorado Special Provisions, set forth below. If federal funds are
used with this Grant in whole or in part, the State's performance hereunder is contingent upon the
continuing availability of such funds. Payments pursuant to this Grant shall be made only from
available funds encumbered for this Grant and the State's liability for such payments shall be limited
to the amount remaining of such encumbered funds. If State or federal funds are not fully
appropriated, or otherwise become unavailable for this Grant, the State may immediately terminate
this Grant in whole or in part to the extent of funding reduction without further liability in accordance
with the provisions herein.
iv. Erroneous Payments
At the State's sole discretion, payments made to Grantee in error for any reason, including, but not
limited to overpayments or improper payments, and unexpended or excess funds received by Grantee,
may be recovered from Grantee by deduction from subsequent payments under this Grant or other
grants or agreements between the State and Grantee or by other appropriate methods and collected as a
debt due to the State. Such funds shall not be paid to any person or entity other than the State.
C. Use of Funds
Grant Funds shall be used only for eligible costs identified herein and /or in Exhibit B.
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L Budget Line Item Adjustments.
Modifications to uses of such Grant Funds shall be made in accordance with §4.4 of Exhibit B. For
line item adjustments over 10% but less than 24.99% (a "Minor Line Item Adjustment ") which are
approved, the State shall provide written notice to Grantee in a form substantially equivalent to
Exhibit G (each an "Option Letter "). If exercised, the provisions of the Option Letter shall become
part of and be incorporated into this Grant.
ii. Overall Budget Adjustments.
Modifications to the overall Budget shall be made in accordance with §4.5 of Exhibit B. For overall
Budget adjustments less than 24.99% (a "Minor Budget Adjustment ") which are approved, the State
shall provide written notice to Grantee in an Option Letter. If exercised, the provisions of the Option
Letter shall become part of and be incorporated into this Grant.
iii. Setting Final Initial Budget.
All requests by the Grantee to align the initial overall Budget with current market conditions shall be
made in accordance with §4.5.1.1 of Exhibit B. If such True -up Budget Proposal (as such term is
defined in §4.5.1.1 of Exhibit B) is approved, the State shall provide written notice to Grantee in an
Option Letter. If exercised, the provisions of the Option Letter shall become part of and be
incorporated into this Grant.
D. Matching /Leveraged Funds
Grantee shall provide matching and /or leveraged funds in accordance with Exhibit B.
8. REPORTING - NOTIFICATION
Reports, Evaluations, and Reviews required under this §8 shall be in accordance with the procedures of and in
such form as prescribed by the State and in accordance with §19, if applicable.
A. Performance, Progress, Personnel, and Funds
State shall submit a report to the Grantee upon expiration or sooner termination of this Grant, containing an
Evaluation and Review of Grantee's performance and the final status of Grantee's obligations hereunder. In
addition, Grantee shall comply with all reporting requirements, if any, set forth in Exhibit B.
B. Litigation Reporting
Within l0 days after being served with any pleading in a legal action filed with a court or administrative
agency, related to this Grant or which may affect Grantee's ability to perform its obligations hereunder,
Grantee shall notify the State of such action and deliver copies of such pleadings to the State's principal
representative as identified herein. If the State's principal representative is not then serving, such notice and
copies shall be delivered to the Executive Director of DOLA.
C. Noncompliance
Grantee's failure to provide reports and notify the State in a timely manner in accordance with this §8 may
result in the delay of payment of funds and /or termination as provided under this Grant.
D. Subgrants /Subcontracts
Copies of any and all subgrants and subcontracts entered into by Grantee to perform its obligations
hereunder shall be submitted to the State or its principal representative upon request by the State. Any and
all subgrants and subcontracts entered into by Grantee related to its performance hereunder shall comply
with all applicable federal and state laws and shall provide that such subgrants be governed by the laws of
the State of Colorado.
9. GRANTEE RECORDS
Grantee shall make, keep, maintain and allow inspection and monitoring of the following records:
A. Maintenance
Grantee shall make, keep, maintain, and allow inspection and monitoring by the State of a complete file of
all records, documents, communications, notes and other written materials, electronic media files, and
communications, pertaining in any manner to the Work or the delivery of Services (including, but not
limited to the operation of programs) or Goods hereunder. Grantee shall maintain such records (the
"Record Retention Period ") until the last to occur of the following:
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(i) a period of five years after the date this Grant is completed or terminated, or final payment is made
hereunder, whichever is later, or
(ii) for such further period as may be necessary to resolve any pending matters, or
(iii) if an audit is occurring, or Grantee has received notice that an audit is pending, then until such audit
has been completed and its findings have been resolved.
B. Inspection
Grantee shall permit the State, the federal government (if Grant Funds include federal funds) and any other
duly authorized agent of a governmental agency to audit, inspect, examine, excerpt, copy and/or transcribe
Grantee's records related to this Grant during the Record Retention Period for a period of five years
following termination of this Grant or final payment hereunder, whichever is later, to assure compliance
with the terms hereof or to evaluate Grantee's performance hereunder. The State reserves the right to
inspect the Work at all reasonable times and places during the term of this Grant, including any extension.
If the Work fails to conform to the requirements of this Grant, the State may require Grantee promptly to
bring the Work into conformity with Grant requirements, at Grantee's sole expense. If the Work cannot be
brought into conformance by re- performance or other corrective measures, the State may require Grantee to
take necessary action to ensure that future performance conforms to Grant requirements and exercise the
remedies available under this Grant, at law or in equity in lieu of or in conjunction with such corrective
measures.
C. Monitoring
Grantee shall permit the State, the federal government (if Grant Funds include federal funds), and other
governmental agencies having jurisdiction, in their sole discretion, to monitor all activities conducted by
Grantee pursuant to the terms of this Grant using any reasonable procedure, including, but not limited to:
internal evaluation procedures, examination of program data, special analyses, on -site checking, formal
audit examinations, or any other procedures. All monitoring controlled by the State shall be performed in a
manner that shall not unduly interfere with Grantee's performance hereunder.
D. Final Audit Report
Grantee shall provide a copy of its audit report(s) to DOLA as specified in Exhibit B.
10. CONFIDENTIAL INFORMATION -STATE RECORDS
Grantee shall comply with the provisions of this §10 if it becomes privy to confidential information in
connection with its performance hereunder. Confidential information, includes, but is not necessarily limited to,
state records, personnel records, and information concerning individuals.
A. Confidentiality
Grantee shall keep all State records and information confidential at all times and comply with all laws and
regulations concerning confidentiality of information. Any request or demand by a third party for State
records and information in the possession of Grantee shall be immediately forwarded to the State's
principal representative. Except as otherwise provided in this Grant, Grantee shall keep all tenant, patient
and offender information confidential.
B. Notification
Grantee shall notify its agent, employees, Subgrantees, and assigns who may come into contact with State
records and confidential information that each is subject to the confidentiality requirements set forth herein,
and shall provide each with a written explanation of such requirements before they are permitted to access
such records and information.
C. Use, Security, and Retention
Confidential information of any kind shall not be distributed or sold to any third party or used by Grantee
or its agents in any way, except as authorized by this Grant or approved in writing by the State. Grantee
shall provide and maintain a secure environment that ensures confidentiality of all State records and other
confidential information wherever located. Confidential information shall not be retained in any files or
otherwise by Grantee or its agents, except as permitted in this Grant or approved in writing by the State.
D. Disclosure - Liability
Disclosure of State records or other confidential information by Grantee for any reason may be cause for
legal action by third parties against Grantee, the State or their respective agents. Grantee shall, to the extent
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permitted by law, indemnify, save, and hold harmless the State, its employees and agents, against any and
all claims, damages, liability and court awards including costs, expenses, and attorney fees and related
costs, incurred as a result of any act or omission by Grantee, or its employees, agents, Subgrantees, or
assignees pursuant to this §10.
E. Health Insurance Portability and Accountability Act of 1996 (HIPAA)
DOLA is not a covered entity under HIPAA for purposes of this Grant. If the Grantee is a covered entity
under HIPAA, it shall comply with the requirements of HIPAA, and in all instances shall comply with all
other federal and state laws protecting the confidentiality of patient information.
