HomeMy WebLinkAboutC20-436 Mountain RecreationLicense Agreement for Ice Skating Rink between Eagle County, Colorado and
Mountain Recreation Metropolitan District
This License Agreement is made this ____________________, by and between Eagle
County, Colorado, a body corporate and politic, acting by and through its Board of County
Commissioners (the “County”) and Mountain Recreation Metropolitan District, a political
subdivision of the State of Colorado, acting by and through its Board of Directors (the
“District”).
For and in consideration of the mutual covenants contained in this Agreement, and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the parties agree as follows:
1. Grant of Permission. The County hereby grants permission (which is revocable and
terminable as provided below)(“Grant of Permission”), to the District to enter onto the Property
of the County described below for the purpose of using the License Area (defined below) for
installation and operation of (i) a seasonal public ice rink and associated sand, gravel and other
materials used in construction of the rink; (ii) an 8’ x 8’ shed for storing maintenance materials;
(iii) traffic safety barrels; (iv) one fire pit; (v) benches; and (vi) limited advertising or event
signs, all on the terms and conditions set forth in this Agreement. The District shall, at District’s
expense, procure every permit, license, certificate or other authorization required in connection
with the District’s lawful and proper use of the License Area. This permission is granted for the
purpose specified above and no other. Should the District use or attempt to use the License Area
for any other purpose without the prior written consent of the County, the permission granted
herein shall terminate immediately. The District shall be responsible for snow removal from and
on the License Area during the License Period.
2. Term of Agreement and License Period. Subject to any earlier termination as provided for
herein, the term of this Agreement shall commence effective December 8, 2020, and shall
expire at 11:59 P.M. on January 31, 2025 (the "Term"). Notwithstanding the foregoing, the
Grant of Permission for use of the License Area shall only be effective during the period of
November 15 – March 15 of each year during the Term (the “License Period”). The District
understands and agrees that the License Area shall be used for public parking from
approximately March 16 – November 14 of each year during the Term.
3. Inspection and Damages. At the conclusion of the License Period each year during the
Term hereof, the District shall, at its sole cost and expense, remove from the License Area the
ice rink and associated construction materials, the shed and all other items placed by the District
on the License area. On or about April 1 of each year during the Term, representatives of the
County and the District shall meet on the License Area to inspect the condition of the License
Area and determine whether any repairs are necessary to restore the License Area to the
condition that existed prior to the District’s use of such area during the preceding License
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C20-436
Period. District agrees to restore, at its sole cost and expense, the License Area and all
conditions thereof, harmed or damaged by the District’s use or occupancy of the License Area
within thirty (30) days of the parties’ inspection or such other date as agreed to by the parties. In
the event the District fails to restore the License Area to the County’s reasonable satisfaction,
the County shall have the right to make such repair at the District’s expense, the amount of
which expense the District shall pay to the County on demand.
4. Description of License Area. The County owns certain real property located in Edwards,
Colorado, more particularly described as Tract C, Berry Creek/Miller Ranch Planned Unit
Development (the “Property”). The License Area is located on a portion of the Property and is
approximately 19,158 square feet, or 0.4398 acres, and is legally described on Exhibit A, and
generally depicted on Exhibit B, both of which are attached hereto and incorporated
herein. The District shall have at all times the full right of ingress to and egress from the
License Area. The District acknowledges that the License Area consists of a portion of the
public parking lot for the Mountain Recreation Field House and Freedom Park recreation fields
and accepts the License Area in its "AS IS" condition. The County does not warrant or make
any representations, express or implied, relating to the quantity, condition, suitability or
FITNESS FOR ANY PURPOSE WHATSOEVER of the License Area. The County has no
liability whatsoever to undertake any repairs, alterations, removal, remedial actions, or other
work of any kind with respect to any portion of the License Area, except for normal maintenance
of the underlying parking lot during the period the License Area is used as a public parking
lot. In no event shall the County be responsible for the maintenance and/or repair of the ice rink
or any other improvements installed and operated by the District on or in the License Area.
5. License Fee. In consideration of the grant of the rights set forth above, the District shall pay
to the County a fee of $1.00 per year for the Term of this Agreement.
