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HomeMy WebLinkAboutC22-190 Vail Valley PartnershipAGREEMENT FOR PROFESSIONAL SERVICES BETWEEN EAGLE COUNTY, COLORADO AND VAIL VALLEY PARTNERSHIP THIS AGREEMENT (“Agreement”) is effective as of the 1st day of January, 2022 by and between the Vail Valley Partnership a 501(c)(6) organization (hereinafter “Consultant” or “Contractor”) and Eagle County, Colorado, a body corporate and politic (hereinafter “County”). RECITALS WHEREAS, the Contractor will serve as a business, economic development and recovery resource for the Eagle County workforce and business community, coordinated from its office at 97 Main Street Suite E- 201, Edwards, Colorado; and WHEREAS, Consultant is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the Services as defined below in paragraph 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Consultant and County in connection with the Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Consultant and County agree as follows: 1. Services. Consultant agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the services described in Exhibit A (“Services”) which is attached hereto and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. a. Consultant agrees to furnish the Services no later than December 31, 2022 and in accordance with the schedule established in Exhibit A. If no completion date is specified in Exhibit A, then Consultant agrees to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing below Consultant represents that it has the expertise and personnel necessary to properly and timely perform the Services. b. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. c. Consultant agrees that it will not enter into any consulting or other arrangements with third parties that will conflict in any manner with the Services. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 2 Eagle County Prof Services Final 5/14 2. County’s Representative. The Resiliency Department’s designee shall be Consultant’s contact with respect to this Agreement and performance of the Services. 3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of paragraph 12 hereof, shall continue in full force and effect through the 31st of December, 2022. 4. Extension or Modification. This Agreement may not be amended or supplemented, nor may any obligations hereunder be waived, except by agreement signed by both parties. No additional services or work performed by Consultant shall be the basis for additional compensation unless and until Consultant has obtained written authorization and acknowledgement by County for such additional services in accordance with County’s internal policies. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by County for such additional services is not timely executed and issued in strict accordance with this Agreement, Consultant’s rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. 5. Compensation. County shall compensate Consultant for the performance of the Services in a sum computed and payable as set forth in Exhibit A. The performance of the Services under this Agreement shall not exceed $125,000. Consultant shall not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized in writing by County. a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Consultant. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task and such other detail as County may request. b. Any out-of-pocket expenses to be incurred by Consultant and reimbursed by County shall be identified on Exhibit A. Out-of-pocket expenses will be reimbursed without any additional mark-up thereon and are included in the not to exceed contract amount set forth above. Out-of-pocket expenses shall not include any payment of salaries, bonuses or other compensation to personnel of Consultant. Consultant shall not be reimbursed for expenses that are not set forth on Exhibit A unless specifically approved in writing by County. c. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Consultant was improper because the Services for which payment was made were not performed as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Consultant shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 3 Eagle County Prof Services Final 5/14 d. County will not withhold any taxes from monies paid to the Consultant hereunder and Consultant agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. e. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Consultant in respect of any period after December 31 of any year, 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). 6. Sub-consultants. Consultant acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Consultant. Consultant shall not enter into any sub-consultant agreements for the performance of any of the Services or additional services without County’s prior written consent, which may be withheld in County’s sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the subject Project during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Project. Consultant shall require each sub-consultant, as approved by County and to the extent of the Services to be performed by the sub-consultant, to be bound to Consultant by the terms of this Agreement, and to assume toward Consultant all the obligations and responsibilities which Consultant, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any sub-consultant hired by Consultant and Consultant shall cooperate in such process. The Consultant shall be responsible for the acts and omissions of its agents, employees and sub-consultants or sub-contractors. 7. Insurance. Consultant agrees to provide and maintain at Consultant’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 $2,000,000 aggregate limits. iv. Professional liability insurance with prior acts coverage for all Services required hereunder, in a form and with an insurer or insurers satisfactory to County, with limits of liability of not less than $1,000,000 per claim and $2,000,000 in the aggregate. In the event the professional liability insurance is on a claims-made basis, Consultant warrants that any retroactive date under the policy shall DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 4 Eagle County Prof Services Final 5/14 precede the effective date of this Agreement. Continuous coverage will be maintained during any applicable statute of limitations for the Services and Project. 