HomeMy WebLinkAbout11178Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
ORDINANCE NO. 11178
AN ORDINANCE APPROVING AND ACCEPTING COLORADO
DEPARTMENT OF TRANSPORTATION (CDOT) AERONAUTICS
DIVISION GRANT NO. 26-PUB-01 FOR FUNDS IN THE
AMOUNT OF $20,359 FOR THE TAXIWAY A SEALCOAT
(PHASE I) PROJECT DESIGN, BID, AND SEALCOAT,
BUDGETING AND APPROPRIATING SAID FUNDS TO
PROJECT NO. AP2603 — PUB TAXIWAY A SEALCOAT
PROJECT
WHEREAS, the General Assembly of the State of Colorado declared in Title 43 of the
Colorado Revised Statutes, Article 10, 1991 in C.R.S. §43-10-101 ("the Act") "...that there exists
a need to promote the safe operations and accessibility of general aviation in this state: that
improvements to general aviation transportation facilities will promote diversified economic
development across the state; and that accessibility to airport facilities for residents of the state
is crucial in the event of a medical or other type of emergency..."; and,
WHEREAS, the Act created the Colorado Aeronautical Board ("the Board") to establish
policy and procedures for distribution of monies in the Aviation Fund and created the Division of
Aeronautics ("the Division") to carry out the directives of the Board, including technical and
planning assistance to airports and the administration of the state aviation system grant
program. See C.R.S. §43-10-103 and C.R.S. §43-10-105 and C.R.S. §43-10-108.5 of the Act;
and,
WHEREAS, any eligible entity operating an FAA -designated public -use airport in the
state may file an application for and be recipient of a grant to be used solely for aviation
purposes. The Division is authorized to assist such airports and such airports may request
assistance by means of an Ordinance passed by the applicant's duly -authorized Governing
body, which understands that all funds shall be used exclusively as defined in the Division's
Programs and Procedures Manual ("the Manual") and the Airport Sponsor Assurances for the
Colorado Discretionary Aviation Grant Funding ("Grant Assurances") for the project detailed in
the Discretionary Aviation Grant Application ("Application") and in conjunction with CDOT's
Small Dollar Grant Award Terms and Conditions; NOW THEREFORE,
BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1
The City Council of the City of Pueblo, as a duly authorized governing body of the grant
applicant, hereby formally requests assistance from the Colorado Aeronautical Board and the
Division of Aeronautics ("Division") in the form of a state aviation system grant. The City of
Pueblo states that such grant shall be used solely for aviation purposes, as determined by the
State, and as generally described in the Application. By signing this Ordinance, the City of
Pueblo commits to keep open and accessible for public use all grant funded facilities,
improvements, and services for their useful life, as determined by the Division and stated in this
Ordinance and Grant Assurances.
SECTION 2.
The Small Dollar Grant Award CDAG No. 26-PUB-01, together with Exhibit A
(Application), Exhibit B (Grant Assurances), and Exhibit C (State of Colorado Small Dollar Grant
Award Terms and Conditions, including all addenda thereto) (collectively, the "Grant
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
Agreement"), by and between the Colorado Department of Transportation Aeronautics Division
("CDOT") and the City of Pueblo, a Municipal Corporation, a true copy of which is attached
hereto, having been approved as to form by the City Attorney, is hereby accepted and
approved.
SECTION 3.
The Mayor is hereby authorized to execute the Grant Agreement in the name and on
behalf of the City of Pueblo, where the Mayor may execute the Grant Agreement by electronic
signature and such electronic signature shall be attributable to the Mayor and the City of
Pueblo.
SECTION 4
The City of Pueblo hereby designates the Director of Aviation as the Project Director, as
described in the Manual, and authorizes the Project Director to act in all matters relating to the
work project proposed in the Application on City's behalf.
SECTION 5.
Funds in the amount of $20,359.00 from the Grant Agreement are hereby budgeted and
appropriated to Project No. AP2603 — Taxiway A Sealcoat.
SECTION 6.
The City of Pueblo has appropriated all funds that are currently required to be provided
by the Application under the terms and conditions of the Grant Agreement.
SECTION 7.
Pursuant to the Grant Agreement, CDOT may propose amendments to the grant terms
and its obligations thereunder. Administrative amendments, including but not limited to changes
to the project schedule, scope clarifications that do not alter the substantive work to be
performed, and compliance updates, may be accepted on behalf of the City by the Mayor or the
Director of Aviation without further action by City Council, provided that such administrative
amendments do not increase or decrease the maximum grant obligation or the City's matching
fund requirement. Any amendment that would increase or decrease the maximum grant
obligation, or that would alter the City's matching fund requirement, shall be submitted to City
Council for acceptance by separate ordinance in accordance with Section 3-17 of the Pueblo
City Charter, and any increase in funding shall be appropriated by separate ordinance in
accordance with Section 7-14 of the Pueblo City Charter.
SECTION 8.
The City of Pueblo hereby accepts all guidelines, procedures, standards, and
requirements described in the Manual as applicable to the performance of the grant work and
hereby approves the Grant Agreement submitted by the State, including all terms and
conditions contained therein.
SECTION 9.
The officers and staff of the City are authorized to perform any and all acts consistent
with this Ordinance and the Grant Agreement to implement the policy and procedures described
therein.
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
SECTION 10.
This Ordinance shall become effective on the date of final action by the Mayor and City
Council.
Action by City Council:
Introduced and initial adoption of Ordinance by City Council on May 11, 2026.
Final adoption of Ordinance by City Council on May 26, 2026. L
nedby:
auff
E�?;§846�...
President of City Council
Action by the Mayor:
[)� Approved on
❑ Disapproved on
05/27/2026
based on the following objections:
Mayor
Action by City Council After Disapproval by the Mayor:
❑ Council did not act to override the Mayor's veto.
❑ Ordinance re -adopted on a vote of , on
❑ Council action on failed to override the Mayor's veto.
President of City Council
ATTEST Docusignedby:
City Clerk
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
City Clerk's Office Item # S2
COUNCIL MEETING DATE: May 26, 2026
TO: President Mark Aliff and Members of City Council
CC: Mayor Heather Graham
VIA: Clyde Bishop, City Clerk
FROM: Greg Pedroza, Director Aviation
SUBJECT: AN ORDINANCE APPROVING AND ACCEPTING COLORADO
DEPARTMENT OF TRANSPORTATION (CDOT) AERONAUTICS
DIVISION GRANT NO. 26-PUB-01 FOR FUNDS IN THE AMOUNT OF
$20,359 FOR THE TAXIWAY A SEALCOAT (PHASE I) PROJECT
DESIGN, BID, AND SEALCOAT, BUDGETING AND APPROPRIATING
SAID FUNDS TO PROJECT NO. AP2603 — PUB TAXIWAY A
SEALCOAT PROJECT
SUMMARY:
This Ordinance will approve and accept a Colorado Department of Transportation
Aeronautics Division Grant for the PUB Taxiway A Sealcoat (Phase 1) project design,
bid, and sealcoat at the Pueblo Memorial Airport.
PREVIOUS COUNCIL ACTION:
Resolution 16293, approved March 9, 2026, established Account No. AP2603 — PUB
Taxiway A Sealcoat.
BACKGROUND:
The center section of Taxiway A at the Pueblo Memorial Airport is due for a full
sealcoat. This project is scheduled for 2026 on the Airport Capital Improvement Plan
with the FAA and CDOT.
FINANCIAL IMPLICATIONS:
Funds in the amount of $20,359 will be budgeted and appropriated to Project No.
AP2603 — PUB Taxiway A Sealcoat. The City's matching fund obligation of $20,360.00
will be funded from previously budgeted and appropriated funds in Project No. AP2603.
BOARD/COMMISSION RECOMMENDATION:
Not applicable to this Ordinance
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
STAKEHOLDER PROCESS:
Not applicable to this Ordinance.
ALTERNATIVES:
If this Ordinance is not approved, the grant will not be accepted from the State and the
project will not occur.
RECOMMENDATION:
Approve the Ordinance.