6. Permission Not Exclusive. The permission granted to the District under this Agreement is
not exclusive to the District with respect to use of the License Area by the County, by third
parties or other licensees. Any additional uses of the License Area allowed by the County during
the License Period shall not unreasonably interfere with the District’s use as allowed hereunder.
7. Improvements, Buildings or Structures. Except as specifically allowed pursuant to Section
1 herein, the District shall not alter or make any improvements to the License Area, erect any
permanent buildings or other structures on the License Area, or erect, or have erected or
installed, or permit to remain on the License Area any temporary structures, fixtures, shelters, or
other attachments without the prior written consent of the County, which may be withheld in the
County’s sole and absolute discretion.
8. District’s Covenants. In consideration of the grant of the rights hereinabove set forth, the
District covenants and agrees, in addition to the matters set forth above, as follows: (a) District
shall at all times, at its sole cost and expense, keep the ice rink and all other improvements
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installed on or in the License Area in good condition and repair; (b) District shall at all times
keep debris, trash and rubbish clear from the License Area following any activity on the License
Area; (c) District shall not permit or suffer any disorderly conduct, excessive noise or nuisance
whatsoever about the License Area or to use such License Area in any way so as to interfere with
the County’s use of the License Area or the use by other licensees or permittees of the County;
(d) District shall not subject or assign this Agreement or any interest therein without the prior
written consent of the County which may be withheld for any reason in the sole discretion of the
County; (e) District expressly covenants and agrees to restore, at its sole cost and expense, the
License Area and all conditions thereof, harmed or damaged by the District’s use or occupancy
of the License Area; and (f) District shall neither hold nor attempt to hold the County liable for
any injury or damage, either proximate or remote, occurring through or caused by reason of the
negligence of any person or party, or any default of any person occupying or using the License
Area, nor shall the County be liable for any injury or damage occasioned by any condition of
whatsoever kind or nature on the License Area during the License Period.
9. Indemnification. The District shall exercise its privileges under and pursuant to this
Agreement at its own risk, and, to the extent permitted by law, shall indemnify, defend and hold
harmless the County from and against any and all costs, expenses, liabilities, judgments, and
claims arising from or in any way related to: (a) the occupation or use of the License Area by the
District or by the licensees, invitees or guests of the District; (b) the conduct of the District’s
business or any other activity, work or things done, permitted or suffered by the District in or
about the License Area or elsewhere; (c) any breach or default in the performance of any
obligation on the District’s part to be performed under the terms of this Agreement; (d) any
negligence of the District or the District’s agents, contractors or employees, or (e) caused by
reason of any condition of the License Area. To the extent permitted by law, the District shall
further indemnify the County from and against all costs, attorneys' fees, expenses and liabilities
incurred by the County in the defense of any such claim or any action brought thereon; and in
case any action or proceeding be brought against the County by reason of any such claim, the
District, upon notice from the County, shall defend the same at the District’s expense by counsel
satisfactory to the County. The District, as a material part of the consideration to the County,
hereby assumes all risk of damage to property or injury to persons in, upon or about the License
Area arising from any cause other than the negligence of the County or any of the County’s
agents, contractors or employees and the District hereby waives all claims against the County in
respect of the risks assumed.
10. Insurance. The District shall obtain and maintain during the Term the following
insurance: (a) commercial general liability insurance for the protection of the District and the
County and their respective employees, agents and contractors, as their interests may appear,
insuring against any liability arising out of the use, occupancy or maintenance of the License
Area (including liability for death, personal injury and property damage), in the combined single
limit amount of not less than $1,000,000.00; (b) worker's compensation insurance coverage as
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required by the statutes of the State of Colorado or any applicable federal or local laws or
regulations in effect at any time during the Term for the protection of the District; and (c)
automobile liability insurance covering any auto (including owned, hired and non-owned autos)
with a minimum limit of not less than $1,000,000 each accident combined bodily injury and
property damage. All insurance required to be carried by the District under this Section 9 shall be
written in a form and by a company qualified to write insurance of such type within the State of
Colorado. Upon execution of this Agreement, the District shall deliver to the County a
certificate evidencing that such policy is in effect. Each such policy shall name the County as an
additional insured and shall contain provisions that it cannot be cancelled or modified except
after 30 days' prior written notice to the County and that the insurer waives its rights of
subrogation under such policy as to any claim against the County or District.