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. ii. Consultant’s certificates of insurance shall include sub-consultants as additional insureds under its policies or Consultant shall furnish to County separate certificates and endorsements for each sub-consultant. All coverage(s) for sub-consultants shall be subject to the same minimum requirements identified above. Consultant and sub-consultants, if any, shall maintain the foregoing coverage in effect until the Services are completed. In addition, all such policies shall be kept in force by Consultant and its sub-consultants until the applicable statute of limitations for the Project and the Services has expired. iii. Insurance shall be placed with insurers duly licensed or authorized to do business in the State of Colorado and with an “A.M. Best” rating of not less than A-VII. iv. Consultant’s insurance coverage shall be primary and non-contributory with respect to all other available sources. Consultant’s policy shall contain a waiver of subrogation against Eagle County. v. All policies must contain an endorsement affording an unqualified thirty (30) days notice of cancellation to County in the event of cancellation of coverage. vi. All insurers must be licensed or approved to do business within the State of Colorado and all policies must be written on a per occurrence basis unless otherwise provided herein. vii. Consultant’s certificate of insurance evidencing all required coverage(s) is attached hereto as Exhibit B. Upon request, Consultant shall provide a copy of the actual insurance policy and/or required endorsements required under this Agreement within five (5) business days of a written request from County, and hereby authorizes Consultant’s broker, without further notice or authorization by Consultant, to immediately comply with any written request of County for a complete copy of the policy. viii. Consultant shall advise County in the event the general aggregate or other aggregate limits are reduced below the required per occurrence limit. Consultant, at its own expense, will reinstate the aggregate limits to comply with the minimum limits and shall furnish County a new certificate of insurance showing such coverage. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 5 Eagle County Prof Services Final 5/14 ix. If Consultant fails to secure and maintain the insurance required by this Agreement and provide satisfactory evidence thereof to County, County shall be entitled to immediately terminate this Agreement. x. The insurance provisions of this Agreement shall survive expiration or termination hereof. xi. 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. xii. Consultant is not entitled to workers’ compensation benefits except as provided by the Consultant, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Consultant or some other entity. The Consultant is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 8. Indemnification. The Consultant 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 Consultant or any of its sub-consultants hereunder; and Consultant 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 Consultant. This paragraph shall survive expiration or termination hereof. 9. Ownership of Documents. All documents prepared by Consultant in connection with the Services shall become property of County. Consultant shall execute written assignments to County of all rights (including common law, statutory, and other rights, including copyrights) to the same as County shall from time to time request. For purposes of this paragraph, the term “documents” shall mean and include all reports, plans, studies, tape or other electronic recordings, drawings, sketches, estimates, data sheets, maps and work sheets produced, or prepared by or for Consultant (including any employee or subconsultant in connection with the performance of the Services and additional services under this Agreement). 10. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with confirmation of receipt. Either party may change its DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 6 Eagle County Prof Services Final 5/14 address for purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. COUNTY: Eagle County, Colorado Attention: Erin McCuskey 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-3414 E-Mail: erin.mccuskey@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 E-Mail: atty@eaglecounty.us CONSULTANT: Vail Valley Partnership Attn: Chris Romer 97 Main Street, Ste. E-201 Edwards, CO 81632 Telephone: 970-477-4016 E-Mail: cromer@vailvalleypartnership.com 11. Coordination. Consultant acknowledges that the development and processing of the Services for the Project may require close coordination between various consultants and contractors. Consultant shall coordinate the Services required hereunder with the other consultants and contractors that are identified by County to Consultant from time to time, and Consultant shall immediately notify such other consultants or contractors, in writing, of any changes or revisions to Consultant’s work product that might affect the work of others providing services for the Project and concurrently provide County with a copy of such notification. Consultant shall not knowingly cause other consultants or contractors extra work without obtaining prior written approval from County. If such prior approval is not obtained, Consultant shall be subject to any offset for the costs of such extra work. 12. Termination. County may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with seven (7) calendar days’ prior written notice to the Consultant. Upon termination of this Agreement, Consultant shall immediately provide County with all documents as defined in paragraph 9 hereof, in such format as County shall direct and DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 7 Eagle County Prof Services Final 5/14 shall return all County owned materials and documents. County shall pay Consultant for Services satisfactorily performed to the date of termination. 