ATTACHMENTS:
1. 26-PUB-01 SDGA Resolution To Be Signed
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
Colorado Division of Aeronautics
CO 1VD"7,x11'17Discretionary Aviation Grant Resolution
RESOLUTION
WHEREAS:
The General Assembly of the State of Colorado declared in Title 43 of the Colorado Revised Statutes, Article 10, 1991
in CRS §43-10-101 (the Act) "... that there exists a need to promote the safe operations and accessibility of general
aviation in this state; that improvements to general aviation transportation facilities will promote diversified
economic development across the state; and that accessibility to airport facilities for residents of this state is crucial
in the event of a medical or other type of emergency..."
The Act created the Colorado Aeronautical Board ("the Board") to establish policy and procedures for distribution of
monies in the Aviation Fund and created the Division of Aeronautics ("the Division") to carry out the directives of
the Board, including technical and planning assistance to airports and the administration of the state aviation system
grant program. SEE CRS §43-10-103 and C.R.S. §43-10-105 and CRS §43-10-108.5 of the Act.
Any eligible entity operating an FAA -designated public -use airport in the state may file an application for and be
recipient of a grant to be used solely for aviation purposes. The Division is authorized to assist such airports and
request assistance by means of a Resolution passed by the applicant's duly -authorized governing body, which
understands that all funds shall be used exclusively for aviation purposes and that it will comply with all grant
procedures, grant assurances and requirements as defined in the Division's Programs and Procedures Manual, ("the
Manual") and the Airport Sponsor Assurances for Colorado Discretionary Aviation Grant Funding ("Grant Assurances")
attached hereto as Exhibit B for the project detailed in the Discretionary Aviation Grant Application ("Application")
attached hereto as Exhibit A and in conjunction with CDOT's Small Dollar Grant Award Terms and Conditions attached
hereto as Exhibit C.
NOW, THEREFORE, BE IT RESOLVED THAT:
The City of Pueblo, as a duly authorized governing body of the grant applicant, hereby formally requests assistance
from the Colorado Aeronautical Board and the Division of Aeronautics in the form of a state aviation system grant.
The City of Pueblo states that such grant shall be used solely for aviation purposes, as determined by the State, and
as generally described in the Application.
By signing this Grant Resolution, the applicant commits to keep open and accessible for public use all grant funded
facilities, improvements and services for their useful life, as determined by the Division and stated in the Grant
Assurances as shown in Exhibit B, Table 1.
FURTHER BE IT RESOLVED:
That the City of Pueblo hereby designates Greg Pedroza as the Project Director, as described in the Manual and
authorizes the Project Director to act in all matters relating to the work project proposed in the Application, including
execution of any amendments.
FURTHER:
The City of Pueblo has appropriated or will otherwise make available in a timely manner all funds, if any, that are
required to be provided by the applicant as shown on the Application.
FINALLY:
The City of Pueblo hereby accepts all guidelines, procedures, standards, and requirements described in the Manual
as applicable to the performance of the grant work and hereby approves this Grant Resloution, including all terms
and conditions contained therein.
by;
By: FS'igned
�
Print Name and Title: Heather Graham, Mayor
ATTEST (if needed) Docusignedby:
By: r�A112�s 49k..
Print Name and Title: Clyde Bishop, City Clerk
Date: 5/26/2026
Page 1 of 1 Aero SDGA Version 02/2026
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
Exhibit A, Discretionary Aviation Grant Application/Statement of Work
Colorado Division of Aeronautics
Applicant Sponsor:
City of Pueblo
Airport:
Pueblo Memorial Airport
Identifier:
Mailing Address:
1 City Hall Place
Pueblo CO 81003
Email Address:
gpedroza@pueblo.us
Phone Number:
(719) 553-2744
Grant Name: 26-PUB-01
Project Director: Greg Pedroza
Terms
Execution Date: Expiration Date:
The Effective Date June 30, 2029
Funding Source Funding Amount
State Aviation Grant: $20,359.00
Local Cash: $20,360.00
Local In -Kind: $0.00
Federal Aviation Grant: $773,648.00
Total Project Funding: $814,367.00
Exhibit A Page 1 of 2
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
This project will include a crack seal and seal coat application using the FAA P-608 Seal
Coat (2:1 dilution rate) of Taxiway A between Taxiway D and Taxiway A10, and all
associated connectors up to the hold line. This project will have an estimated 2-month
design phase (March - April 2026); 1-month bid phase (May 2026); and construction
occurring around September 2026. Furthermore, construction is anticipated to take
approximately 7 working days for the initial work (crack seal, seal coat, and initial
pavement markings). Another few days will be required for punch list and permanent
pavement markings approx. 24 calendar days after substantial completion.
ELEMENT DESCkIPTIO
STATE
STATE
LOCAL:
LOCAL
FEDERAL
FED %
TOTAL -
FUNDIF1O _� �
� �'% �
� FUNDING
� 16 � ��
� FUNDING,
A. Participate in
Federally Funded
Taxiway A 6t
$12,859.00
2.50
$12,860.00
2.50
$488,648.00
95.00
$514,367.00
Connectors Pavement
Maintenance (Phase 1)
B Participate iri
Federally Funded
Taxiway Aft
$7,500.00
Up to
$7,500.00
2.50
$285,000.00
95.00
$300,000.00
Connectors' Pavement
2.50
Maintenance (Phase 1)
- BIL
TOTALS
$20,359.00
$20,360.00
$773,648.00
$814,367.00
Exhibit A Page 2 of 2
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
Exhibit "6"
Airport Sponsor Assurances for
Colorado Discretionary Aviation Grant Funding
Revised October 15, 2025
I. APPLICABILITY
a. These assurances shall be complied with by Airport Sponsors in the performance of all
projects at airports that receive Colorado Department of Transportation - Division of
Aeronautics (Division) Colorado Discretionary Aviation Grant (CDAG) funding for
projects including but not limited to: master planning, land acquisition, equipment
acquisition or capital improvement projects (Project). It is not the intent of these
Assurances to expand existing Federal Aviation Administration (FAA) Grant Assurances
for airports included in the National Plan of Integrated Airport Systems (NPIAS); as
similar assurances already exist for acceptance of FAA funding.
b. Upon acceptance of this grant agreement these assurances are incorporated in and
become a part thereof.
111111CZr0191Z
The terms, conditions and assurances of the grant agreement shall remain in full
force and effect throughout the useful life of the Project as defined in Table 1
(Useful Life), or if the airport for which the Project is funded ceases to function as a
public airport, for twenty (20) years from the date of Project completion, whichever
period is greater. However, there shall be no limit on the duration of the assurances
with respect to real property acquired with CDAG Project funds.
III. COMPLIANCE
a. Should an Airport Sponsor be notified to be in non-compliance with any terms of this
agreement, they may become ineligible for future Division funding until such non-
compliance is cured.
b. If any Project is not used for aviation purposes during its Useful Life, or if the airport
for which the Project is funded ceases to function as a public airport, for twenty (20)
years from the date of Project completion or at any time during the estimated useful
life of the Project as defined in Table 1, whichever period is greater, the Airport
Sponsor may be liable for repayment to the Division of any or all funds contributed by
the Division under this agreement. If the airport at which the Project is constructed
is abandoned for any reason, the Division may in its discretion discharge the Airport
Sponsor from any repayment obligation upon written request by the Airport Sponsor.
IV. AIRPORT SPONSOR STATE GRANT ASSURANCES
Compatible Land Use. Compatible land use and planning in and around airports
benefits the state aviation system by providing opportunities for safe airport
development, preservation of airport and aircraft operations, protection of
airport approaches, reduced potential for litigation and compliance with
appropriate airport design standards. The airport will take appropriate action, to
the extent reasonable, to restrict the use of land adjacent to, in the immediate
Page 1 of 3 Version 1025
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
vicinity of, or on the airport to activities and purposes compatible with normal
airport operations, including landing and takeoff of aircraft.
2. On -Airport Hazard Removal and Mitigation. The airport will take appropriate
action to protect aircraft operations to/from the airport and ensure paths are
adequately cleared and protected by removing, lowering, relocating, marking, or
lighting or otherwise mitigating existing airport hazards and by preventing the
establishment or creation of future airport hazards.
3. Safe, Efficient Use, and Preservation of Navigable Airspace. The airport shall
comply with 14 CFR Part 77 for all future airport development and anytime an
existing airport development is altered.
