No preview available
HomeMy WebLinkAboutC20-002 Zagster 25 First Street, Suite 104, Cambridge, MA 02141 SPONSORSHIP AND LOCATION AGREEMENT This Sponsorship and Location Agreement (the Agreement), effective as of January 1, 2020 (the Effective Date), is entered into by THE COUNTY OF EAGLE, COLORADO, A BODY CORPORATE AND POLITIC, BY AND THROUGH ITS BOARD OF COUNTY COMMISSIONERS, located at 500 Broadway in Eagle, CO 81631(Sponsor or County), and Zagster, Inc., with a place of business at 109 Kingston Street, 5th floor, Boston, MA 02111 (Zagster). For good and valuable consideration, Sponsor and Zagster agree as follows: 1. Program. Zagster provides a bike sharing service that allows users to access and use bicycles provided by Zagster (Zagster Service). Zagster will provide a bike sharing program in Edwards, unincorporated Eagle County, Colorado (Program). 2. Fees. In consideration of the sponsorship benefits, Sponsor will pay the annual fees set forth in an Order in accordance with the payment terms set forth in this Agreement and each Order (see Exhibit A: Sponsorship Fees). Sponsor is responsible for and shall pay any applicable sales, use or other taxes or duties, tariffs or the like applicable to Sponsor’s Order (except for taxes on Zagster’s income). All payments shall be made without deduction for withholding taxes. Late payments may be subject to fees at the rate of 1.5% per month or, if lower, the maximum rate allowed by law. If Zagster pursues collection efforts against Sponsor due to Sponsor’s failure to pay fees due under this Agreement, Sponsor shall pay Zagster’s reasonable costs of collection, including any attorneys’ fees related thereto. 3. Sponsorship. (a) Before Launch. Sponsor will provide to Zagster its names, trademarks, service marks and/or logos (collectively, Sponsor Marks) to be used in connection with its sponsorship of the Program at least thirty (30) days prior to the date Zagster launches the Sponsored Station(s) (defined below). Sponsor will conform to reasonable size, content, and technical specifications requested by Zagster. (b) Sponsorship Benefits. Sponsor will receive the following non-exclusive sponsorship benefits: (i) Sponsored Stations. Sponsor Marks will be displayed on the number of bicycle stations set forth in an Order (Sponsored Station(s)). (ii) Bicycles. Sponsor’s Marks will be displayed on the number of bicycles set forth in an Order. (iii) Website. Sponsor Marks will be included on the sponsor page of Zagster’s bike share program website. (c) Unavailability. The Program may be out of service from time to time, such as during winter, and during such periods the Sponsored Stations and bicycles may be unavailable for use. Sponsor agrees that these periods of unavailability are an integral part of any bike sharing system and will not claim any reduction in Sponsorship Fees as a result of such periods of unavailability. 4. Location(s). Sponsor owns or manages real property located at or near ECO Transit bus stops in Eagle County including Riverwalk, Freedom Park, and Miller Ranch in Edwards, Lake Creek Village and Highway 6 in West Edwards, and 5th and Wall Street and Eagle Ranch in Eagle (Property) as specified and coordinated with Eagle County. At no additional charge, Sponsor grants Zagster a revocable license to the Property in connection with the Program as follows: (a) Access. Zagster may access the Property at agreed upon dates and times to perform a site survey, take pictures and otherwise review and inspect the Property to determine an agreed upon area within the Property for installation of Zagster signage, Zagster bicycles and Zagster bicycle racks (Licensed Area). (b) Shipments. Sponsor agrees to receive shipments of the Zagster bicycles and related installation materials and will store the Zagster bicycles and related installation materials in a secure, clean, and debris-free location until Zagster personnel arrive for installation. Sponsor will permit Zagster to dispose of shipping materials at the Property and provide access to Sponsor’s trash facilities in connection with the same. (c) Installation. Sponsor will provide the required square footage at the Licensed Area to enable Zagster to install the Zagster bicycle racks, Zagster signage and Zagster bicycles and provide additional space if the parties agree increase in the number of Zagster bicycles and/or Zagster bicycle racks, and Zagster may access the Licensed Area at agreed upon dates and times to set-up, install and document via photographs the same. (d) Maintenance. Zagster may access the Licensed Area during normal business hours Monday-Friday, or as may otherwise be required, to perform maintenance on the Zagster Bicycles. (e) Users. Users of the Program may access the Licensed Area for the purpose of accessing Zagster bicycles. (f) Images of Property. Zagster may display images of the bicycle rack to the public, which Sponsor agrees may include incidental images of Sponsor’s name, logos and/or the Property. For clarity, the parties acknowledge that certain Zagster stations located on the Licensed Area may be sponsored by Sponsor and other Zagster stations located on the Licensed Area may be sponsored by other third parties. All Zagster stations located on the Property will be pre-approved by the parties. 