11. CONFLICTS OF INTEREST
Grantee shall not engage in any business or personal activities or practices or maintain any relationships which
conflict in any way with the full performance of Grantee's obligations hereunder. Grantee acknowledges that
with respect to this Grant, even the appearance of a conflict of interest is harmful to the State's interests. Absent
the State's prior written approval, Grantee shall refrain from any practices, activities or relationships that
reasonably appear to be in conflict with the full performance of Grantee's obligations to the State hereunder. If a
conflict or appearance exists, or if Grantee is uncertain whether a conflict or the appearance of a conflict of
interest exists, Grantee shall submit to the State a disclosure statement setting forth the relevant details for the
State's consideration. Failure to promptly submit a disclosure statement or to follow the State's direction in
regard to the apparent conflict constitutes a breach of this Grant.
12. REPRESENTATIONS AND WARRANTIES
Grantee makes the following specific representations and warranties, each of which was relied on by the State in
entering into this Grant.
A. Standard and Manner of Performance
Grantee shall perform its obligations hereunder in accordance with the highest standards of care, skill and
diligence in the industry, trades or profession and in the sequence and manner set forth in this Grant.
B. Legal Authority — Grantee and Grantee's Signatory
Grantee warrants that it possesses the legal authority to enter into this Grant and that it has taken all actions
required by its procedures, by -laws, and /or applicable laws to exercise that authority, and to lawfully
authorize its undersigned signatory to execute this Grant, or any part thereof, and to bind Grantee to its
terms. If requested by the State, Grantee shall provide the State with proof of Grantee's authority to enter
into this Grant within 15 days of receiving such request.
C. Licenses, Permits, Etc.
Grantee represents and warrants that as of the Effective Date it has, and that at all times during the term
hereof it shall have, at its sole expense, all licenses, certifications, approvals, insurance, permits, and other
authorization required by law to perform its obligations hereunder. Grantee warrants that it shall maintain
all necessary licenses, certifications, approvals, insurance, permits, and other authorizations required to
properly perform this Grant, without reimbursement by the State or other adjustment in Grant Funds.
Additionally, all employees and agents of Grantee performing Services under this Grant shall hold all
required licenses or certifications, if any, to perform their responsibilities. Grantee, if a foreign corporation
or other foreign entity transacting business in the State of Colorado, further warrants that it currently has
obtained and shall maintain any applicable certificate of authority to transact business in the State of
Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation,
withdrawal or non - renewal of licenses, certifications, approvals, insurance, permits or any such similar
requirements necessary for Grantee to properly perform the terms of this Grant shall be deemed to be a
material breach by Grantee and constitute grounds for termination of this Grant.
13. INSURANCE
Grantee and its Subgrantees shall obtain and maintain insurance as specified in this section at all times during
the term of this Grant: All policies evidencing the insurance coverage required hereunder shall be issued by
insurance companies satisfactory to Grantee and the State.
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A. Grantee
L Public Entities
If Grantee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS
§24 -10 -101, et seq., as amended (the "GIA "), then Grantee shall maintain at all times during the term
of this Grant such liability insurance, by commercial policy or self - insurance, as is necessary to meet
its liabilities under the GIA. Grantee shall show proof of such insurance satisfactory to the State, if
requested by the State. Grantee shall require each subgrant with Subgrantees that are public entities,
providing Goods or Services hereunder, to include the insurance requirements necessary to meet
Subgrantee's liabilities under the GIA.
ii. Non - Public Entities
If Grantee is not a "public entity" within the meaning of the GIA, Grantee shall obtain and maintain
during the term of this Grant insurance coverage and policies meeting the same requirements set forth
in §13(B) with respect to Subgrantees that are not "public entities ".
B. Grantees, Subgrantees and Subcontractors
Grantee shall require each subgrant with Subgrantees and each contract with Subcontractors, other than
those that are public entities, providing Goods or Services in connection with this Grant, to include
insurance requirements substantially similar to the following:
i. Workers' Compensation
Workers' Compensation insurance as required by State statute, and Employer's Liability Insurance
covering all of Grantee, Subgrantee and Subcontractor employees acting within the course and scope
of their employment.
ii. General Liability
Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or
equivalent, covering premises operations, fire damage, independent contractors, products and
completed operations, blanket contractual liability, personal injury, and advertising liability with
minimum limits as follows: (a) $1,000,000 each occurrence; (b) $1,000,000 general aggregate; (c)
$1,000,000 products and completed operations aggregate; and (d) $50,000 any one fire.
iii. Automobile Liability
Automobile Liability Insurance covering any auto (including owned, hired and non -owned autos) with
a minimum limit of $1,000,000 each accident combined single limit.
iv. Malpractice/Professional Liability Insurance
This section ® shall ❑ shall not apply to this Grant.
Grantee, Subgrantees and Subcontractors shall maintain in full force and effect a Professional Liability
Insurance Policy in the minimum amount of $1,000,000 per occurrence and $3,000,000 in the
aggregate, written on an occurrence form, that provides coverage for its work undertaken pursuant to
this Grant. If a policy written on an occurrence form is not commercially available, the claims -made
policy shall remain in effect for the duration of this Grant and for at least two years beyond the
completion and acceptance of the work under this Grant, or, alternatively, a two year extended
reporting period must be purchased. The Grantee, Subgrantee or Subcontractor shall be responsible for
all claims, damages, losses or expenses, including attorney's fees, arising out of or resulting from such
party's performance of professional services under this Grant, a subcontract or subgrant.
v. Umbrella Liability Insurance
For construction projects exceeding $10,000,000, Grantee, Subgrantees and Subcontractors shall
maintain umbrella/excess liability insurance on an occurrence basis in excess of the underlying
insurance described in §13B(i) -(iv) above. Coverage shall follow the terms of the underlying
insurance, included the additional insured and waiver of subrogation provisions. The amounts of
insurance required in subsections above may be satisfied by the Grantee, Subgrantee and
Subcontractor purchasing coverage for the limits specified or by any combination of underlying and
umbrella limits, so long as the total amount of insurance is not less than the limits specified in each
section previously mentioned. The insurance shall have a minimum amount of $5,000,000 per
occurrence and $5,000,000 in the aggregate.
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vi. Property Insurance
This subsection shall apply if Grant Funds are provided for the acquisition, construction, or
rehabilitation of real property.
Insurance on the buildings and other improvements now existing or hereafter erected on the premises
and on the fixtures and personal property included in the Subject Property against loss by fire, other
hazards covered by the so called "all risk" form of policy and such other perils as State shall from time
to time require with respect to properties of the nature and in the geographical area of the Subject
Property, and to be in an amount at least equal to the replacement cost value of the Subject Property.
Grantor will at its sole cost and expense, from time to time and at any time, at the request of State
provide State with evidence satisfactory to State of the replacement cost of the Subject Property.
vii.Flood Insurance
If the Subject Property or any part thereof is at any time located in a designated official flood hazard
area, flood insurance insuring the buildings and improvements now existing or hereafter erected on the
Subject Property and the personal property used in the operation thereof in an amount equal to the
lesser of the amount required for property insurance identified in §vi above or the maximum limit of
coverage made available with respect to such buildings and improvements and personal property
under applicable federal laws and the regulations issued thereunder.
viii. Builder's Risk Insurance
The subsection shall apply if Grant Funds are provided for construction or rehabilitation of real
property.
Grantee, Subgrantee and /or Subcontractor shall purchase and maintain property insurance written on a
builder's risk "all- risk" or equivalent policy form in the amount of the initial
construction/rehabilitation costs, plus value of subsequent modifications and cost of materials supplied
or installed by others, comprising total value for the entire Project at the site on a replacement cost
basis without optional deductibles. Such property insurance shall be maintained, unless otherwise
agreed in writing by all persons and entities who are beneficiaries of such insurance, until final
payment has been made or until no person or entity other than the property owner has an insurable
interest in the property.
a) The insurance shall include interests of the property owner, Grantee, Subgrantee,
Subcontractors in the Project as named insureds.
b) All associated deductibles shall be the responsibility of the Grantee, Subcontractor and
Subgrantee. Such policy may have a deductible clause but not to exceed $10,000.
c) Property insurance shall be on an "all risk" or equivalent policy form and shall include, without
limitation, insurance against the perils of fire (with extended coverage) and physical loss or
damage including, without duplication of coverage, theft, vandalism, malicious mischief,
collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and
debris removal including demolition occasioned by enforcement of any applicable legal
requirements, and shall cover reasonable compensation for Grantee's, Subgrantee's and
Subcontractor's services and expenses required as a result of such insured loss.
d) Builders Risk coverage shall include partial use by Grantee and/or property owner.
e) The amount of such insurance shall be increased to include the cost of any additional work to
be done on the Project, or materials or equipment to be incorporated in the Project, under other
independent contracts let or to be let. In such event, Subgrantee and Subcontractor shall be
reimbursed for this cost as his or her share of the insurance in the same ratio as the ratio of the
insurance represented by such independent contracts let or to be let to the total insurance
carried.
ix. Pollution Liability Insurance
This subsection shall apply if Grant Funds are provided for the construction or rehabilitation of real
property.