4. Operation and Maintenance. In regards to Projects that receive Division
funding, the airport sponsor certifies that it has the financial or other resources
that may be necessary for the preventive maintenance, maintenance, repair and
operation of such projects during their Useful Life.
The airport and all facilities which are necessary to serve the aeronautical users
of the airport shall be operated at all times in a safe and serviceable condition.
The airport will also have in effect arrangements for:
a. Operating the airport's aeronautical facilities whenever required;
b. Promptly marking and lighting hazards resulting from airport conditions, including
temporary conditions; and
c. Promptly notifying airmen of any condition affecting aeronautical use of the
airport.
5. Airport Revenues. All revenues generated by the airport will be expended by it for the
capital or operating costs of the airport, the local airport system, or other local facilities
owned or operated by the owner or operator of the airport for aviation purposes.
6. Airport Layout Plan (ALP). Once accomplished and as otherwise may be required to
develop, it will keep up-to-date a minimum of an ALP of the airport showing (1)
boundaries of the airport and all proposed additions thereto, together with the
boundaries of all offsite areas owned or controlled by the sponsor for airport purposes
and proposed additions thereto; (2) the location and nature of all existing and proposed
airport facilities and structures (such as runways, taxiways, aprons, terminal buildings,
hangars and roads), including all proposed extensions and reductions of existing airport
facilities; and (3) the location of all existing improvements thereon.
Page 2 of 3 Version 1025
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
CDOT - Aeronautics Division
Small Dollar Grant Award
Grantee: City of Pueblo
CDAG #: 26-PUB-01
7. Use for Aviation Purposes. The Airport Sponsor shall not use runways, taxiways, aprons,
seeded areas or any other appurtenance or facility constructed, repaired, renovated or
maintained under the terms of this Agreement for activities other than aviation purposes
unless otherwise exempted by the Division.
Project Type
a. All construction projects (unless listed separately below)
b. All equipment and vehicles
c. Pavement rehabilitation (not reconstruction, which is 20 years)
Cl. Asphalt seal coat, slurry seal, and joint sealing
e. Concrete joint replacement
f. Permanent aviation fuel farms, including storage tanks, dispensing
vehicles and related equipment*
g. Airfield lighting and signage
h. Navigational Aids
i. Buildings
j. Land
Useful Life
20 years
10 years
10 years
3 years
7 years
15 years
10 years
15 years
40 years
Unlimited
*Temporary, non -permanent aviation fuel storage equipment (such as tank trailers and skid mounted
self-contained storage tanks) that is used exclusively to facilitate the transition from 10OLL avgas to
unleaded avgas is not subject to a specific useful life.
Page 3 of 3 Version 1025
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
Exhibit "C"
MODEL SMALL DOLLAR GRANT AWARDS AND CONTENT
State Controller Policy
Effective Date:10/12/2023; Revised 3/27/2025
Approved by: Robert Jaros, CPA, MBA, JD, Colorado State Controller
1. Background
This is a State Controller Contract, Grant, and Purchase Order Policy under the State Fiscal Rules.
All Small Dollar Grant Awards shall use one of the approved models Small Dollar Grant Award or
Grant Agreement forms described in Fiscal Rule 3-4 unless the State Agency or Institution of Higher
Education (IHE) has obtained the prior written approval from the Office of the State Controller
(OSC).
2. Available Model Small Dollar Grant Awards
The following model Small Dollar Grant Awards may be used by State Agencies and IHEs without
additional approval from the OSC:
A. Financial System Generated Small Dollar Grant Awards. This model is the system -generated
document resulting from a Colorado Operations Resource Engine (CORE) POGG1 encumbrance
or through another approved state financial system, which also explicitly references a link to
the State of Colorado Small Dollar Grant Award Terms and Conditions that are attached to
this policy. This model does not include other documents with a similar or the same
appearance as one of these documents that is not generated within the financial system
B. Other Approved Forms. A State Agency or IHE, at the discretion of the State Agency's or IHE's
Procurement Official or State Controller delegate, may request other approved forms from
the OSC.
C. Backup Forms. If CORE or the approved state financial system used by the State Agency or IHE
is unavailable for an extended period of time when a Small Dollar Grant Award must be issued,
the State Agency or IHE, with the prior approval of the OSC, may use a backup form with the
same or substantially similar appearance as one of the documents described in 51)a.
3. Modifications of Model Small Dollar Grant Awards
A State Agency or Institution of Higher Education issuing a Small Dollar Grant Award may not modify
the State of Colorado Small Dollar Grant Award Terms and Conditions attached to this policy,
including Addendum 1: Additional Terms Et Conditions for Information Technology ("Addendum"), in
any way without prior written approval of the OSC.
A. Exception. The Office of Information Technology (OIT) may modify the provisions of
Addendum for the State of Colorado Small Dollar Grant Awards specifically issued by OIT
with the prior written approval of the Procurement Official of OIT or authorized delegate,
without obtaining additional approval from OSC.
B. Unauthorized Modifications. Except as described in 52)a., the failure of a State Agency or
IHE to obtain approval from the OSC prior to issuing a Small Dollar Grant Award with modified
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Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
the State of Colorado Small Dollar Grant Award Terms and Conditions shall constitute a
violation of Fiscal Rule 3-4, 55 4.1.7. and 5.1.
4. Small Dollar Grant Award Exhibits and References
All Small Dollar Grant Awards shall either include or specifically reference the State of Colorado
Small Dollar Grant Award Terms and Conditions by hyperlink or, if modified in accordance with 52),
attach the modified State of Colorado Small Dollar Grant Award Terms and Conditions and shall
clarify on the Small Dollar Grant Award that the attached modified State of Colorado Small Dollar
Grant Award Terms and Conditions shall govern the Small Dollar Grant Award in lieu of the State of
Colorado Small Dollar Grant Award Terms and Conditions referenced by hyperlink. Small Dollar
Grant Awards shall also include any additional exhibits, based on the nature of the work performed
under the Small Dollar Grant Award, as required by any other state and/or federal agency with
authority over that type of work or by any entity providing funding for the Small Dollar Grant Award,
including, but not limited to, the following:
A. Additional information technology provisions required by OIT.
B. Additional provisions required to comply with the Office of Management and Budget Uniform
Guidance, or the Federal Funding Accountability and Transparency Act, or any other
applicable federal terms and conditions.
C. Any federally required attachments relating to confidential information, such as a Health
Information Portability and Accountability Act (HIPAA) Business Associate Addendum or a
Federal Tax Information Exhibit.
5. State of Colorado Small Dollar Grant Award Terms and Conditions
A. Offer/Acceptance. This Small Dollar Grant Award, together with these terms and conditions
(including, if applicable, Addendum 1: Additional Terms and Conditions for Information
Technology, and Addendum 2: Additional Terms and Conditions for Federal Provisions,
below), and any other attachments, exhibits, specifications, or appendices, whether
attached or incorporated by reference (collectively the "Agreement") shall represent the
entire and exclusive agreement between the State of Colorado, by and through the agency
identified on the face of the Small Dollar Grant Award ("State") and the Subrecipient
identified on the face of the Small Dollar Grant Award ("Grantee"). If this Agreement refers
to Grantee's bid or proposal, this Agreement is an ACCEPTANCE of Grantee's OFFER TO
PERFORM in accordance with the terms and conditions of this Agreement. If a bid or proposal
is not referenced, this Agreement is an OFFER TO ENTER INTO AGREEMENT, subject to
Grantee's acceptance, demonstrated by Grantee's beginning performance or written
acceptance of this Agreement. Any counter-offer automatically cancels this Agreement,
unless a change order is issued by the State accepting a counter-offer. Except as provided
herein, the State shall not be responsible or liable for any Work performed prior to issuance
of this Agreement. The State's financial obligations to the Grantee are limited by the amount
of Grant Funds awarded as reflected on the face of the Small Dollar Grant Award.
B. Order of Precedence. In the event of a conflict or inconsistency within this Agreement, such
conflict or inconsistency shall be resolved by giving preference to the documents in the
following order of priority: (1) if applicable, Addendum 2: Additional Terms and Conditions
for Federal Provisions, below; (2) the Small dollar Grant Award document; (3) these terms
and conditions (including, if applicable, Addendum 1 below); and (4) any attachments,
exhibits, specifications, or appendices, whether attached or incorporated by reference.