5. Exclusivity. During the term of this Agreement, Sponsor agrees that Zagster shall be the only bicycle sharing and/or bicycle rental service with the right to use the Property. DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 109 Kingston St, 5th floor, Boston, MA 02111 6. Marketing Materials. Zagster may, from time to time, provide Sponsor with advertising, publicity or marketing materials (collectively, Marketing Materials) to be used for promotion of the Program. Use of any Marketing Materials is subject to such terms and conditions as Zagster may specify in writing. 7. Press Release. Zagster may issue a press release announcing the parties’ relationship hereunder. Zagster will provide Sponsor with a copy of any proposed press release prior to issuance and Sponsor shall have the right to provide any comments or feedback related thereto. 8. Marks. Sponsor grants to Zagster a non-exclusive, nontransferable (except pursuant to the assignment provision below), royalty-free license to reproduce, display and otherwise use the Sponsor Marks solely to perform the sponsorship and marketing tasks authorized in this Agreement. All use of Sponsor Marks and any resulting goodwill shall accrue solely to the benefit of Sponsor. 9. Title. As between the parties, Zagster owns all right, title, and interest in and to the Zagster Service, the Marketing Materials and its name, trademarks, service marks and logos (collectively, Zagster Marks). This Agreement does not convey to Sponsor any rights or proprietary interest in or to the Zagster Service, the Marketing Materials or the Zagster Marks other than as set forth in this Agreement and Zagster reserves all rights not expressly granted hereunder. As between the parties, Sponsor owns all right, title, and interest in and to the Sponsor Marks and the Property. This Agreement does not convey to Zagster any rights or proprietary interest in or to the Sponsor Marks or the Property other than as set forth in this Agreement and Sponsor reserves all rights not expressly granted hereunder. 10. Term. (a) Term of Agreement. This Agreement commences as of the Effective Date and shall remain in effect until all of Company’s Orders have expired or been terminated in accordance with the terms of this Agreement (Term). (b) Term of Order. Each Order commences as of effective date specified therein and continues for 3 years from the date the Program launches, following which it automatically renews for additional 1 year terms unless either party has given notice of non-renewal at least 60 days before the start of the next renewal term. 11. Termination. (a) Bankruptcy; Material Breach. Unless otherwise prohibited by law, either party may terminate this Agreement, including any outstanding Orders: (i) if the other party is adjudicated bankrupt or otherwise seeks to avoid its performance obligations under applicable bankruptcy or insolvency laws or (ii) upon the occurrence of a material breach of this Agreement by the other party if such breach is not cured within 30 days after written notice identifying the matter constituting the material breach. Upon an early termination of this Agreement by Zagster pursuant to this subsection (a), all fees and expenses payable under any Orders shall become immediately due and payable. (b) Sponsored Stations. If a Sponsored Station is not on the Property and Zagster is not able to acquire the right to use or is unable to operate or relocate the Sponsored Station location for the purposes of providing the Zagster Service, either party may terminate this Agreement and Sponsor’s sole and exclusive remedy and Zagster’s sole liability shall be for Zagster to refund to Sponsor a pro-rata portion of the Sponsorship Fees based on the number of months remaining in then-current Initial Term or Renewal Term. (c) Change of Ownership. If Sponsor no longer owns or no longer has the right to license the Property as detailed above, either party may terminate this Agreement by providing the other party at least 30 days prior written notice. Sponsor will be liable for the full fees for the then-current Initial Term or Renewal Term and will not be entitled a refund of any prepaid fees. (d) Effect of Termination. In the event of the termination or expiration of this Agreement, all licenses granted under this Agreement and then-current Orders shall terminate automatically. 12. Feedback. Licensor grants Zagster an unlimited right to use and/or incorporate into the Zagster Service any feedback, suggestions and/or recommendations related to the Zagster Service that Licensor provides to Zagster. 13. Confidentiality. Confidential Information means all non-public information disclosed by one party to the other party, whether or not identified as confidential at the time of disclosure. Except as otherwise required by law, each party agrees not to disclose the other party’s Confidential Information without its prior written consent or use such Confidential Information for any reason except to further this Agreement. Each party will be responsible for any breach of this section by its employees and/or agents. 