If Grantee and /or its Subgrantee or Subcontractor is providing directly or indirectly work with
pollution /environmental hazards, they must provide or cause those conducting the work to provide
Pollution Liability Insurance coverage. Pollution Liability policy must include contractual liability
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coverage. The policy limits shall be in the amount of $1,000,000 with maximum deductible of $25,000
to be paid by the Grantee's Subcontractor and/or Subgrantee.
C. Miscellaneous Insurance Provisions
Certificates of Insurance and /or insurance policies required under this Grant shall be subject to the
following stipulations and additional requirements:
i. Deductible. Any and all deductibles or self - insured retentions contained in any Insurance policy shall
be assumed by and at the sole risk of the Grantee, its Subgrantees or Subcontractors,
ii. In Force. If any of the said policies shall fail at any time to meet the requirements of the Grant as to
form or substance, or if a company issuing any such policy shall be or at any time cease to be
approved by the Division of Insurance of the State of Colorado, or be or cease to be in compliance
with any stricter requirements of the Grant, the Grantee, its Subgrantee and its Subcontractor shall
promptly obtain a new policy.
iii. Insurer. All requisite insurance shall be obtained from financially responsible insurance companies,
authorized to do business in the State of Colorado and acceptable to Grantee,
iv. Additional Insured
Grantee and the State shall be named as additional insureds on the Commercial General Liability and
Automobile Liability Insurance policies (leases and construction Grants require additional insured
coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent).
v. Primacy of Coverage
Coverage required of Grantee, Subgrantees and Subcontractors shall be primary over any insurance or
self - insurance program carried by Grantee or the State.
vi. Cancellation
The above insurance policies shall include provisions preventing cancellation or non - renewal without
at least 45 days prior notice to the Grantee and Grantee shall forward such notice to the State in
accordance with §16 (Notices and Representatives) within seven days of Grantee's receipt of such
notice.
vii.Subrogation Waiver
All insurance policies in any way related to this Grant and secured and maintained by Grantee or its
Subgrantees and Subcontractors as required herein shall include clauses stating that each carrier shall
waive all rights of recovery, under subrogation or otherwise, against Grantee or the State, its agencies,
institutions, organizations, officers, agents, employees, and volunteers.
D. Certificates
Grantee, Subgrantee and Subcontractor shall provide certificates showing insurance coverage required
hereunder to the State within seven business days of the Effective Date of this Grant or of their respective
subcontract or subgrant. No later than 15 days prior to the expiration date of any such coverage, Grantee,
Subgrantee and Subcontractor shall deliver to the State or Grantee certificates of insurance evidencing
renewals thereof. In addition, upon request by the State at any other time during the term of this Grant,
subgrant or subcontract, Grantee, Subgrantee and Subcontractor shall, within 10 days of such request,
supply to the State evidence satisfactory to the State of compliance with the provisions of this §13.
14. BREACH
A. Defined
In addition to any breaches specified in other sections of this Grant, the failure of either Party to perform
any of its material obligations hereunder in whole or in part or in a timely or satisfactory manner,
constitutes a breach. The institution of proceedings under any bankruptcy, insolvency, reorganization or
similar law, by or against Grantee, or the appointment of a receiver or similar officer for Grantee or any of
its property, which is not vacated or fully stayed within 20 days after the institution or occurrence thereof,
shall also constitute a breach.
B. Notice and Cure Period
In the event of a breach, notice of such shall be given in writing by the aggrieved Party to the other Party in
the manner provided in §16. If such breach is not cured within 30 days of receipt of written notice, or if a
cure cannot be completed within 30 days, or if cure of the breach has not begun within 30 days and pursued
with due diligence, the State may exercise any of the remedies set forth in §15. Notwithstanding anything
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to the contrary herein, the State, in its sole discretion, need not provide advance notice or a cure period and
may immediately terminate this Grant in whole or in part if reasonably necessary to preserve public safety
or to prevent immediate public crisis.
15. REMEDIES
If Grantee is in breach under any provision of this Grant or if the State terminates this Grant pursuant to §15(B),
the State shall have the remedies listed in this §15 in addition to all other remedies set forth in other sections of
this Grant following the notice and cure period set forth in §14(B), if applicable. The State may exercise any or
all of the remedies available to it, in its sole discretion, concurrently or consecutively.
A. Termination for Cause and /or Breach
If Grantee fails to perform any of its obligations hereunder with such diligence as is required to ensure its
completion in accordance with the provisions of this Grant and in a timely manner, the State may notify
Grantee of such non - performance in accordance with the provisions herein. If Grantee thereafter fails to
promptly cure such non - performance within the cure period, the State, at its option, may terminate this
entire Grant or such part of this Grant as to which there has been delay or a failure to properly perform.
Exercise by the State of this right shall not be deemed a breach of its obligations hereunder. Grantee shall
continue performance of this Grant to the extent not terminated, if any.
L Obligations and Rights
To the extent specified in any termination notice, Grantee shall not incur further obligations or render
further performance hereunder past the effective date of such notice, and shall terminate outstanding
orders and subgrants /subcontracts with third parties. However, Grantee shall complete and deliver to
the State all Work, Services and Goods not cancelled by the termination notice and may incur
obligations as are necessary to do so within this Grant's terms. At the sole discretion of the State,
Grantee shall assign to the State all of Grantee's right, title, and interest under such terminated orders
or subgrants /subcontracts. Upon termination, Grantee shall take timely, reasonable and necessary
action to protect and preserve property in the possession of Grantee in which the State has an interest.
All materials owned by the State in the possession of Grantee shall be immediately returned to the
State.
ii. Payments
The State shall reimburse Grantee only for accepted performance up to the date of termination. If, after
termination by the State, it is determined that Grantee was not in breach or that Grantee's action or
inaction was excusable, such termination shall be treated as a termination in the public interest and the
rights and obligations of the Parties shall be the same as if this Grant had been terminated in the public
interest, as described herein.
iii. Damages and Withholding
Notwithstanding any other remedial action by the State, Grantee also shall remain liable to the State
for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the
State may withhold any payment to Grantee for the purpose of mitigating the State's damages, until
such time as the exact amount of damages due to the State from Grantee is determined. The State may
withhold any amount that may be due to Grantee as the State deems necessary to protect the State,
including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the
State for the excess costs incurred in procuring similar goods or services.
B. Early Termination in the Public Interest
The State is entering into this Grant for the purpose of carrying out the public policy of the State of
Colorado, as determined by its Governor, General Assembly, and /or Courts. If this Grant ceases to further
the public policy of the State, the State, in its sole discretion, may terminate this Grant in whole or in part.
Exercise by the State of this right shall not constitute a breach of the State's obligations hereunder. This
subsection shall not apply to a termination of this Grant by the State for cause or breach by Grantee, which
shall be governed by §15(A) or as otherwise specifically provided for herein.
i. Method and Content
The State shall notify Grantee of such termination in accordance with §16. The notice shall specify the
effective date of the termination and whether it affects all or a portion of this Grant.
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ii. Obligations and Rights
Upon receipt of a termination notice, Grantee shall be subject to and comply with the same obligations
and rights set forth in §15(A)(i).
iii. Payments
If this Grant is terminated by the State pursuant to this §15(B), Grantee shall be paid an amount which
bears the same ratio to the total reimbursement under this Grant as the Services satisfactorily
performed bear to the total Services covered by this Grant, less payments previously made.
Additionally, if this Grant is less than 60% completed, the State may reimburse Grantee for a portion
of actual out -of- pocket expenses (not otherwise reimbursed under this Grant) incurred by Grantee
which are directly attributable to the uncompleted portion of Grantee's obligations hereunder;
provided that the sum of any and all reimbursement shall not exceed the maximum amount payable to
Grantee hereunder.