Notwithstanding the above, if this Agreement has been funded, in whole or in part, with a
Federal Award, in the event of a conflict between the Federal Grant and this Agreement,
Page 2 of 15
Docusign Envelope ID: B97D6B52-A430-8EF4-839B-7F498870840A
the provisions of the Federal Grant shall control. Grantee shall comply with all applicable
Federal provisions at all times during the term of this Agreement. Any terms and conditions
included on Grantee's forms or invoices not included in this Agreement are void.
C. Changes. Once accepted in accordance with 51, this Agreement shall not be modified,
superseded or otherwise altered, except in writing by the State and accepted by Grantee.
D. Definitions. The following terms shall be construed and interpreted as follows: (a) "Award"
means an award of Federal financial assistance, and the grant setting forth the terms and
conditions of that financial assistance, that a Non -Federal Entity receives or administer.; (b)
"Budget" means the budget for the Work described in this Agreement; (c) "Business Day"
means any day in which the State is open and conducting business, but shall not include
Saturday, Sunday or any day on which the State observes one of the holidays listed in CRS
524-11- 101(1); (d) "UCC" means the Uniform Commercial Code in CRS Title 4; (e) "Effective
Date" means the date on which this Agreement is issued as shown on the face of the Small
Dollar Grant Award; (f) "Federal Award" means an award of federal financial assistance or a
cost -reimbursement contract, by a Federal Awarding Agency to the Recipient. "Federal
Award" also means an agreement setting forth the terms and conditions of the Federal
Award, which terms and conditions shall flow down to the Award unless such terms and
conditions specifically indicate otherwise. The term does not include payments to a
contractor or payments to an individual that is a beneficiary of a Federal program; (g)
"Federal Awarding Agency" means a Federal agency providing a Federal Award to a Recipient
as described in 2 CFR 200.1; (h) "Grantee" means the party or parties identified as such in
the Grant to which these Terms and Conditions apply. Grantee also means Subrecipient; (i)
"Grant Funds" means the funds that have been appropriated, designated, encumbered, or
otherwise made available for payment by the State under this Agreement; (j) "Matching
Funds" mean the funds provided by the Grantee to meet cost sharing requirements described
in this Agreement; (k) "Non -Federal Entity" means a State, local government, Indian tribe,
institution of higher education, or nonprofit organization that carries out a Federal Award
as a Recipient or Subrecipient; ([) "Recipient" means the State agency identified on the face
of the Small Dollar Grant Award; (m) "Subcontractor" means third parties, if any, engaged
by Grantee to aid in performance of the Work; (n) "Subrecipient" means an entity that
receives a subaward from a pass -through entity to carry out part of a Federal award. The
term Subrecipient does not include a beneficiary or participant. A Subrecipient may also be
a recipient of other Federal awards directly from a Federal agency; (o) "Uniform Guidance"
means the Office of Management and Budget Uniform Administrative Requirements, Cost
Principles, and Audit Requirements for Federal Awards. The terms and conditions of the
Uniform Guidance flow down to awards to Subrecipients unless the Uniform Guidance or the
terms and conditions of the Federal Award specifically indicate otherwise; and (p) "Work"
means the goods delivered or services, or both, performed pursuant to this Agreement and
identified as Line Items on the face of the Small Dollar Grant Award.
E. Delivery. Grantee shall furnish the Work in strict accordance with the specifications and
price set forth in this Agreement. The State shall have no liability to compensate Grantee
for the performance of any Work not specifically set forth in the Agreement.
F. Rights to Materials. [Not Applicable to Agreements issued either in whole in part for
Information Technology, as defined in CRS 5 24-37.5-102(2); in which case Addendum 1 52
applies in lieu of this section.] Unless specifically stated otherwise in this Agreement, all
materials, including without [imitation supplies, equipment, documents, content,
information, or other material of any type, whether tangible or intangible (collectively
"Materials"), furnished by the State to Grantee or delivered by Grantee to the State in
performance of its obligations under this Agreement shall be the exclusive property the
State. Grantee shall return or deliver all Materials to the State upon completion or
termination of this Agreement.
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G. Grantee Records. 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 (including, but not limited to the operation of programs) performed under this
Agreement (collectively "Grantee Records"). Grantee must collect, transmit, and store
information related to this Agreement in open and machine-readable formats (2 CFR
200.336). Unless otherwise specified by the State, the Grantee shall retain Grantee Records
for a period (the "Record Retention Period") of three years following the date of submission
to the State of the final expenditure report, or if this Award is renewed quarterly or
annually, from the date of the submission of each quarterly or annual report, respectively.
If any litigation, claim, or audit related to this Award starts before expiration of the Record
Retention Period, the Record Retention Period shall extend until all litigation, claims or
audit finding have been resolved and final action taken by the State or Federal Awarding
Agency. The Federal Awarding Agency, a cognizant agency for audit, oversight, or indirect
costs, and the State, may notify Grantee in writing that the Record Retention Period shall
be extended. For records for real property and equipment, the Record Retention Period
shall extend three years following final disposition of such property. Grantee shall permit
the State, the federal government, and any other duly authorized agent of a governmental
agency to audit, inspect, examine, excerpt, copy and transcribe Grantee Records during the
Record Retention Period. Grantee shall make Grantee Records available during normal
business hours at Grantee's office or place of business, or at other mutually agreed upon
times or locations, upon no fewer than two Business Days' notice from the State, unless the
State determines that a shorter period of notice, or no notice, is necessary to protect the
interests of the State. The State, in its discretion, may monitor Grantee's performance of its
obligations under this Agreement using procedures as determined by the State. The federal
government and any other duly authorized agent of a governmental agency, in its discretion,
Grantee shall allow the State to perform all monitoring required by the Uniform Guidance,
based on the State's risk analysis of Grantee and this Agreement, and the State shall have
the right, in its discretion, to change its monitoring procedures and requirements at any
time during the term of this Agreement. The State will monitor Grantee's performance in a
manner that does not unduly interfere with Grantee's performance of the Work. Grantee
shall promptly submit to the State a copy of any final audit report of an audit performed on
Grantee Records that relates to or affects this Agreement or the Work, whether the audit is
conducted by Grantee, a State agency or the State's authorized representative, or a third
party. If applicable, the Grantee may be required to perform a single audit under 2 CFR
200.501, et seq. Grantee shall submit a copy of the results of that audit to the State within
the same timelines as the submission to the federal government.
H. Reporting. If Grantee is served with a pleading or other document in connection with an
action before a court or other administrative decision- making body, and such pleading or
document relates to this Agreement or may affect Grantee's ability to perform its obligations
under this Agreement, Grantee shall, within 10 days after being served, notify the State of
such action and deliver copies of such pleading or document to the State. Grantee shall
disclose, in a timely manner, in writing to the State and the Federal Awarding Agency, all
violations of federal or State criminal law involving fraud, bribery, or gratuity violations
potentially affecting the Award. The State or the Federal Awarding Agency may impose any
penalties for noncompliance allowed under 2 CFR Part 180 and 31 U.S.C. 3321, which may
include, without limitation, suspension or debarment.
I. Conflicts of Interest. Grantee acknowledges that with respect to this Agreement, 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 may appear to be in conflict with the full performance of Grantee's
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obligations to the State under this Agreement. If a conflict or appearance of a conflict of
interest exists, or if Grantee is uncertain as to such, 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
actual or apparent conflict constitutes a breach of this Agreement. Grantee certifies that to
their knowledge, no employee of the State has any personal or beneficial interest
whatsoever in the service or property described in this Agreement. 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.
J. Taxes. The State is exempt from federal excise taxes and from State and local sales and use
taxes.