13. Venue, Jurisdiction and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 14. Execution by Counterparts; Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.R.S. 24-71.3-101 to 121. 15. Other Contract Requirements. a. Consultant shall be responsible for the completeness and accuracy of the Services, including all supporting data or other documents prepared or compiled in performance of the Services, and shall correct, at its sole expense, all significant errors and omissions therein. The fact that the County has accepted or approved the Services shall not relieve Consultant of any of its responsibilities. Consultant shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to Consultants performing similar services. Consultant represents and warrants that it has the expertise and personnel necessary to properly perform the Services and covenants that its professional personnel are duly licensed to perform the Services within Colorado. This paragraph shall survive termination of this Agreement. b. Consultant agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. c. This Agreement constitutes an agreement for performance of the Services by Consultant as an independent contractor and not as an employee of County. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master-servant, partnership, joint venture or any other relationship between County and Consultant except that of independent contractor. Consultant shall have no authority to bind County. d. Consultant represents and warrants that at all times in the performance of the Services, Consultant shall comply with any and all applicable laws, codes, rules and regulations. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 8 Eagle County Prof Services Final 5/14 e. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. f. Consultant shall not assign any portion of this Agreement without the prior written consent of the County. Any attempt to assign this Agreement without such consent shall be void. g. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. h. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. i. The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. j. Consultant shall maintain for a minimum of three years, adequate financial and other records for reporting to County. Consultant shall be subject to financial audit by federal, state or county auditors or their designees. Consultant authorizes such audits and inspections of records during normal business hours, upon 48 hours’ notice to Consultant. Consultant shall fully cooperate during such audit or inspections. k. The signatories to this Agreement aver to their knowledge, no employee of the County has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Consultant has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Consultant shall not employ any person having such known interests. l. The Consultant, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.R.S. 24-76.5-103 prior to the effective date of this Agreement. 16. Prohibitions on Government Contracts. As used in this Section 16, 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 Consultant has any employees or subcontractors, Consultant shall comply with C.R.S. 8-17.5-101, et. seq., and this Agreement. By execution of this Agreement, Consultant certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Agreement and that Consultant 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. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 9 Eagle County Prof Services Final 5/14 a. Consultant 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 Consultant that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. b. Consultant 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. Consultant 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 Consultant obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, Consultant shall be required to: i. Notify the subcontractor and County within three (3) days that Consultant 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 Consultant 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. Consultant 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 Consultant 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, Consultant shall be liable for actual and consequential damages to County as required by law. g. County will notify the Colorado Secretary of State if Consultant violates this provision of this Agreement and County terminates the Agreement for such breach. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 10 Eagle County Prof Services Final 5/14 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. Attest: By: _________________________________ Regina O’Brien, Clerk to the Board COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By:______________________________ Jeanne McQueeney, Chair CONSULTANT: By:________________________________ Print Name: _________________________ Title: ______________________________ DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E President & CEO Chris Romer 11 Eagle County Prof Services Final 5/14 EXHIBIT A SCOPE OF SERVICES, SCHEDULE, FEES DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 12 Eagle County Prof Services Final 5/14 2022 Scope of Work Executive Summary It is increasingly apparent that regional economic prosperity is linked to an area’s ability to prevent, withstand, and quickly recover from major disruptions (i.e., ‘shocks’) to its economic base. Because of this, Vail Valley Partnership is dedicated to ensuring local business success and fostering regional economic vitality by offering local business tools & resources and initiating economic development efforts. We work to ensure the Vail Valley’s economic health stays strong for years to come. Our efforts help existing Vail Valley businesses thrive and support new businesses that have the potential to support our local economy. Our primary focus areas include business retention and expansion & workforce and talent pipeline development. Vail Valley Partnership serves as a responsive participant in economic recovery efforts by serving as an information hub by collecting data and convening the appropriate players to facilitate recovery post-disruption. We help our government & special districts as a conduit to the business community, and our business community as a voice to government officials. Key Programmatic Focus Areas: 1. SmartBusiness Eagle County – business retention and expansion program to include personal interviews & connecting businesses to local and regional resources. 