C. Termination for No Substantial Progress in the Work
The State may elect to terminate this Grant upon receipt and review of any Quarterly Progress Report,
submitted per the time periods defined in Exhibit E — Project Performance Plan, if such Quarterly Progress
Report fails to evidence Substantial Progress in the Work as directed, defined and expected under Exhibit
B. Further, the State may elect to terminate this Grant if the Grantee fails to complete Project Closeout
within three months of completion of the Work. Exercise by the State of this right shall not be deemed a
breach of its obligations hereunder.
i. Obligations and Rights
To the extent specified in any termination notice, Grantee shall not incur further obligations or render
further performance hereunder past the effective date of such notice, and shall terminate outstanding
orders and subgrants /subcontracts with third parties. However, Grantee shall complete and deliver to
the State all Work, Services and Goods not cancelled by the termination notice and may incur
obligations as are necessary to do so within this Grant's terms. At the sole discretion of the State,
Grantee shall assign to the State all of Grantee's right, title, and interest under such terminated orders
or subgrants /subcontracts. Upon termination, Grantee shall take timely, reasonable and necessary
action to protect and preserve property in the possession of Grantee in which the State has an interest.
All materials owned by the State in the possession of Grantee shall be immediately returned to the
State.
ii. Payments
The State shall reimburse Grantee only for accepted performance up to the date of termination.
iii. Damages and Withholding
Notwithstanding any other remedial action by the State, Grantee also shall remain liable to the State
for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the
State may withhold any payment to Grantee for the purpose of mitigating the State's damages, until
such time as the exact amount of damages due to the State from Grantee is determined. The State may
withhold any amount that may be due to Grantee as the State deems necessary to protect the State,
including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the
State for the excess costs incurred in procuring similar goods or services.
D. Remedies Not Involving Termination
The State, at its sole discretion, may exercise one or more of the following remedies in addition to other
remedies available to it:
i. Suspend Performance
Suspend Grantee's performance with respect to all or any portion of this Grant pending necessary
corrective action as specified by the State without entitling Grantee to an adjustment in price /cost or
performance schedule. Grantee shall promptly cease performance and incurring costs in accordance
with the State's directive and the State shall not be liable for costs incurred by Grantee after the
suspension of performance under this provision.
ii. Withhold Payment
Withhold payment to Grantee until corrections in Grantee's performance are satisfactorily made and
completed.
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iii. Deny Payment
Deny payment for those obligations not performed, that due to Grantee's actions or inactions, cannot
be performed or, if performed, would be of no value to the State; provided, that any denial of payment
shall be reasonably related to the value to the State of the obligations not performed.
iv. Removal
Demand removal of any of Grantee's employees, agents, or Subgrantees whom the State deems
incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued
relation to this Grant is deemed to be contrary to the public interest or not in the State's best interest.
v. Intellectual Property
If Grantee infringes on a patent, copyright, trademark, trade secret or other intellectual property right
while performing its obligations under this Grant, Grantee shall, at the State's option (a) obtain for the
State or Grantee the right to use such products and services; (b) replace any Goods, Services, or other
product involved with non - infringing products or modify them so that they become non - infringing; or,
(c) if neither of the foregoing alternatives are reasonably available, remove any infringing Goods,
Services, or products and refund the price paid therefore to the State.
16. NOTICES and REPRESENTATIVES
Each individual identified below is the principal representative of the designating Party. All notices required to
be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such
Party's principal representative at the address set forth below. In addition to, but not in lieu of a hard -copy
notice, notice also may be sent by e -mail to the e-mail addresses, if any, set forth below. Either Party may from
time to time designate by written notice substitute addresses or persons to whom such notices shall be sent.
Unless otherwise provided herein, all notices shall be effective upon receipt.
A. State:
Chantal Unfug, Division Director
Division of Local Government
Colorado Department of Local Affairs
1313 Sherman Street, Room 521
Denver, Colorado 80203
Email: chantal.unfug@state.co.us
B. Grantee:
Steve Nawrocki, City Council President
City of Pueblo
P. O. Box 1427
Pueblo, Colorado 81002
Email: jwoods@pueblo.us
17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE
This section ❑ shall 1 ® shall not apply to this Grant.
Any software, research, reports, studies, data, photographs, negatives or other documents, drawings, models,
materials, or Work Product of any type, including drafts, prepared by Grantee in the performance of its
obligations under this Grant shall be the exclusive property of the State and, all Work Product shall be delivered
to the State by Grantee upon completion or termination hereof. The State's exclusive rights in such Work
Product shall include, but not be limited to, the right to copy, publish, display, transfer, and prepare derivative
works. Grantee shall not use, willingly allow, cause or permit such Work Product to be used for any purpose
other than the performance of Grantee's obligations hereunder without the prior written consent of the State.
18. GOVERNMENTAL IMMUNITY
Notwithstanding any other provision to the contrary, nothing herein shall constitute a waiver, express or implied,
of any of the immunities, rights, benefits, protection, or other provisions of the GIA. Liability for claims for
injuries to persons or property arising from the negligence of the State of Colorado, its departments, institutions,
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agencies, boards, officials, and employees is controlled and limited by the provisions of the GIA and the risk
management statutes, CRS §24 -30 -1501, et seq., as amended.
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Grantee under this Grant is greater than$100,000 , either on the Effective
Date or at anytime thereafter, this §19 applies.
Grantee agrees to be governed, and to abide, by the provisions of CRS §24- 102 -205, §24 -102 -206, §24- 103 -601,
§24- 103.5 -101 and §24 -105 -102 concerning the monitoring of vendor performance on State Grants and
inclusion of Grant performance information in a statewide Contract Management System.
Grantee's performance shall be subject to Evaluation and Review in accordance with the terms and conditions of
this Grant, State law, including CRS §24- 103.5 -101, and State Fiscal Rules, Policies and Guidance. Evaluation
and Review of Grantee's performance shall be part of the normal Grant administration process and Grantee's
performance will be systematically recorded in the statewide Contract Management System. Areas of Evaluation
and Review shall include, but shall not be limited to quality, cost and timeliness. Collection of information
relevant to the performance of Grantee's obligations under this Grant shall be determined by the specific
requirements of such obligations and shall include factors tailored to match the requirements of Grantee's
obligations. Such performance information shall be entered into the statewide Contract Management System at
intervals established herein and a final Evaluation, Review and Rating shall be rendered within 30 days of the
end of the Grant term. Grantee shall be notified following each performance Evaluation and Review, and shall
address or correct any identified problem in a timely manner and maintain work progress.
Should the final performance Evaluation and Review determine that Grantee demonstrated a gross failure to
meet the performance measures established hereunder, the Executive Director of the Colorado Department of
Personnel and Administration (Executive Director), upon request by the Department of Local Affairs, and
showing of good cause, may debar Grantee and prohibit Grantee from receiving future grants and bidding on
future contracts. Grantee may contest the final Evaluation, Review and Rating by: (a) filing rebuttal statements,
which may result in either removal or correction of the evaluation (CRS §24- 105- 102(6)), or (b) under CRS
§24 -105- 102(6), exercising the debarment protest and appeal rights provided in CRS § §24 -109 -106, 107, 201 or
202, which may result in the reversal of the debarment and reinstatement of Grantee, by the Executive Director,
upon a showing of good cause.
20. RESTRICTION ON PUBLIC BENEFITS
This section ❑ shall 1 ® shall not apply to this Grant.
Grantee must confirm that any individual natural person is lawfully present in the United States pursuant to CRS
§24- 76.5 -101 et seq. when such individual applies for public benefits provided under this Grant by requiring the
applicant to:
A. Produce an identification document in accordance with §2.1.1 through §2.1.3 of Colorado Department of
Revenue's Rule #1 CCR 201 -17, Rule for Evidence of Lawful Presence, as amended.
B. Execute an affidavit herein attached as Form 1, Residency Declaration, stating
i. That he or she is a United States citizen or legal permanent resident; or
ii. That he or she is otherwise lawfully present in the United States pursuant to federal law.
[The following applies if Grant is funded with federal funds.
Notwithstanding the foregoing, to the extent that there is any conflict with the provisions above or those set
forth in the Residency Declaration attached hereto as Form 1 and any provision of federal law, the provisions of
federal law shall prevail.
21. GENERAL PROVISIONS
A. Assignment and Subgrants
Grantee's rights and obligations hereunder are personal and may not be transferred, assigned or subgranted
without the prior, written consent of the State. Any attempt at assignment, transfer, or subgranting without
such consent shall be void. All assignments, subgrants, or subcontracts approved by Grantee or the State
are subject to all of the provisions hereof. Grantee shall be solely responsible for all aspects of subgranting
and subcontracting arrangements and performance.