K. Payment. Payments to Grantee are limited to the unpaid, obligated balance of the Grant
Funds. The State shall not pay Grantee any amount under this Agreement that exceeds the
Document Total shown on the face of the Small Dollar Grant Award. The State shall pay
Grantee in the amounts and in accordance with the schedule and other conditions set forth
in this Agreement. Grantee shall initiate payment requests by invoice to the State, in a form
and manner approved by the State. The State shall pay Grantee for all amounts due within
45 days after receipt of an Awarding Agency's approved invoicing request, or in instances of
reimbursement grant programs a request for reimbursement, compliant with Generally
Accepted Accounting Principles (GAAP) and, if applicable Government Accounting Standards
Board (GASB) of amount requested. Amounts not paid by the State within 45 days of the
State's acceptance of the invoice shall bear interest on the unpaid balance beginning on the
45th day at the rate set forth in CRS 524-30-202(24) until paid in full. Interest shall not
accrue if a good faith dispute exists as to the State's obligation to pay all or a portion of the
amount due. Grantee shall invoice the State separately for interest on delinquent amounts
due, referencing the delinquent payment, number of day's interest to be paid, and
applicable interest rate. The acceptance of an invoice shall not constitute acceptance of
any Work performed under this Agreement. Except as specifically agreed in this Agreement,
Grantee shall be solely responsible for all costs, expenses, and other charges it incurs in
connection with its performance under this Grantee.
L. Term. The parties' respective performances under this Agreement shall commence on the
"Service From" date identified on the face of the Small Dollar Grant Award, unless otherwise
specified, and shall terminate on the "Service To" date identified on the face of the Small
Dollar Grant Award unless sooner terminated in accordance with the terms of this
Agreement.
M. Payment Disputes. If Grantee disputes any calculation, determination or amount of any
payment, Grantee shall notify the State in writing of its dispute within 30 days following the
earlier to occur of Grantee's receipt of the payment or notification of the determination or
calculation of the payment by the State. The State will review the information presented by
Grantee and may make changes to its determination based on this review. The calculation,
determination or payment amount that results from the State's review shall not be subject
to additional dispute under this subsection. No payment subject to a dispute under this
subsection shall be due until after the State has concluded its review, and the State shall
not pay any interest on any amount during the period it is subject to dispute under this
subsection.
N. Matching Funds. Grantee shall provide Matching Funds, if required by this Agreement. If
permitted under the terms of the grant and per this Agreement, Grantee may be permitted
to provide Matching Funds prior to or during the course of the project or the match will be
an in -kind match. Grantee shall report to the State regarding the status of such funds upon
request. Grantee's obligation to pay all or any part of any Matching Funds, whether direct
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or contingent, only extend to funds duly and lawfully appropriated for the purposes of this
Agreement by the authorized representatives of Grantee and paid into Grantee's treasury or
bank account. Grantee represents to the State that the amount designated "Grantee's
Matching Funds" pursuant to this Agreement, has been legally appropriated for the purposes
of this Agreement by its authorized representatives and paid into its treasury or bank
account. Grantee does not by this Agreement irrevocably pledge present cash reserves for
payments in future fiscal years, and this Agreement is not intended to create a multiple -
fiscal year debt of Grantee. Grantee shall not pay or be liable for any claimed interest, late
charges, fees, taxes or penalties of any nature, except as required by Grantee's laws or
policies.
0. Reimbursement of Grantee Costs. If applicable, the State shall reimburse Grantee's
allowable costs, not exceeding the maximum total amount described in this Agreement for
all allowable costs described in the grant except that Grantee may adjust the amounts
between each line item of the Budget without formal modification to this Agreement as long
as the Grantee provides notice to, and received approval from the State of the change, the
change does not modify the total maximum amount of this Agreement, and the change does
not modify any requirements of the Work. If applicable, the State shall reimburse Grantee
for the properly documented allowable costs related to the Work after review and approval
thereof, subject to the provisions of this Agreement. However, any costs incurred by Grantee
prior to the Effective Date shall not be reimbursed absent specific allowance of pre -award
costs. Grantee's costs for Work performed after the "Service To" date identified on the face
of the Small Dollar Grant Award, or after any phase performance period end date for a
respective phase of the Work, shall not be reimbursable. The State shall only reimburse
allowable costs described in this Agreement and shown in the Budget if those costs are (a)
reasonable and necessary to accomplish the Work, and (b) equal to the actual net cost to
Grantee (i.e. the price paid minus any items of value received by Grantee that reduce the
costs actually incurred).
P. Close -Out. Grantee shall close out this Award within 45 days after the "Service To" date
identified on the face of the Small Dollar Grant Award, including any modifications. To
complete close-out, Grantee shall submit to the State all deliverables (including
documentation) as defined in this Agreement and Grantee's final reimbursement request or
invoice. In accordance with the Agreement, the State may withhold a percentage of
allowable costs until all final documentation has been submitted and accepted by the State
as substantially complete.
Q. Assignment. Grantee's rights and obligations under this Agreement may not be transferred
or assigned without the prior, written consent of the State and execution of a new
agreement. Any attempt at assignment or transfer without such consent and new agreement
shall be void. Any assignment or transfer of Grantee's rights and obligations approved by the
State shall be subject to the provisions of this Agreement.
R. Subcontracts. Grantee shall not enter into any subcontract in connection with its obligations
under this Agreement without the prior, written approval of the State. Grantee shall submit
to the State a copy of each subcontract upon request by the State. All subcontracts entered
into by Grantee in connection with this Agreement shall comply with all applicable federal
and state laws and regulations, shall provide that they are governed by the laws of the State
of Colorado, and shall be subject to all provisions of this Agreement.
S. Severability. The invalidity or unenforceability of any provision of this Agreement shall not
affect the validity or enforceability of any other provision of this Agreement, which shall
remain in full force and effect, provided that the Parties can continue to perform their
obligations in accordance with the intent of the Agreement.
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T. Survival of Certain Agreement Terms. Any provision of this Agreement that imposes an
obligation on a party after termination or expiration of the Agreement shall survive the
termination or expiration of the Agreement and shall be enforceable by the other party.
U. Third Party Beneficiaries. Except for the parties' respective successors and assigns, this
Agreement does not and is not intended to confer any rights or remedies upon any person
or entity other than the Parties. Enforcement of this Agreement and all rights and obligations
hereunder are reserved solely to the parties. Any services or benefits which third parties
receive as a result of this Agreement are incidental to the Agreement, and do not create
any rights for such third parties.
V. Waiver. A party's failure or delay in exercising any right, power, or privilege under this
Agreement, whether explicit or by lack of enforcement, shall not operate as a waiver, nor
shall any single or partial exercise of any right, power, or privilege preclude any other or
further exercise of such right, power, or privilege.
W. Indemnification. [Not Applicable to Inter -governmental agreements] Grantee shall
indemnify, save, and hold harmless the State, its employees, agents and assignees (the
"Indemnified Parties"), against any and all costs, expenses, claims, damages, liabilities,
court awards and other amounts (including attorneys' fees and related costs) incurred by any
of the Indemnified Parties in relation to any act or omission by Grantee, or its employees,
agents, Subcontractors, or assignees in connection with this Agreement. This shall include,
without [imitation, any and all costs, expenses, claims, damages, liabilities, court awards
and other amounts incurred by the Indemnified Parties in relation to any claim that any work
infringes a patent, copyright, trademark, trade secret, or any other intellectual property
right or any claim for loss or improper disclosure of any confidential information or
personally identifiable information. If Grantee is a public agency prohibited by applicable
law from indemnifying any party, then this section shall not apply.
X. Notice. All notices given under this Agreement shall be in writing, and shall be delivered to
the contacts for each party listed on the face of the Small Dollar Grant Award. Either party
may change its contact or contact information by notice submitted in accordance with this
section without a formal modification to this Agreement.
Y. Insurance. Except as otherwise specifically stated in this Agreement or any attachment or
exhibit to this Agreement, Grantee shall obtain and maintain insurance as specified in this
section at all times during the term of the Agreement: (a) workers' compensation insurance
as required by state statute, and employers' liability insurance covering all Grantee
employees acting within the course and scope of their employment, (b) Commercial general
liability insurance written on an Insurance Services Office occurrence form, covering
premises operations, fire damage, independent contractors, products and completed
operations, blanket contractual liability, personal injury, and advertising liability with
minimum limits as follows: $1,000,000 each occurrence; $1,000,000 general aggregate;
$1,000,000 products and completed operations aggregate; and $50,000 any one fire, and (c)
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. If Grantee
will or may have access to any protected information, then Grantee shall also obtain and
maintain insurance covering loss and disclosure of protected information and claims based
on alleged violations of privacy right through improper use and disclosure of protected
information with limits of $1,000,000 each occurrence and $1,000,000 general aggregate at
all times during the term of the Small Dollar Grant Award. Additional insurance may be
required as provided elsewhere in this Agreement or any attachment or exhibit to this
Agreement. All insurance policies required by this Agreement shall be issued by insurance
companies with an AM Best rating of A-VIII or better. If Grantee is a public agency within
the meaning of the Colorado Governmental Immunity Act, then this section shall not apply
and Grantee shall instead comply with the Colorado Governmental Immunity Act.