11. Termination. The County reserves the right to terminate this Agreement and the
permission granted herein at any time by giving the District at least ten (10) days' written notice
of such termination, except that the County may, at its election, terminate this Agreement
immediately without such notice at any time if the District fails to comply with or abide by each
and every provision contained in this Agreement, if the District willfully or deliberately violates
any provisions or conditions of this Agreement, or on the grounds that health, safety or welfare
requires such action.
12. Surrender of License Area. On revocation, surrender, or other termination of the
permission granted by this Agreement, the District shall quietly and peaceably surrender the
License Area occupied by the District in as good condition as such License Area was at the time
of the District’s entry on such License Area.
13. Damage to Personal Property. The County shall not be responsible for any damage, theft,
or vandalism done to the personal property of the District or the licensees, invitees or guests of
the District while such property is on the License Area, and the District shall look exclusively to
its own insurance coverage, if any, for recovery in the event of any such damage, loss or theft.
14. Binding. The parties understand and expressly agree that this Agreement shall bind and
benefit the successors and assigns of the parties.
15. No Waiver. The failure of either party to this Agreement to insist upon the performance of
any of the terms and conditions of this Agreement, or the waiver of any breach of any of the
terms and conditions of this Agreement, shall not be construed as subsequently waiving any such
terms and conditions.
16. Governing Law. This Agreement shall be governed by, construed, and enforced in
accordance with the laws of the State of Colorado.
17. Notices. All notices or other communications made pursuant hereto shall be in writing and
shall be deemed properly delivered, given or served (i) when personally delivered, or (ii) two (2)
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calendar days after being deposited in the United States mail, certified or registered, postage
prepaid, return receipt requested, or (iii) when delivered by FedEx or other comparable courier
service, charges prepaid, to the parties at their respective addresses listed below. Either party
may change its address for the purposes of this paragraph by giving five (5) days prior written
notice of such change to the other party.
Eagle County:
County Manager
Eagle County
500 Broadway
P.O. Box 850
Eagle, CO 81631
With a copy to Eagle County Attorney
500 Broadway
P.O. Box 850
Eagle, CO 81631
District:
Janet Bartnik
Executive Director
Mountain Recreation
52 Lundgren Blvd
PO Box 375
Gypsum, CO 81637
18. Entire Agreement. This Agreement shall constitute the entire agreement between the
parties and any prior understanding or representation of any kind preceding the date of this
Agreement shall not be binding upon either party except to the extent incorporated in this
Agreement. Modification of this Agreement shall be binding only if in writing and signed by
each party.
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COUNTY OF EAGLE, STATE OF COLORADO,
By and Through Its Board of County
Commissioners
By:______________________________
Its: Chair
MOUNTAIN RECREATION METROPOLITAN
DISTRICT
By:________________________________
Its: ______________________________
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Mountain Recreation Board President
EXHIBIT A
LEGAL DESCRIPTION
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EXHIBIT A
WECMERD ICE SKATING RINK LICENSEAGREEMENT
EDWARD LOCATION
A description of a parcel of land to be leased located in part of Section 3, T5S, R85W of the 6th
P.M., Eagle County, State of Colorado. For: WECMERD.
LEGAL DESCRIPTION
A tract of land, located in the SW1/4 of Section 4, T5S, R82W of the 6th P.M., County of Eagle,
State of Colorado, being a portion of Tract C, BERRY CREEK / MILLER RANCH PLANNED
UNIT DEVELOPMENT, a subdivision located in Section 3, 4, and 5, T5S, R82W of the 6th P.M.,
recorded June 25, 2002, as Rec. No. 799649, County of Eagle, State of Colorado, according to the
recorded plat thereof, described as follows:
COMMENCING at the most southerly corner of the WECMERD FIELDHOUSE LEASE
AGREEMENT, from which the most westerly corner of said agreement which bears North 62
degrees 48 minutes 18 seconds West, 350.00 feet (Basis of Bearing); thence North 27 degrees 11
minutes 42 seconds East, 112.24; thence South 62 degrees 48 minutes 19 seconds east, 25.80 feet
to the TRUE POINT OF BEGINNING;
Thence North 10 degrees 10 minutes 12 seconds East, 83.26 feet;
Thence South 79 degrees 49 minutes 48 seconds East, 230.10 feet;
Thence South 10 degrees 10 minutes 12 seconds West, 83.26 feet;
Thence North 79 degrees 49 minutes 48 seconds West, 230.10 feet to the TRUE POINT OF
BEGINNING.