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B. Binding Effect
Except as otherwise provided in §21(A), all provisions herein contained, including the benefits and
burdens, shall extend to and be binding upon the Parties' respective heirs, legal representatives, successors,
and assigns.
C. Captions
The captions and headings in this Grant are for convenience of reference only, and shall not be used to
interpret, define, or limit its provisions.
D. Counterparts
This Grant may be executed in multiple identical original counterparts, all of which shall constitute one
agreement.
E. Entire Understanding
This Grant represents the complete integration of all understandings between the Parties and all prior
representations and understandings, oral or written, are merged herein. Prior or contemporaneous additions,
deletions, or other changes hereto shall not have any force or effect whatsoever, unless embodied herein.
F. Indemnification - General
Grantee shall, to the extent permitted by law, indemnify, save, and hold harmless the State, its employees
and agents, against any and all claims, damages, liability and court awards including costs, expenses, and
attorney fees and related costs, incurred as a result of any act or omission by Grantee, or its employees,
agents, Subgrantees, or assignees pursuant to the terms of this Grant; however, the provisions hereof shall
not be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits,
protection, or other provisions, of the GIA, or the Federal Tort Claims Act, 28 U.S.C. 2671 et seq., as
applicable, as now or hereafter amended.
G. Jurisdiction and Venue
All suits, actions, or proceedings related to this Grant shall be held in the State of Colorado and exclusive
venue shall be in the City and County of Denver.
H. List of Selected Applicable Laws
At all times during the performance of this Grant, Grantee shall comply with all applicable Federal and
State laws and their implementing regulations, currently in existence and as hereafter amended, including
without limitation those set forth on Exhibit A, Applicable Laws. Grantee also shall require compliance
with such laws and regulations by subgrantees under subgrants permitted by this Grant.
I. Use Covenants
This section ❑ shall 1[E] shall not apply to this Grant:
For Subject Property that is owned by Grantee upon execution of this Grant, Grantee shall record a Use
Covenant substantially equivalent to Exhibit F with the county in which the property resides as soon as
reasonably practicable after execution of this Grant. For Subject Property acquired by Grantee using Grant
Funds, Grantee shall record a Use Covenant substantially equivalent to Exhibit F with the county in which
the property resides as soon as reasonably practicable after acquisition of such property.
J. Modification
i. By the Parties
Except as specifically provided in this Grant, modifications of this Grant shall not be effective unless
agreed to in writing by the Parties in an amendment hereto, properly executed and approved in
accordance with applicable Colorado State law, State Fiscal Rules, and Office of the State Controller
Policies, including, but not limited to, the policy entitled MODIFICATION OF CONTRACTS -
TOOLS AND FORMS. Changes to the Grant shall be authorized to be approved by the following
State or DOLA parties:
a) Approval by Division Director
The Division Director of DOLA or his delegee shall have authority to approve changes to the
Responsible Administrator and Key Personnel specified in §5 of Exhibit B and the Principal
Representative in §16.
b) Approval by DOLA Controller
The DOLA Controller shall have authority to approve all changes to the Grant which are not
reserved to the Division Director above.
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ii. By Operation of Law
This Grant is subject to such modifications as may be required by changes in Federal or Colorado
State law, or their implementing regulations. Any such required modification automatically shall be
incorporated into and be part of this Grant on the effective date of such change, as if fully set forth
herein.
K. Order of Precedence
The provisions of this Grant shall govern the relationship of the Parties. In the event of conflicts or
inconsistencies between this Grant and its exhibits and attachments including, but not limited to, those
provided by Grantee, such conflicts or inconsistencies shall be resolved by reference to the documents in
the following order of priority:
i. Exhibit A (Applicable Laws)
ii. Colorado Special Provisions
iii. The provisions of the main body of this Grant (excluding the cover page)
iv. Any executed Option Letters
v. Exhibit B (Scope of Project)
vi. Exhibit E (Project Performance Plan)
vii.The cover page of this Grant
L. Severability
Provided this Grant can be executed and performance of the obligations of the Parties accomplished within
its intent, the provisions hereof are severable and any provision that is declared invalid or becomes
inoperable for any reason shall not affect the validity of any other provision hereof.
M. Survival of Certain Grant Terms
Notwithstanding anything herein to the contrary, provisions of this Grant requiring continued performance,
compliance, or effect after termination hereof, shall survive such termination and shall be enforceable by
the State if Grantee fails to perform or comply as required.
N. Taxes
The State is exempt from all federal excise taxes under IRC Chapter 32 (No. 84- 730123K) and from all
State and local government sales and use taxes under CRS § §39 -26 -101 and 201 et seq. Such exemptions
apply when materials are purchased or services rendered to benefit the State; provided however, that certain
political subdivisions (e.g., City of Denver) may require payment of sales or use taxes even though the
product or service is provided to the State. Grantee shall be solely liable for paying such taxes as the State
is prohibited from paying for or reimbursing Grantee for them.
O. Third Party Beneficiaries
Enforcement of this Grant and all rights and obligations hereunder are reserved solely to the Parties, and
not to any third party. Any services or benefits which third parties receive as a result of this Grant are
incidental to the Grant, and do not create any rights for such third parties.
P. Waiver
Waiver of any breach of a term, provision, or requirement of this Grant, or any right or remedy hereunder,
whether explicitly or by lack of enforcement, shall not be construed or deemed as a waiver of any
subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement.
Q. CORA Disclosure
To the extent not prohibited by federal law, this Grant and the performance measures and standards under
CRS §24- 103.5 -101, if any, are subject to public release through the Colorado Open Records Act, CRS
§24 -72 -101, et seq.
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22. COLORADO SPECIAL PROVISIONS
A. The Special Provisions apply to all Grants except where noted in italics.
i. CONTROLLER'S APPROVAL. CRS §24 -30 -202 (1).
This Grant shall not be deemed valid until it has been approved by the Colorado State Controller or
designee.
ii. FUND AVAILABILITY. CRS §24 -30- 202(5.5).
Financial obligations of the State payable after the current fiscal year are contingent upon funds for
that purpose being appropriated, budgeted, and otherwise made available.
iii. GOVERNMENTAL IMMUNITY.
No term or condition of this Grant shall be construed or interpreted as a waiver, express or implied, of
any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental
Immunity Act, CRS §24 -10 -101 et seq., or the Federal Tort Claims Act, 28 U.S.C. §§1346(b) and
2671 et seq., as applicable now or hereafter amended.
iv. INDEPENDENT CONTRACTOR
Grantee shall perform its duties hereunder as an independent Grantee and not as an employee. Neither
Grantee nor any agent or employee of Grantee shall be deemed to be an agent or employee of the
State. Grantee and its employees and agents are not entitled to unemployment insurance or workers
compensation benefits through the State and the State shall not pay for or otherwise provide such
coverage for Grantee or any of its agents or employees. Unemployment insurance benefits shall be
available to Grantee and its employees and agents only if such coverage is made available by Grantee
or a third party. Grantee shall pay when due all applicable employment taxes and income taxes and
local head taxes incurred pursuant to this Grant. Grantee shall not have authorization, express or
implied, to bind the State to any Grant, liability or understanding, except as expressly set forth herein.
Grantee shall (a) provide and keep in force workers' compensation and unemployment compensation
insurance in the amounts required by law, (b) provide proof thereof when requested by the State, and
(c) be solely responsible for its acts and those of its employees and agents.
v. COMPLIANCE WITH LAW.
Grantee shall strictly comply with all applicable federal and State laws, rules, and regulations in effect
or hereafter established, including, without limitation, laws applicable to discrimination and unfair
employment practices.
vi. CHOICE OF LAW.
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation,
execution, and enforcement of this grant. Any provision included or incorporated herein by reference
which conflicts with said laws, rules, and regulations shall be null and void. Any provision
incorporated herein by reference which purports to negate this or any other Special Provision in whole
or in part shall not be valid or enforceable or available in any action at law, whether by way of
complaint, defense, or otherwise. Any provision rendered null and void by the operation of this
provision shall not invalidate the remainder of this Grant, to the extent capable of execution.
vii.BINDING ARBITRATION PROHIBITED.