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Z. Termination Prior to Grantee Acceptance. If Grantee has not begun performance under this
Agreement, the State may cancel this Agreement by providing written notice to the Grantee.
AA. Termination for Cause. If Grantee refuses or fails to timely and properly perform any of its
obligations under this Agreement with such diligence as will ensure its completion within
the time specified in this Agreement, the State may notify Grantee in writing of non-
performance and, if not corrected by Grantee within the time specified in the notice,
terminate Grantee's right to proceed with the Agreement or such part thereof as to which
there has been delay or a failure. Grantee shall continue performance of this Agreement to
the extent not terminated. Grantee shall be liable for excess costs incurred by the State in
procuring similar Work and the State may withhold such amounts, as the State deems
necessary. If after rejection, revocation, or other termination of Grantee's right to proceed
under the Colorado Uniform Commercial Code (CUCC) or this clause, the State determines
for any reason that Grantee was not in default or the delay was excusable, the rights and
obligations of the State and Grantee shall be the same as if the notice of termination had
been issued pursuant to termination under 528.
66. Termination in Public Interest. The State is entering into this Agreement for the purpose of
carrying out the public interest of the State, as determined by its Governor, General
Assembly, Courts, or Federal Awarding Agency. If this Agreement ceases to further the public
interest of the State as determined by its Governor, General Assembly, Courts, or Federal
Awarding Agency, the State, in its sole discretion, may terminate this Agreement in whole
or in part and such termination shall not be deemed to be a breach of the State's obligations
hereunder. This section shall not apply to a termination for cause, which shall be governed
by 527. A determination that this Small Dollar Grant Award should be terminated in the
public interest shall not be equivalent to a State right to terminate for convenience. The
State shall give written notice of termination to Grantee specifying the part of the
Agreement terminated and when termination becomes effective. Upon receipt of notice of
termination, Grantee shall not incur further obligations except as necessary to mitigate costs
of performance. The State shall pay the Agreement price or rate for Work performed and
accepted by State prior to the effective date of the notice of termination. The State's
termination liability under this section shall not exceed the total Agreement price.
CC. Termination for Funds Availability. The State is prohibited by law from making commitments
beyond the term of the current State Fiscal Year. Payment to Grantee beyond the current
State Fiscal Year is contingent on the appropriation and continuing availability of Grant
Funds in any subsequent year (as provided in the Colorado Special Provisions). If federal
funds or funds from any other non -State funds constitute all or some of the Grant Funds, the
State's obligation to pay Grantee shall be contingent upon such non -State funding continuing
to be made available for payment. Payments to be made pursuant to this Agreement shall
be made only from Grant Funds, and the State's liability for such payments shall be limited
to the amount remaining of such Grant Funds. If State, federal or other funds are not
appropriated, or otherwise become unavailable to fund this Agreement, the State may, upon
written notice, terminate this Agreement, in whole or in part, without incurring further
liability. The State shall, however, remain obligated to pay for Work performed and
accepted prior to the effective date of notice of termination, and this termination shall
otherwise be treated as if this Agreement were terminated in the public interest as
described in 528.
DD. Grantee's Termination Under Federal Requirements. If the Grant Funds include any federal
funds, then Grantee may request termination of this Grant by sending notice to the State,
or to the Federal Awarding Agency with a copy to the State, which includes the reasons for
the termination and the effective date of the termination. If this Grant is terminated in this
manner, then Grantee shall return any advanced payments made for Work that will not be
performed prior to the effective date of the termination.
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EE. Governmental Immunity. Liability for claims for injuries to persons or property arising from
the negligence of the State, its departments, boards, commissions committees, bureaus,
offices, employees and officials shall be controlled and limited by the provisions of the
Colorado Governmental Immunity Act, CRS 524-10-101, et seq., the Federal Tort Claims Act,
28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State's risk management statutes,
CRS 5524-30-1501, et seq. No term or condition of this Agreement shall be construed or
interpreted as a waiver, express or implied, of any of the immunities, rights, benefits,
protections, or other provisions, contained in these statutes.
FF. Grant Recipient. Grantee shall perform its duties hereunder as a grant recipient 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 shall not have authorization, express or implied,
to bind the State to any agreement, liability or understanding, except as expressly set forth
herein. 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. Grantee
shall pay when due all applicable employment taxes and income taxes and local head taxes
incurred pursuant to this Agreement. 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.
GG. Compliance with Law. Grantee shall comply with all applicable federal and State laws, rules,
and regulations in effect or hereafter established, including, without [imitation, laws
applicable to discrimination and unfair employment practices.
HH. Choice of Law, Jurisdiction and Venue. [Not Applicable to Inter -governmental agreements]
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the
interpretation, execution, and enforcement of this Agreement. Any provision included or
incorporated herein by reference which conflicts with said laws, rules, and regulations shall
be null and void. All suits or actions related to this Agreement shall be filed and proceedings
held in the State of Colorado and exclusive venue shall be in the City and County of Denver.
Any provision incorporated herein by reference which purports to negate this or any other
provision in this Agreement 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 or for any other reason shall not
invalidate the remainder of this Agreement, to the extent capable of execution. Grantee
shall exhaust administrative remedies in CRS 524-109-106, prior to commencing any judicial
action against the State regardless of whether the Colorado Procurement Code applies to
this Agreement.
II. Prohibited Terms. Nothing in this Agreement shall be construed as a waiver of any provision
of CRS 524-106-109. Any term included in this Agreement that requires the State to
indemnify or hold Grantee harmless; requires the State to agree to binding arbitration; limits
Grantee's liability for damages resulting from death, bodily injury, or damage to tangible
property; or that conflicts with that statute in anyway shall be void ab initio.
JJ. Public Contracts for Services. [Not Applicable to offer, issuance, or sale of securities,
investment advisory services, fund management services, sponsored projects,
intergovernmental grant 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 will perform work under this Agreement and will confirm
the employment eligibility of all employees who are newly hired for employment in the
United States to perform work under this Agreement, through participation in the E-Verify
Program or the Department program established pursuant to CRS 58-17.5- 102(5)(c), Grantee
shall not knowingly employ or contract with an illegal alien to perform work under this
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Agreement or enter into a contract or agreement with a Subcontractor that fails to certify
to Grantee that the Subcontractor shall not knowingly employ or contract with an illegal
alien to perform work under this Agreement. Grantee shall (a) not use E-Verify Program or
Department program procedures to undertake pre- employment screening of job applicants
during performance of this Agreement, (b) notify Subcontractor and the State within three
days if Grantee has actual knowledge that Subcontractor is employing or contracting with
an illegal alien for work under this Agreement, (c) terminate the subcontract if
Subcontractor does not stop employing or contracting with the illegal alien within three days
of receiving notice, and (d) comply with reasonable requests made in the course of an
investigation, undertaken pursuant to CRS 58-17.5-102(5), by the Colorado Department of
Labor and Employment. If Grantee participates in the Department program, Grantee shall
deliver to the State a written, notarized affirmation that Grantee has examined the legal
work status of such employee, and shall comply with all of the other requirements of the
Department program. If Grantee fails to comply with any requirement of this provision or
CRS 58-17.5-101 et seq., the State may terminate this Agreement for breach and, if so
terminated, Grantee shall be liable for damages.
KK. Public Contracts with Natural Persons. Grantee, if a natural person 18 years of age or older,
hereby swears and affirms under penalty of perjury that the person (a) is a citizen or
otherwise lawfully present in the United States pursuant to federal law, (b) shall comply
with the provisions of CRS 524-76.5-101 et seq., and (c) has produced a form of identification
required by CRS 524-76.5-103 prior to the date Grantee begins Work under terms of the
Agreement.