Area = 0.4398 acres or 19,158 square feet.
Kelly L. Miller
Colorado Professional Land
Surveyor No. 37958
500 Broadway, Eagle, CO 81631-0850
Date:
NOTICE: According to Colorado law you must
commence any legal action based upon any defect in
this survey within three years after you first discovered
such defect. In no event, may any action based upon
any defect in this survey be commenced more than
ten years from the date of the certification shown
hereon.
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EXHIBIT B
GENERAL DEPICTION OF LICENSE AREA
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Legend Freedom Park
Depiction of License Area :. Ice Rink
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CERTIFICATE OF COVERAGE
Certificate Number
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND
CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE
DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE
POLICIES BELOW.
ADMINISTRATOR
Colorado Special Districts Property and Liability Pool
c/o McGriff, Seibels & Williams, Inc.
PO Box 1539
Portland, OR 97207-1539
COMPANIES AFFORDING COVERAGE
COMPANY A: Colorado Special Districts Property and Liability Pool
COMPANY B:
COMPANY C:
COMPANY D:
NAMED MEMBER
Mountain Recreation Metropolitan District
PO Box 1891
Edwards, CO 81632
COMPANY E:
COVERAGES
THIS IS TO CERTIFY THAT COVERAGE DOCUMENTS LISTED HEREIN HAVE BEEN ISSUED TO THE NAMED MEMBER HEREIN FOR THE
COVERAGE 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 COVERAGE AFFORDED BY THE COVERAGE
DOCUMENTS LISTED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH COVERAGE DOCUMENTS.
CO
LTR Type of Coverage Coverage #Effective Date Expiration Date LIMITS
POL-0003457 01/01/20 12/31/20 General Aggregate Unlimited
A
General Liability
☒Commercial General Liability
☒Public Officials Liability
☒Employment Practices
☒Occurrence
*Except that for claims, occurrences or suits to which the
monetary limits of the Colorado Immunity Act, C.R.S. & 24-
10-101, et.seq., as amended, apply, there shall be a further
sublimit of (a) $387,000 for an injury to any one person in
any single occurrence; and (b) $1,093,000 for an injury to
two or more persons in any single occurrence; but in the
event of an injury to two or more persons in any single
occurrence, the sublimit shall not exceed $387,000 for each
injured person.
Each Occurrence*$2,000,000
Each Occurrence*$2,000,000A
Automobile Liability
☒Scheduled Autos
☒Hired Autos
☐Non-Owned Autos
POL-0003457 01/01/20 12/31/20
Auto Physical Damage
☐Scheduled Autos
☐Hired Autos
General
Aggregate
Excess Liability
☐Other Than Umbrella
Form Each
Occurrence*
Property
☐
Description: RE: Pop up ice skating rink at Freedom Park, December 12, 2020 to March 31, 2021
Eagle County, Colorado, their respective employees, agents and contractors are listed as an additional covered member under General Liability as outlined
under written contract. Only those liabilities covered by the Pool’s coverage document for the Member District shall apply and are subject to the provisions
and limitations contained in the Colorado Governmental Immunity Act C.R.S. 24-10-101, as amended. A Waiver of Subrogation in favor of Eagle County,
Colorado shall apply under the General Liability as required under contract. Should any of the described coverage be cancelled before the expiration date
thereof, 30 days’ notice shall be delivered in accordance with the coverage’s cancellation provision.
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED COVERAGES BE CANCELLED
BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE COVERAGE FORM PROVISIONS.Eagle County, Colorado
500 Broadway
P.O. Box 850
Eagle, CO 81631 AUTHORIZED REPRESENTATIVE:
By: Joseph E. DePaepe
Date: December 7, 2020