The State of Colorado does not agree to binding arbitration by any extra judicial body or person. Any
provision to the contrary in this Grant or incorporated herein by reference shall be null and void.
viii. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00.
State or other public funds payable under this Grant shall not be used for the acquisition, operation, or
maintenance of computer software in violation of federal copyright laws or applicable licensing
restrictions. Grantee hereby certifies and warrants that, during the term of this Grant and any
extensions, Grantee has and shall maintain in place appropriate systems and controls to prevent such
improper use of public funds. If the State determines that Grantee is in violation of this provision, the
State may exercise any remedy available at law or in equity or under this Grant, including, without
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
limitation, immediate termination of this Grant and any remedy consistent with federal copyright laws
or applicable licensing restrictions.
ix. EMPLOYEE FINANCIAL INTEREST. CRS § §24 -18 -201 and 24 -50 -507.
The signatories aver that to their knowledge, no employee of the State has any personal or beneficial
interest whatsoever in the service or property described in this Grant. Grantee has no interest and shall
not acquire any interest, direct or indirect, that would conflict in any manner or degree with the
performance of Grantee's services and Grantee shall not employ any person having such known
interests.
x. VENDOR OFFSET. CRS § §24 -30 -202 (1) and 24 -30- 202.4.
[Not applicable to intergovernmental agreements] Subject to CRS §24 -30 -202.4 (3.5), the State
Controller may withhold payment under the State's vendor offset intercept system for debts owed to
State agencies for: (a) unpaid child support debts or child support arrearages; (b) unpaid balances of
tax, accrued interest, or other charges specified in CRS §39 -21 -101, et seq.; (c) unpaid loans due to
the Student Loan Division of the Department of Higher Education; (d) amounts required to be paid to
the Unemployment Compensation Fund; and (e) other unpaid debts owing to the State as a result of
final agency determination or judicial action.
xi. PUBLIC GRANTS FOR SERVICES. CRS §8- 17.5 -101.
[Not applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory
services or fund management services, sponsored projects, intergovernmental Agreements, or
information technology services or products and services] Grantee certifies, warrants, and agrees that
it does not knowingly employ or contract with an illegal alien who shall perform work under this
Grant and shall confirm the employment eligibility of all employees who are newly hired for
employment in the United States to perform work under this Grant, through participation in the E-
Verify Program or the State program established pursuant to CRS §8- 17.5- 102(5)(c), Grantee shall
not knowingly employ or contract with an illegal alien to perform work under this Grant or enter into
a grant with a Subgrantee that fails to certify to Grantee that the Subgrantee shall not knowingly
employ or contract with an illegal alien to perform work under this Grant. Grantee (a) shall not use E-
Verify Program or State program procedures to undertake pre - employment screening of job applicants
while this Grant is being performed, (b) shall notify the Subgrantee and the granting State agency
within three days if Grantee has actual knowledge that a Subgrantee is employing or contracting with
an illegal alien for work under this Grant, (c) shall terminate the Subgrant if a Subgrantee does not
stop employing or contracting with the illegal alien within three days of receiving the notice, and (d)
shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to
CRS §8- 17.5- 102(5), by the Colorado Department of Labor and Employment. If Grantee participates
in the State program, Grantee shall deliver to the granting State agency, Institution of Higher
Education or political subdivision, a written, notarized affirmation, affirming that Grantee has
examined the legal work status of such employee, and shall comply with all of the other requirements
of the State program. If Grantee fails to comply with any requirement of this provision or CRS §8-
17.5 -101 et seq., the granting State agency, institution of higher education or political subdivision
may terminate this Grant for breach and, if so terminated, Grantee shall be liable for damages.
xii.PUBLIC GRANTS WITH NATURAL PERSONS. CRS §24- 76.5 -101.
Grantee, if a natural person eighteen (18) years of age or older, hereby swears and affirms under
penalty of perjury that he or she (a) is a citizen or otherwise lawfully present in the United States
pursuant to federal law, (b) shall comply with the provisions of CRS §24- 76.5 -101 et seq., and (c) has
produced one form of identification required by CRS §24- 76.5 -103 prior to the Effective Date of this
Grant.
(Special Provisions - effective 1/1/09)
Page 19 of 20
EIAF 7279 - Pueblo Downtown Tourism Improvements Study
SIGNATURE PAGE
THE PARTIES HERETO HAVE EXECUTED THIS GRANT
* Persons signing for Grantee hereby swear and affirm that they are authorized to act on Grantee's behalf and
acknowledge that the State is relying on their representations to that effect.
GRANTEE STATE OF COLORADO
CITY OF PUEBLO
John W. Hickenlooper, GOVERNOR
DEPARTMENT OF LOCAL AFFAIRS
By: Stephen G. Nawrocki
Name of Authorized Individual (print)
Title: President •___„.. `un By.-k _ /
0000
d r —
e of Au Trized Individual I. . • eeves Bro , , Executive Director
*Signature Date: DeZ6-_-r___24_____a".y.1______
Date: 10-15-13
ATTESTED BY: • PRE - APPROV ' . 1 ' CONTRACT REVIEWER
City erk
Or
Bret Hillberry, State Grants Program Ma er
Date: t ° / 2t 1 p3
ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS §24 -30 -202 requires the State Controller to approve all State grants. This Grant is not valid until signed and
dated below by the State Controller or delegate. Grantee is not authorized to begin performance until such time. If
Grantee begins performing prior thereto, the State of Colorado is not obligated to pay Grantee for such performance
or for any goods and /or services provided hereunder.
STATE CONTROLLER
Robert Jaros, CPA
By: I W
Barbara M. Casey, CPA, Controller De
Date: 16-24,- i
Page 20 of 20
I Y .
{' I
EIAF 7279 - Pueblo Downtown Tourism Improvements Study
EXHIBIT A — APPLICABLE LAWS
Laws, regulations, and authoritative guidance incorporated into this Grant include, without limitation:
1. Colorado Revised Statutes §29 -1 -601 et seq., as amended, Colorado Local Governments Audit Law.
2. 5 USC552a, as amended, Privacy Act of 1974.
3. 8 USC 1101, Immigration and Nationality Act.
4. 29 USC Chapter 8, § §201, 206, et seq., as amended, Labor.
5. 29 USC Chapter 14, § §621 -634, et seq., as amended, Age Discrimination in Employment.
6. 40 USC Subtitle II, et seq., as amended, Public Buildings and Works.
7. 40 USC 327 -330, Section 103 and 107, Contract Work Hours and Safety Standards Act, as amended.
8. 40 CFR 1500 -1508, as amended, Council on Environmental Quality Regulations Implementing NEPA.
9. 41 CFR Chapter 60, as amended, Executive Order 11246.
10. 41 USC 701, et seq., Drug Free Workplace Act of 1988.
11. 42 USC Chapter 21, et seq., as amended, Civil Rights.
12. CRS §24 -34 -302, et seq., as amended, Civil Rights Division.
13. CRS §24 -34 -501 — 510, et seq., as amended, Colorado Housing Act of 1970.
14. CRS §24 -75 -601 et seq., as amended, Legal Investment of Public Funds.
THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
Page 1 of 1 — Exhibit A (Applicable Laws)
EIAF 7279 - Pueblo Downtown Tourism Improvements Study
EXHIBIT B — SCOPE OF PROJECT (SOP)
1. PURPOSE
1.1. Energy Impact. The purpose of the Energy and Mineral Impact Assistance Program is to assist
political subdivisions that are socially and /or economically impacted by the development, processing,
or energy conversion of minerals and mineral fuels. Pueblo's (Grantee's) economy has been impacted
by the boom and bust cycles in the steel and mineral industries that have influenced the vitality of the
CF &I Steel Mills and the Burlington Northern and Santa Fe Railroads for the past century.
2. DESCRIPTION OF THE PROJECT(S) AND WORK.
2.1. Project Description. The Project is the development of a Master Plan for the area centered around the
interface between the Historic Arkansas Riverwalk Project (HARP) and the new Convention Center
expansion within the Grantee's Tourism Zone (RTA), located within and adjacent to the City of
Pueblo's Creative Corridor.