LL. Whistle Blower Protections. An employee of a grantee must not be discharged, demoted, or
otherwise discriminated against as a reprisal for disclosing to a person or body described in
paragraph (a)(2) of 41 U.S.C. 4712 information that the employee reasonably believes is
evidence of gross mismanagement of a Federal contract or grant, a gross waste of Federal
funds, an abuse of authority relating to a Federal contract or grant, a substantial and specific
danger to public health or safety, or a violation of law, rule, or regulation related to a
Federal contract (including the competition for or negotiation of a contract) or grant. The
subrecipient must inform their employees in writing of employee whistleblower rights and
protections under 41 U.S.C. 4712. See statutory requirements for whistleblower protections
at 10 U.S.C. 4701, 41 U.S.C. 4712, 41 U.S.C. 4304, and 10 U.S.C. 4310.
MM.Accessibility. Grantee shall comply with and the Work Product provided under this PO shall
be in compliance with all applicable provisions of 5524-85-101, et seq., C.R.S., and the
Accessibility Standards for Individuals with a Disability, as established by OIT pursuant to
Section 524-85-103(2.4), C.R.S. Grantee shall also comply with all State of Colorado
technology standards related to technology accessibility and with Level AA of the most
current version of the Web Content Accessibility Guidelines (WCAG), in in the State of
Colorado technology standards. Grantee shall indemnify, save, and hold harmless the
Indemnified Parties against any and all costs, expenses, claims, damages, liabilities, court
awards and other amounts (including attorneys' fees and related costs) incurred by any of
the Indemnified Parties in relation to Grantee's failure to comply with 5524-85-101, et seq.,
C.R.S., or the Accessibility Standards for Individuals with a Disability as established by OIT
pursuant to Section 524-85-103 (2.5), The State may require Grantee's compliance to the
State's Accessibility Standards to be determined by a third party selected by the State to
attest to Grantee's Work Product and software is in compliance with 1:1 24-85-101, et seq.,
C.R.S., and the Accessibility Standards for Individuals with a Disability as established by OIT
pursuant to Section 524-85-103 (2.5), C.R.S.
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6. Addendum l:
Additional Terms Et Conditions for Information Technology IF ANY PART OF THE SUBJECT MATTER
OF THIS AGREEMENT IS INFORMATION TECHNOLOGY, AS DEFINED IN CRS 5 24-37.5-102 (2), THE
FOLLOWING PROVISIONS ALSO APPLY TO THIS AGREEMENT.
A. Definitions. The following terms shall be construed and interpreted as follows: (a) "CJI" means
criminal justice information collected by criminal justice agencies needed for the
performance of their authorized functions, including, without limitation, all information
defined as criminal justice information by the U.S. Department of Justice, Federal Bureau of
Investigation, Criminal Justice Information Services Security Policy, as amended, and all
Criminal Justice Records as defined under CRS 524-72-302; (b) "Incident" means any
accidental or deliberate event that results in or constitutes an imminent threat of the
unauthorized access, loss, disclosure, modification, disruption, or destruction of any
communications or information resources of the State, pursuant to CRS 5524-37.5-401 et seq.;
(c) "PCI" means payment card information including any data related to credit card holders'
names, credit card numbers, or the other credit card information as may be protected by
state or federal law; (d) "PHI" means any protected health information, including, without
limitation any information whether oral or recorded in any form or medium that relates to
the past, present or future physical or mental condition of an individual; the provision of
health care to an individual; or the past, present or future payment for the provision of health
care to an individual; and that identifies the individual or with respect to which there is a
reasonable basis to believe the information can be used to identify the individual including,
without limitation, any information defined as Individually Identifiable Health Information by
the federal Health Insurance Portability and Accountability Act; (e) "PII" means personally
identifiable information including, without limitation, any information maintained by the
State about an individual that can be used to distinguish or trace an individual's identity, such
as name, social security number, date and place of birth, mother's maiden name, or biometric
records, including, without limitation, all information defined as personally identifiable
information in CRS 524-72-501; (f) "State Confidential Information" means any and all State
Records not subject to disclosure under the Colorado Open Records Act and includes, without
limitation, PII, PHI, PCI, Tax Information, CJI, and State personnel records not subject to
disclosure under the Colorado Open Records Act, (g) "State Fiscal Rules" means those fiscal
rules promulgated by the Colorado State Controller pursuant to CRS 524-30-202(13)(a); (h)
"State Fiscal Year" means a 12 month period beginning on July 1 of each calendar year and
ending on June 30 of the following calendar year; (i) "State Records" means any and all State
data, information, and records, regardless of physical form; (j) "Tax Information" means
federal and State of Colorado tax information including, without limitation, federal and State
tax returns, return information, and such other tax -related information as may be protected
by federal and State law and regulation, including, without limitation all information defined
as federal tax information in Internal Revenue Service Publication 1075; and (k) "Work
Product" means the tangible and intangible results of the delivery of goods and performance
of services, whether finished or unfinished, including drafts. Work Product includes, but is
not limited to, documents, text, software (including source code), research, reports,
proposals, specifications, plans, notes, studies, data, images, photographs, negatives,
pictures, drawings, designs, models, surveys, maps, materials, ideas, concepts, know-how,
information, and any other results of the Work, but does not include any material that was
developed prior to the Effective Date that is used, without modification, in the performance
of the Work.
B. Intellectual Property. Except to the extent specifically provided elsewhere in this Agreement,
any State information, including without limitation pre-existing State software, research,
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reports, studies, data, photographs, negatives or other documents, drawings, models,
materials; or Work Product prepared by Grantee in the performance of its obligations under
this Agreement shall be the exclusive property of the State (collectively, "State Materials").
All State Materials shall be delivered to the State by Grantee upon completion or termination
of this Agreement. The State's exclusive rights in any Work Product prepared by Grantee 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 any State Materials
to be used for any purpose other than the performance of Grantee's obligations hereunder
without the prior written consent of the State. The State shall maintain complete and
accurate records relating to (a) its use of all Grantee and third party software licenses and
rights to use any Grantee or third party software granted under this Agreement and its
attachments to which the State is a party and (b) all amounts payable to Grantee pursuant
to this Agreement and its attachments and the State's obligations under this Agreement or
any amounts payable to Grantee in relation to this Agreement, which records shall contain
sufficient information to permit Grantee to confirm the State's compliance with the use
restrictions and payment obligations under this Agreement or to any third party use
restrictions to which the State is a party. Grantee retains the exclusive rights, title and
ownership to any and all pre-existing materials owned or licensed to Grantee including, but
not limited to all pre-existing software, licensed products, associated source code, machine
code, text images, audio, video, and third party materials, delivered by Grantee under the
Agreement, whether incorporated in a deliverable or necessary to use a deliverable
(collectively, "Grantee Property"). Grantee Property shall be licensed to the State as set forth
in a State -approved license agreement (a) entered into as exhibits or attachments to this
Agreement, (b) obtained by the State from the applicable third party Grantee, or (c) in the
case of open source software, the license terms set forth in the applicable open source
license agreement. Notwithstanding anything to the contrary herein, the State shall not be
subject to any provision incorporated in any exhibit or attachment attached hereto, any
provision incorporated in any terms and conditions appearing on any website, any provision
incorporated into any click through or online agreements, or any provision incorporated into
any other document or agreement between the parties that (a) requires the State or the
State to indemnify Grantee or any other party, (b) is in violation of State laws, regulations,
rules, State Fiscal Rules, policies, or other State requirements as deemed solely by the State,
or (c) is contrary to this Agreement.
C. Information Confidentiality. Grantee shall keep confidential, and cause all Subcontractors to
keep confidential, all State Records, unless those State Records are publicly available.
Grantee shall not, without prior written approval of the State, use, publish, copy, disclose
to any third party, or permit the use by any third party of any State Records, except as
otherwise stated in this Agreement, permitted by law, or approved in writing by the State.