14. Appropriations. Notwithstanding anything to the contrary contained in this Agreement, Sponsor shall have no obligations under this Agreement after, nor shall any payments be made to Zagster in respect of any period after December 31 of any year, DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 109 Kingston St, 5th floor, Boston, MA 02111 without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 15. Prohibitions on Government Contracts. As used in this Section 15, the term undocumented individual will refer to those individuals from foreign countries not legally within the United States as set forth in C.R.S. 8-17.5-101, et. seq. If Zagster has any employees or subcontractors, Zagster shall comply with C.R.S. 8-17.5-101, et. seq., and this Agreement. By execution of this Agreement, Zagster certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Agreement and that Zagster will participate in the E-verify Program or other Department of Labor and Employment program (“Department Program”) in order to confirm the eligibility of all employees who are newly hired for employment to perform Services under this Agreement. a. Zagster shall not: i. Knowingly employ or contract with an undocumented individual to perform Services under this Agreement; or ii. Enter into a subcontract that fails to certify to Zagster that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. b. Zagster has confirmed the employment eligibility of all employees who are newly hired for employment to perform Services under this Agreement through participation in the E-Verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E-verify program can be found at: https://www.uscis.gov/e-verify c. Zagster shall not use either the E-verify program or other Department Program procedures to undertake pre- employment screening of job applicants while the public contract for services is being performed. d. If Zagster obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, Zagster shall be required to: i. Notify the subcontractor and County within three (3) days that Zagster has actual knowledge that the subcontractor is employing or contracting with an undocumented individual; and ii. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the subcontractor does not stop employing or contracting with the undocumented individual; except that Zagster shall not terminate the contract with the subcontractor if during such three (3) days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an undocumented individual. e. Zagster shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. 8-17.5-102(5). f. If Zagster violates these prohibitions, County may terminate the Agreement for breach of contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Zagster shall be liable for actual and consequential damages to County as required by law. g. County will notify the Colorado Secretary of State if Zagster violates this provision of this Agreement and County terminates the Agreement for such breach. 16. DISCLAIMER. To the maximum extent permitted by law, except as otherwise set forth in this Agreement, neither party makes any representations or warranties to the other, including with respect to its products and services or the subject matter of this agreement, and each party hereby disclaims any express, implied or statutory warranties, including the implied warranties of fitness for a particular purpose, title, merchantability, and noninfringement. DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 109 Kingston St, 5th floor, Boston, MA 02111 17. Indemnification. The Contractor shall indemnify and hold harmless County, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which County may become subject to insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Zagster or any of its subcontractors hereunder; and Zagster shall reimburse County for reasonable attorney fees and costs, legal and other expenses incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the County to the extent that County is liable to such third party for such claims without regard to the involvement of the Contractor. This paragraph shall survive expiration or termination hereof. LIMITATION OF LIABILITY. Except for a breach of confidentiality or Sponsor’s payment obligations, to the maximum extent permitted by law (i) in no event will either party be liable to the other party for any indirect, incidental, special, exemplary or consequential damages, including lost profits or loss of goodwill, even if such party has been advised of the possibility of such loss and (ii) each party’s entire liability hereunder from any cause whatsoever will be limited to direct, proven damages in an amount not to exceed the amounts paid or payable to Zagster by Sponsor under this Agreement in the 12 months immediately preceding the date the applicable cause of action arose or in an amount equal to the insurance coverage required of Zagster under this Agreement, whichever is greater. For the avoidance of doubt, the foregoing limitation of liability is not intended to limit either party’s liability for gross negligence or willful misconduct. 