2.2. Work Description. The City of Pueblo (Grantee) will develop a Master Plan for the area centered
around the interface between the Historic Arkansas Riverwalk Project (HARP) and the new
Convention Center expansion within the Grantee's Tourism Zone (RTA), within and adjacent to the
City of Pueblo's Creative Corridor. The purpose for the development of a Master Plan for this "sub
area" is to facilitate the proper integration of the expansions of Pueblo's Convention Center, HARP,
Gateway Area, and other development within the RTA located within the Creative Corridor. The City
is committed to pursuing funding for the second phase of this Project that would allow the development
of a Comprehensive Master Plan (CMP) for Pueblo's Creative Corridor, building on this first phase
Master Plan and updating the Central Downtown Framework Plan completed in 1997. In addition, the
CMP will guide City investments for future implementation of the Creative Corridor.
2.2.1.A contract for consultant services shall be awarded by Grantee to a qualified firm through a formal
Request For Proposals or competitive selection process.
2.3. Responsibilities. Grantee shall be responsible for the completion of the Work and to provide required
documentation to DOLA as specified herein.
2.3.1.Grantee shall notify DOLA at least 30 days in advance of Project Completion.
2.4. Recapture of Advanced Funds. To maximize the use of Grant Funds, the State shall evaluate
Grantee's expenditure of the Grant Funds for timeliness and compliance with the terms of this Grant.
DOLA reserves the right to recapture advanced Grant Funds when Grantee has not or is not complying
with the terms of this Grant.
2.5. Eligible Expenses. Eligible expenses shall include: the services of professional consulting firms.
2.6. Cost Savings. Cost Savings derived while completing the Project shall be:
2.6.1.® split on a pro -rata basis between the State and Grantee
2.6.2. ❑ returned to the State
3. DEFINITIONS
3.1. "Cost Savings" means the Project Budget amount less the amount expended to complete the Work.
Cost Savings are determined at the time the Work is completed and the final payment request is
submitted by the Grantee to the State. Cost Savings do not result in payment by the State to Grantee
above actual expenditures beyond the required ratio, but deobligates unexpended Grant Funds and
reduces Grantee's matching funds requirement. State shall provide written notice to Grantee verifying
any Cost Savings.
3.2. "Cumulative Budgetary Line Item Changes" means a cumulative or increasing accumulation of
additional expenses within a specific line item as listed in §6.2 Budget within this Exhibit B.
3.3. Project Budget Line items.
3.3.1. "Consultant Services" means consultant fees, RFP /bid advertisements, and attorney's fees.
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
3.4. "Project Completion" means the Work is sufficiently complete in accordance with the Grant so it can
be utilized for its intended purpose without undue interference.
4. DELIVERABLES
4.1. Outcome. The final outcome of this Grant is a study of design, cost estimates, and an update of the
Grantee's central downtown framework plan which will enable Pueblo to apply for additional
development grant funds.
4.2. Service Area. The performance of the Work described within this Grant will generally be centered
around the area of the Convention Center and the Historic Arkansas Riverwalk Project (HARP) in
downtown Pueblo, Colorado.
4.3. Performance Measures. Grantee shall comply with the performance measures detailed in Exhibit E.
4.4. Budget Line Item Adjustments. Line Item Adjustments shall not increase the Grant Funds or the
total amount of the Budget.
4.4.1.Grantee shall have authority to adjust individual budget line amounts without approval of the State
up to an aggregate of 10% of such line item from which the funds are moved. Such authority shall
not allow Grantee to transfer to or between administration budget lines. Grantee's Responsible
Administrator shall send written notification of allowed adjustments to the State within 30 days of
such adjustment.
4.4.2.A11 changes to individual budget lines amounts which are in excess of 10% but less than 24.99%
of such line item from which the funds are moved (each a "Minor Line Item Adjustment ") shall
require prior written approval of the DOLA Controller. Grantee's Responsible Administrator shall
submit a written request for changes pursuant to this Section to the State. Such request shall
include the amount of such request, the reason for the request and any necessary documentation. If
the State approves such request, the State shall unilaterally execute an Option Letter accepting
such request pursuant to §7(c)(i) of the Grant. Grantee is not authorized to perform until Grantee
receives an executed Option Letter accepting such change.
4.4.3.A11 changes to individual budget lines amounts which are in excess of 24.99% of such line item
from which the funds are moved shall require a prior written amendment executed by the Grantee
and DOLA pursuant to §21(J) of the Grant. Grantee shall submit a written request for changes
pursuant to this Section to the State. Such request shall include the amount of such request, the
reason for the request and any necessary documentation. Grantee is not authorized to perform until
a bi- lateral amendment is fully executed by the DOLA Controller accepting such change.
4.4.4.Signature Authority. All Grantee notices and requests submitted to DOLA pursuant to this §4.4
(each a "Line Item Proposal "), must be signed and dated by a person authorized to bind the
Grantee to such Line Item Proposal.
4.5. Overall Budget Adjustments.
4.5.1.AII changes to the overall Budget which are less than 24.99% (each a "Minor Budget
Adjustment ") shall require prior written approval of the DOLA Controller. Grantee's Responsible
Administrator shall submit a written request for changes pursuant to this Section to the State. Such
request shall include the amount of such request, the reason for the request and any necessary
documentation. If the State approves such request, the State shall unilaterally execute an Option
Letter accepting such request pursuant to §7(c)(ii) of the Grant. Grantee is not authorized to
perform until Grantee receives an executed Option Letter accepting such change. Minor Budget
Adjustments shall not increase the Grant Funds.
4.5.1.1. Exception for Setting Final Initial Budget. Within 30 days of bid opening for its selection
of its prime Subcontractor, Grantee shall submit a written request for changes to the overall
Budget to revise the initial overall Budget estimate to align it with current market conditions
(a "True -up Budget Proposal "). Grantee's Responsible Administrator shall submit a
written request for changes pursuant to this Section to the State. Such request shall include
the amount of such request, the reason for the request and any necessary documentation. If
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
the State approves such request, the State shall unilaterally execute an Option Letter
accepting such request pursuant to §7(c)(iii) of the Grant. Grantee is not authorized to
perform until Grantee receives an executed Option Letter accepting such change. True -up
Budget Proposals shall not increase the Grant Funds. The overall Budget adjustment
permitted by this §4.5.1.1 is only permitted once under this Grant.
4.5.2.All changes to the overall Budget which are in excess of 24.99% shall require a prior written
amendment executed by the Grantee and DOLA pursuant to §21(J) of the Grant. Grantee shall
submit a written request for changes pursuant to this Section to the State. Such request shall
include the amount of such request, the reason for the request and any necessary documentation.
Grantee is not authorized to perform until a bi- lateral amendment is fully executed by the DOLA
Controller accepting such change.
4.5.3.Signature Authority. All Grantee notices and requests submitted to DOLA pursuant to this §4.5
(each a "Budget Proposal "), must be signed and dated by a person authorized to bind the Grantee
to such Budget Proposal.
4.6. Quarterly Pay Request and Status Reports. Beginning 30 days after the end of the first quarter
following execution of this Grant and for each quarter thereafter until termination of this Grant,
Grantee shall submit Pay Requests and Status Reports using a form provided by the State. The State
shall pay the Grantee for actual expenditures made in the performance of this Grant based on the
submission of statements in the format prescribed by the State. The Grantee shall submit Pay Requests
setting forth a detailed description and provide documentation of the amounts and types of
reimbursable expenses. For quarters in which there are no expenditures to reimburse, Grantee shall
indicate zero (0) in the request and specify status of the Work in the Status Report. The report will
contain an update of expenditure of funds by line item as per §6.2 of this Exhibit B Scope of Project as
well as a projection of all Work expected to be accomplished in the following quarter, including an
estimate of Grant Funds to be expended. This report is due within 30 days of the end of the quarter or
more frequently at the discretion of the Grantee. See Exhibit E for specific submittal dates.
4.7. DOLA Acknowledgment. The Grantee agrees to acknowledge the Colorado Department of Local
Affairs in any and all materials or events designed to promote or educate the public about the Work and
the Project, including but not limited to: press releases, newspaper articles, op -ed pieces, press
conferences, presentations and brochures /pamphlets.
5. PERSONNEL
5.1. Replacement. Grantee shall immediately notify the State if any key personnel specified in §5 of this
Exhibit B cease to serve. Provided there is a good -faith reason for the change, if Grantee wishes to
replace its key personnel, it shall notify the State and seek its approval, which shall be at the State 's
sole discretion, as the State executed this Grant in part reliance on Grantee's representations regarding
key personnel. Such notice shall specify why the change is necessary, who the proposed replacement is,
what their qualifications are, and when the change will take effect. Anytime key personnel cease to
serve, the State, in its sole discretion, may direct Grantee to suspend Work until such time as
replacements are approved. All notices sent under this subsection shall be sent in accordance with §16
of the Grant.