If Grantee will or may have access to any State Confidential Information or any other
protected information, Grantee shall provide for the security of all State Confidential
Information in accordance with all applicable laws, rules, policies, publications, and
guidelines. Grantee shall comply with all Colorado Office of Information Security ("OIS")
policies and procedures which OIS has issued pursuant to CRS 5524- 37.5-401 through 406 and
8 CCR 51501-5 and posted at OIT Technical Standards and Policies, all information security
and privacy obligations imposed by any federal, state, or local statute or regulation, or by
any industry standards or guidelines, as applicable based on the classification of the data
relevant to Grantee's performance under this Agreement. Such obligations may arise from:
Health Information Portability and Accountability Act (HIPAA); IRS Publication 1075; Payment
Card Industry Data Security Standard (PCI-DSS); FBI Criminal Justice Information Service
Security Addendum; Centers for Medicare Et Medicaid Services (CMS) Minimum Acceptable
Risk Standards for Exchanges; and Electronic Information Exchange Security Requirements
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and Procedures for State and Local Agencies Exchanging Electronic Information with The
Social Security Administration. Grantee shall immediately forward any request or demand for
State Records to the State's principal representative.
D. Other Entity Access and Nondisclosure Agreements. Grantee may provide State Records to its
agents, employees, assigns and Subcontractors as necessary to perform the work, but shall
restrict access to State Confidential Information to those agents, employees, assigns, and
Subcontractors who require access to perform their obligations under this Agreement.
Grantee shall ensure all such agents, employees, assigns, and Subcontractors sign agreements
containing nondisclosure provisions at least as protective as those in this Agreement, and
that the nondisclosure provisions are in force at all times the agent, employee, assign, or
Subcontractors has access to any State Confidential Information. Grantee shall provide copies
of those signed nondisclosure provisions to the State upon execution of the nondisclosure
provisions if requested by the State.
E. Use, Security, and Retention. Grantee shall use, hold, and maintain State Confidential
Information in compliance with any and all applicable laws and regulations only in facilities
located within the United States, and shall maintain a secure environment that ensures
confidentiality of all State Confidential Information. Grantee shall provide the State with
access, subject to Grantee's reasonable security requirements, for purposes of inspecting and
monitoring access and use of State Confidential Information and evaluating security control
effectiveness. Upon the expiration or termination of this Agreement, Grantee shall return
State Records provided to Grantee or destroy such State Records and certify to the State that
it has done so, as directed by the State. If Grantee is prevented by law or regulation from
returning or destroying State Confidential Information, Grantee warrants it will guarantee
the confidentiality of, and cease to use, such State Confidential Information.
F. Incident Notice and Remediation. If Grantee becomes aware of any Incident, it shall notify
the State immediately and cooperate with the State regarding recovery, remediation, and
the necessity to involve law enforcement, as determined by the State. Unless Grantee can
establish none of Grantee or any of its agents, employees, assigns or Subcontractors are the
cause or source of the Incident, Grantee shall be responsible for the cost of notifying each
person who may have been impacted by the Incident. After an Incident, Grantee shall take
steps to reduce the risk of incurring a similar type of Incident in the future as directed by
the State, which may include, but is not limited to, developing and implementing a
remediation plan that is approved by the State at no additional cost to the State. The State
may adjust or direct modifications to this plan, in its sole discretion and Grantee shall make
all modifications as directed by the State. If Grantee cannot produce its analysis and plan
within the allotted time, the State, in its sole discretion, may perform such analysis and
produce a remediation plan, and Grantee shall reimburse the State for the reasonable actual
costs thereof.
G. Data Protection and Handling. Grantee shall ensure that all State Records and Work Product
in the possession of Grantee or any Subcontractors are protected and handled in accordance
with the requirements of this Agreement at all times. Upon request by the State made any
time prior to 60 days following the termination of this Agreement for any reason, whether or
not this Agreement is expiring or terminating, Grantee shall make available to the State a
complete and secure download file of all data that is encrypted and appropriately
authenticated. This download file shall be made available to the State within 10 Business
Days following the State's request, and shall contain, without limitation, all State Records,
Work Product, and any other information belonging to the State. Upon the termination of
Grantee's services under this Agreement, Grantee shall, as directed by the State, return all
State Records provided by the State to Grantee, and the copies thereof, to the State or
destroy all such State Records and certify to the State that it has done so. If legal obligations
imposed upon Grantee prevent Grantee from returning or destroying all or part of the State
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Records provided by the State, Grantee shall guarantee the confidentiality of all State
Records in Grantee's possession and will not actively process such data. The State retains the
right to use the established operational services to access and retrieve State Records stored
on Grantee's infrastructure at its sole discretion and at any time.
H. Compliance. If applicable, Grantee shall review, on a semi-annual basis, all OIS policies and
procedures which OIS has promulgated pursuant to CRS 55 24-37.5-401 through 406 and 8 CCR
5 1501-5 and posted at http://oit.state.co.us/ois, to ensure compliance with the standards
and guidelines published therein. Grantee shall cooperate, and shall cause its Subcontractors
to cooperate, with the performance of security audit and penetration tests by OIS or its
designee.
I. Safeguarding PII. If Grantee or any of its Subcontractors will or may receive PII under this
Agreement, Grantee shall provide for the security of such PII, in a manner and form
acceptable to the State, including, without limitation, all State requirements relating to non-
disclosure, use of appropriate technology, security practices, computer access security, data
access security, data storage encryption, data transmission encryption, security inspections,
and audits. Grantee shall take full responsibility for the security of all PII in its possession or
in the possession of its Subcontractors, and shall hold the State harmless for any damages or
liabilities resulting from the unauthorized disclosure or loss thereof. Grantee shall be a
"Third -Party Service Provider" as defined in CRS 524-73-103(1)(i) and shall maintain security
procedures and practices consistent with CRS 5524-73-101 et seq. In addition, as set forth in
524-74-102, et seq., C.R.S., Grantee, including, but not limited to, Grantee's employees,
agents and subcontractors, agrees not to share any PII with any third parties for the purpose
of investigating for, participating in, cooperating with, or assisting with Federal immigration
enforcement. If Grantee is given direct access to any State databased containing PII, Grantee
shall execute, on behalf of itself and its employees, the Certification PII Individual
Certification Form or PII Entity Certification Form on an annual basis and Grantee's duty shall
continue as long as Grantee has direct access to any State databases containing PII. If Grantee
uses any subcontractors to perform services requiring direct access to State databases
containing PII, the Grantee shall require such subcontractors to execute and deliver the
certification to the State on an annual basis, so long as the subcontractor has access to State
databases containing PII.
J. Software Piracy Prohibition. The State or other public funds payable under this Agreement
shall not be used for the acquisition, operation, or maintenance of computer software in
violation of federal copyright laws or applicable licensing restrictions. Grantee hereby
certifies and warrants that, during the term of this Agreement 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 Agreement,
including, without limitation, immediate termination of this Agreement and any remedy
consistent with federal copyright laws or applicable licensing restriction
K. Information Technology. To the extent that Grantee provides physical or logical storage of
State Records; Grantee creates, uses, processes, discloses, transmits, or disposes of State
Records; or Grantee is otherwise given physical or logical access to State Records in order to
perform Grantee's obligations under this Agreement, the following terms shall apply. Grantee
shall, and shall cause its Subcontractors, to: Provide physical and logical protection for all
hardware, software, applications, and data that meets or exceeds industry standards and the
requirements of this Agreement; Maintain network, system, and application security, which
includes, but is not limited to, network firewalls, intrusion detection (host and network),
annual security testing, and improvements or enhancements consistent with evolving industry
standards; Comply with State and federal rules and regulations related to overall security,
privacy, confidentiality, integrity, availability, and auditing; Provide that security is not
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compromised by unauthorized access to workspaces, computers, networks, software,
databases, or other physical or electronic environments; Promptly report all Incidents,
including Incidents that do not result in unauthorized disclosure or loss of data integrity, to
a designated representative of the OIS; Comply with all rules, policies, procedures, and
standards issued by the Governor's Office of Information Technology (OIT), including project
lifecycle methodology and governance, technical standards, documentation, and other
requirements posted at OF Policies webpage. Grantee shall not allow remote access to State
Records from outside the United States, including access by Grantee's employees or agents,
without the prior express written consent of OIS. Grantee shall communicate any request
regarding non-U.S. access to State Records to the State. The State, acting by and through
OIS, shall have sole discretion to grant or deny any such request.
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