18. Insurance. (see Exhibit B Auto Liability, Exhibit C General Liability) Zagster agrees to provide and maintain at Zagster’s sole cost and expense, the following insurance coverage with limits of liability not less than those stated below: a. Types of Insurance. i. Workers’ Compensation insurance as required by law. ii. Auto coverage with limits of liability not less than $1,000,000 each accident combined bodily injury and property damage liability insurance, including coverage for owned, hired, and non-owned vehicles. iii. Commercial General Liability coverage to include premises and operations, personal/advertising injury, products/completed operations, broad form property damage with limits of liability not less than $1,000,000 per occurrence and $1,000,000 aggregate limits. b. Other Requirements. i. The automobile and commercial general liability coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. A certificate of insurance consistent with the foregoing requirements is attached hereto as Exhibit B. ii. Zagster’s certificates of insurance shall include subcontractors, if any as additional insureds under its policies or Zagster shall furnish to County separate certificates and endorsements for each subcontractor. iii. The insurance provisions of this Agreement shall survive expiration or termination hereof. iv. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. v. Zagster is not entitled to workers’ compensation benefits except as provided by Zagster, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Zagster or some other entity. Zagster is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 19. General Provisions. (a) Independent Contractor. Notwithstanding any provision hereof, Zagster and Sponsor are independent contractors under this Agreement and nothing herein shall be construed to create a partnership, joint venture or DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 109 Kingston St, 5th floor, Boston, MA 02111 agency relationship. Each party is solely responsible for all applicable taxes, withholdings, and other statutory or contractual obligations, including, but not limited to, Workers' Compensation Insurance. (b) Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of Colorado. Exclusive jurisdiction and venue for any action arising under this Agreement is in the federal and state courts located in Eagle County, Colorado, and both parties hereby consent to such jurisdiction and venue for this purpose. (c) Notice. Any notice required or permitted to be given hereunder will be effective upon receipt and shall be given in writing, in English and delivered in person, via established express courier service (with confirmation of receipt), or registered or certified mail, postage prepaid, return receipt requested, to the parties at their respective addresses given herein, with a cc to Zagster’s general counsel, or at such other address designated by written notice. (d) Assignment. Neither party may assign performance of this Agreement or any of its rights or delegate any of its duties under this Agreement without the prior written consent of the other, except that Zagster may assign this Agreement without Sponsor’s prior written consent in the case of a merger, acquisition or other change of control, and in such event this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. (e) Purchase Orders/Instruments. Any instruments, including purchase orders, work orders, acknowledgments and vendor registration forms not signed by both parties (Instruments) shall not add to, supersede or modify, the terms of this Agreement and in the event any term of an Instrument purports to add to, supersede or modify any term of this Agreement, such term of the Instrument shall be void and without effect. (f) Counterparts. This Agreement may be executed in one or more counterparts, each of which is an original, but taken together constituting one and the same instrument. (g) No Third Party Beneficiary. This Agreement is for the sole benefit of the parties hereto and their permitted successors and assigns and is not for the benefit of any third party. (h) Force Majeure. Neither party shall be liable for failure or delay in the performance of any of its obligations under this Agreement, if such failure or delay is caused by catastrophic circumstances beyond its control, including without limitation, earthquake, severe weather and other acts of God, riot, war, or terrorism. (i) Waivers. No change, consent or waiver to this Agreement will be effective unless in writing and signed by the party against which enforcement is sought. The failure of a party to enforce its rights under this Agreement at any time for any period will not be construed as a waiver of such rights. Unless expressly provided otherwise, each right and remedy in this Agreement is in addition to any other right or remedy, at law or in equity, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy. (j) Survival. All terms of this Agreement which by their nature extend beyond the termination of this Agreement, remain in effect until fulfilled and apply to respective successors and assigns (k) Severability. If any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. (l) Entire Agreement. This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements (oral or written), between the parties concerning the subject matter of this Agreement. Headings are for convenience of reference only and shall in no way affect interpretation of the Agreement. ZAGSTER, INC. By: ______________________________ Name: __ Dan Grossman _____________________ Title: ___CEO__________________________ Date: _________________________________ SPONSOR: _Eagle County Government_____ COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER By: ______________________________ Jeff Shroll, County Manager DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 12/31/2019 Order: SO-0011946 Signatures on Last Page Page 1 of 2 Products and Services Total:$126,000.00 Net Amount:$126,000.00 Total Applied Payments:$0.00 Balance Due Amount:$126,000.00 Zagster, Inc 109 Kingston Street Floor 5 Boston, Massachusetts 02111 United States 844-ZAGSTER ORDER for Eagle County Order: SO-0011946 Date: 12/23/2019 Prepared by: Stacy Sebeczek Order Company Information Bill To: Eagle County Government PO Box 179 Eagle, Colorado 81631 United States John GitchellBilling Contact: john.gitchell@eaglecounty.usBilling Email: (970) 328-8766Billing Phone: Payment Terms Net 30 DaysPayment Terms: Product & One Time Fee Lines Product & One Time Fee Quantity Unit Price Total .Bicycle - Zagster 8 (A)35.00 $0.00 $0.00 Bike Parking Space (included with Bike)35.00 $0.00 $0.00 .Additional Parking Dock 35.00 $0.00 $0.00 .K2 Station 7.00 $0.00 $0.00 Service Lines Service Description Date Start - Date End Quantity Term Unit Price Total Bicycle - Zagster 8 Annual Subscription Fee (A) 9k/station x 7 stations ($63,000 billed annually)1/1/2020 - 12/31/2021 35.00 2.0000 Yr $1,800.00 /Yr $126,000.00 DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 Order: SO-0011946 Page 2 of 2 Terms & Conditions This order abides by the standard Zagster Master Services Agreement. All One Time Fees and 20% of Services invoiced at contract signing. Remainder of year one Service fees invoiced 30 days prior to launch. Company Name: Eagle County Zagster, Inc ____________________________________________ Signature ____________________________________________ Signature ____________________________________________ Name (Please Print) ____________________________________________ Name (Please Print) ____________________________________________ Title ____________________________________________ Title ____________________________________________ Date ____________________________________________ Date All rights reserved. Copyright Zagster, Inc DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 CERTIFICATE OF LIABILITY INSURANCE Acct#: 2761505 DATE (MM/DD/YYYY) 12/17/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Affinity, LLC P. O. Box 879610 Kansas City, MO 64187-9610 CONTACT NAME: Lockton Affinity PHONE (A/C.NO Ext): 877-320-9393 FAX (A/C, No): 913-652-7599 E-MAIL ADDRESS: EFM@locktonaffinity.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Old Republic Insurance Company 24147 INSURED Zagster, Inc. 109 Kingston St. 5th Floor BOSTON, MA 02111 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER REVISION NUMBER THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE Claims Made Occur DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE POLICY PROJEC LOC PRODUCTS - COMP/OP AGG OTHER A AUTOMOBILE LIABILITY X X L563351-19 10/23/2019 10/23/2020 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 ANY AUTO BODILY INJURY (Per person) $ OWNED AUTOS ONLY HIRED AUTOS X SCHEDULED AUTOS NON-OWNED AUTOS BODILY INJURY (Per accident) $ X X PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS- EACH OCCURRENCE $ AGGREGATE $ D RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y /N ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) GPBR: 1K90 Policy provides protection for any and all operations/jobs performed by the named insured where required by written contract. Certificate holder is an Additional Insured where required by written contract. Waiver of Subrogation included by written contract. Insurance is primary and non-contributory. CERTIFICATE HOLDER CANCELLATION BOARD OF COUNTY COMMISSIONERS 500 Broadway Eagle, CO 81631 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 12/20/2019 Arthur J.Gallagher Risk Management Services,Inc. 470 Atlantic Avenue Boston MA 02210 617-261-6700 617-646-0400 Associated Industries Insurance Co,Inc 23140 ZAGSINC-01 Hartford Accident and Indemnity Company 22357Zagster,Inc. 50 Milk Street Boston MA 02109 Underwriters at Lloyd's London 15792 Hartford Underwriters Insurance Company 30104 Endurance American Specialty Ins Co 41718 392465611 A X 1,000,000 X 100,000 1,000,000 2,000,000 X AES105358601 11/16/2019 11/16/2020 2,000,000 B 1,000,000 X X 08UECAZ6483 9/10/2019 9/10/2020 1,000,000 E X X 9,000,000ELD3000069070012/17/2019 11/17/2020 9,000,000 D X08WECAB5Z3V9/10/2019 9/10/2020 1,000,000 1,000,000 1,000,000 C Property B1262SM0608019 10/21/2019 10/21/2020 Limit $3,500,000 POLICY CHANGES -It is hereby understood and agreed that this "Policy"shall not apply to any "Claim"based upon,arising out of,relating to,directly or indirectly resulting from or in consequence of,or in any way involving any of the following activities or services:Any and all scooter operations and/or maintenance. Certificate Holder is an Additional Insured as respects to General Liability policy,pursuant to and subject to the policy's terms,definitions,conditions and exclusions. THE COUNTY OF EAGLE,COLORADO,A BODY CORPORATE AND POLITIC,BY AND THROUGH ITS BOARD OF COUNTY COMMISSIONERS 500 Broadway Eagle,CO 81631 DocuSign Envelope ID: C4E3C180-0C8E-4EA2-A257-873343D46105