5.2. Responsible Administrator. Grantee's performance hereunder shall be under the direct supervision of
Julie Ann Woods, Planning Director (iwoods(apueblo.us), an employee or agent of Grantee, who is
hereby designated as the responsible administrator of this Project. Such administrator shall be updated
through the approval process in §5.1. If this person is an agent of the Grantee, such person must have
signature authority to bind the Grantee and must provide evidence of such authority.
5.3. Other Key Personnel: Sam Azad, City Manager. Such key personnel shall be updated through the
approval process in §5.1.
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EIAF 7279 - Pueblo Downtown Tourism improvements Study
6. FUNDING
The State provided funds shall be limited to the amount specified under the "Grant Funds" column of §6.2,
Budget, below.
6.1. Matching Funds. Grantee shall provide the required (see checked item) ® Matching Funds, as listed
in the "Matching Funds" column of §6.2 below during the term of this Project. Funds used as match on
previous grant(s) cannot be used as Matching Funds for this Grant.
6.2. Budget
Budget Line Items Total Cost Grant Funds Matching Matching Funds Source
`Funds
Consultant Services $50,000 $25,000 $25,000 Grantee
Total $50,000 $25,000 $25,000
7. PAYMENT
Payments shall be made in accordance with this section and the provisions set forth in §7 of the Grant.
7.1. Payment Schedule. If Work is subcontracted or subgranted and such Subcontractors and /or
Subgrantees are not previously paid, Grantee shall disburse Grant Funds received from the State to
such Subcontractor or Subgrantee within fifteen days of receipt. Excess funds shall be returned to
DOLA.
Payment w Amount
Interim Payment(s) $22,500 Paid upon receipt of actual expense documentation and
written Pay Requests from the Grantee for
reimbursement of eligible approved expenses.
Final Payment $2,500 Paid upon Substantial Completion of the Project (as
determined by the State in its sole discretion), provided
that the Grantee has submitted, and DOLA has
accepted, all required reports.
Total $25,000
7.2. Remittance Address. If mailed, payments shall be remitted to the following address unless changed in
accordance with §16 of the Grant:
City of Pueblo
P. 0. Box 1427
Pueblo, Colorado 81002
7.3. Interest. Grantee or Subgrantee may keep interest earned from Grant Funds up to $100 per year for
administrative expenses.
8. ADMINISTRATIVE REQUIREMENTS
8.1. Reporting. Grantee shall submit the following reports to DOLA using the State - provided forms.
DOLA may withhold payment(s) if such reports are not submitted timely.
8.1.1.Quarterly Pay Request and Status Reports. Quarterly Pay Requests shall be submitted to
DOLA in accordance with §4.6 of this Exhibit B.
8.1.2.Final Reports. Within 90 days after the completion of the Project, Grantee shall submit the final
Pay Request and Status Report to DOLA.
8.2. Monitoring. DOLA shall monitor this Work on an as- needed basis. DOLA may choose to audit the
records for activities performed under this Grant. Grantee shall maintain a complete file of all records,
documents, communications, notes and other written materials or electronic media, files or
communications, which pertain in any manner to the operation of activities undertaken pursuant to an
executed Grant. Such books and records shall contain documentation of the Grantee's pertinent activity
under this Grant in accordance with Generally Accepted Accounting Principles.
Page 4 of 5
EIAF 7279 - Pueblo Downtown Tourism Improvements Study
8.2.1.Subgrantee /Subcontractor. Grantee shall monitor its Subgrantees and /or Subcontractors, if any,
during the term of this Grant. Results of such monitoring shall be documented by Grantee and
maintained on file.
9. CONSTRUCTION /RENOVATION. The following subsections shall apply to construction and /or
renovation related projects /activities:
9.1. Plans & Specifications. Construction plans and specifications shall be drawn up by a qualified
engineer or architect licensed in the State of Colorado, or pre - engineered in accordance with Colorado
law, and hired by the Grantee through a competitive selection process.
9.2. Procurement. A construction contract shall be awarded to a qualified construction firm through a
formal selection process with the Grantee being obligated to award the construction contract to the
lowest responsive, responsible bidder meeting the Grantee's specifications.
9.3. Subcontracts. Copies of any and all contracts entered into by the Grantee in order to accomplish this
Project shall be submitted to DOLA upon request, and any and all contracts entered into by the Grantee
or any of its Subcontractors shall comply with all applicable federal and state laws and shall be
governed by the laws of the State of Colorado.
9.4. Standards. Grantee, Subgrantees and Subcontractors shall comply with all applicable statutory design
and construction standards and procedures that may be required, including the standards required by
Colorado Department of Public Health and Environment, and shall provide the State with
documentation of such compliance.
THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
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EIAF 7279 - Pueblo Downtown Tourism Improvements Study
EXHIBIT G
Form of Option Letter
Date: Original Grant CMS #: 1 Option Letter # 1 CMS Routing #
1) OPTIONS:
a. Option to issue a new Budget ( §6.2 of Exhibit B) for a Minor Line Item Adjustment (as defined in §4.4.2 of
Exhibit B).
b. Option to issue a new Budget ( §6.2 of Exhibit B) for a Minor Budget Adjustment (as defined in §4.5.1 o Exhibit
B).
c. Option to issue a new Budget ( §6.2 of Exhibit B) for acceptance of a True -Up Budget Proposal (as : h - .
§4.5.1.1 of Exhibit B).
2) REQUIRED PROVISIONS. All Option Letters shall contain the appropriate provisions set fort b� ,,ow:
a. For use with Option 1(a): In accordance with §7(C)(i) of the Original Grant referenced e''1 „ ='n the State
of Colorado, acting by and through the Colorado Department of Local Affairs, and Grantee's Name ( "Grantee "),
the State hereby approves the Minor Line Item Adjustment listed on the attached revis- grr,:, §6.2 of Exhibit
B. Section 6.2 of Exhibit B of the Original Grant is hereby deleted and replaced . ••th the .tta,°ed §6.2 of Exhibit
B. All references to §6.2 of Exhibit B in the Original Grant shall refer to the ., 'ed Exhib" t. Minor Line Item
Adjustments shall not increase the Grant Funds or the total amount of the Buy et.
b. For use with Option 1(b): In accordance with §7(C)(ii) of the Origin., refe ced above between the State
of Colorado, acting by and through the Colorado Department of Local A'" airs, a)* Grantee's Name ( "Grantee "),
the State hereby approves the Minor Budget Adjustment listed on th- a d r-» ised Budget for §6.2 of Exhibit B.
Section 6.2 of Exhibit B of the Original Grant is hereby deleted :.• • • es with the attached §6.2 of Exhibit B.
All references to §6.2 of Exhibit B in the Original Grant shall refe o t e ached Exhibit. Minor Budget
Adjustments shall not increase the Grant Funds.
c. For use with Option 1(c): In accordance with §7(C) i) o i Original Grant referenced above between the
State of Colorado, acting by and through the Colorado kartme t t of Local Affairs, and Grantee's Name
( "Grantee "), the State hereby approves the True - t,osal listed on the attached revised Budget for §6.2
of Exhibit B. Section 6.2 of Exhibit B of the tit final t : nt is hereby deleted and replaced with the attached §6.2
of Exhibit B. All references to §6.2 of Exhibit B ► e d riginal Grant shall refer to the attached Exhibit. True -Up
Budget Proposals shall not increase the Grant Funds.
3) Effective Date. The effective date oft • • stion Letter is upon approval of the State Controller or Insert start date,
whichever is later.
2 k E OF COLORADO
C • 3 . Hickenlooper GOVERNOR
'orado Department of Local Affairs
By: Reeves Brown, Executive Director
Date:
l L CO RACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
, mow
S ,24- 31 ,20 requires the State Controller to approve all State contracts. This Option Letter is not valid until
' below by the State Controller or delegate. Grantee is not authorized to begin performance until such
ti If !P antee begins performing prior thereto, the State of Colorado is not obligated to pay Grantee for such
performance or for any goods and /or services provided hereunder.
STATE CONTROLLER
Robert Jaros, CPA
By:
Barbara M. Casey, Controller Delegate
Date:
Page 1 of 1 — Exhibit G (Form of Option Letter)