2022 Scope: Work with Eagle County staff to scale the program through alignment with interviews and training on the Synchronist database tool. Explore creation of online business retention surveys. Metrics: ● VVP staff will directly conduct 10 BRE interviews in coordination with Eagle County staff ● train Eagle County staff on the Synchronist database ● train Eagle County staff on the BRE interview process for additional survey completion ● produce summary report of findings DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 13 Eagle County Prof Services Final 5/14 ● connect businesses to appropriate resources 2. Vail Valley Works – comprehensive workforce development program to establish, train, and support a network of local leaders. This includes CareerWise Youth Apprenticeships and other talent pipeline development, local leadership programs, and numerous professional development specialty courses. 2022 Scope: Develop Vail Valley Works training, professional development, and certification programs with a combination of in person and online training programs to meet the workforce development needs of the community. Metrics: ● 150 people trained in-person (Board Service Basics, NEXT, Community Leadership Academy, etc. - details to be provided in quarterly updates) ● 35 certificates achieved (Project Management for Construction, Taking the Lead, etc. - details to be provided in quarterly updates) ● Develop online training platform for on-demand virtual learning (Examples include Intro to HR, Skills for Supervisors, Intro to Digital Marketing, DEI and more) ● 45 leadership program participants Reporting: Metrics will be informally reported quarterly for inclusion in Eagle County’s strategic priority tracking. 3. Vail Valley Means Business – economic development services including ongoing maintenance of trailing spouse program, economic data center, annual workforce study (now being conducted in even years only), website data resource center, and business services. 2022 Scope: Develop, refresh and rebrand content on VailValleyMeansBusiness.com website with a focus on toolkits, business resources and success stories. 2022 Metrics: ● Three new Success Stories featuring local businesses and entrepreneurs sharing their Eagle County successes ● Build new Business Resource Center ● Audit all website content to be refreshed as needed ● Develop TBD business toolkits ● Rebrand VailValleyMeansBusiness.com and associated materials to reflect it as an Eagle County-wide resource supported by Eagle County, VVP and Basalt Chamber. 4. Economic Data Center – provide and maintain robust economic data tools (top visited pages of website) for the public and private sector. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 14 Eagle County Prof Services Final 5/14 2022 Scope: Maintain online data tools with GIS planning, lead local research efforts, provide resources to the business community, and maintain professional services for out-of-town inquiries. 2022 Metrics: ● Maintain community data including demographics, community comparison, economic profile, top employers, etc ● Develop and maintain Business Sentiment Study quarterly o Finalize 30+/- businesses across geography and industry o Validate questions with Eagle County staff to reduce other survey needs ● Continuing the workforce study every other year. The workforce study will not be conducted in 2022. Reporting: Survey data and any relevant metrics will be informally reported quarterly, or as available, for inclusion in Eagle County’s strategic priority tracking. Aligned efforts: The Partnership works to provide the valley’s businesses with networking, educational, and collaborative programming opportunities with the goal of strengthening our local community. Our primary focus areas include educational programming, advocacy, networking & connections, and other small business support efforts. Many of these efforts align with the Scope of Work, including: 1. Healthcare programming – including development of the Mountain Healthcare Coalition healthcare purchasing collaborative to create a new health insurance product to launch for 2023. 2. CareerWise Youth Apprenticeships & Career X programming a. 15+ apprentices b. 135+ internships c. 300+ job shadows 3. Inside Edge educational series The Vail Valley Partnership’s Inside Edge provides timely insights for the Vail Valley business community with sessions featuring business leaders and subject matter experts. Each event has its own unique purpose, but all events have the common goal of providing the business community with information and resources to help their business succeed. These educational and informational events are designed to promote resources and education for the Valley’s small business owners and entrepreneurs and are designed to assist in the start-up, management, and growth of local businesses. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 15 Eagle County Prof Services Final 5/14 4. Resource Library The Business Resource Library is your one-stop-shop for both VVP and member-generated content. Find archives of events, programs, and presentations, along with online tutorials and information from subject matter experts. 5. Represent the business community and/or lead a variety of regional vitality projects related to key community challenges such as: a. Childcare b. Regional Transportation Authority c. Climate Action Collaborative d. Workforce housing Thank you for your continued support of our business community through VVP programming. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E 16 Eagle County Prof Services Final 5/14 EXHIBIT B Insurance Certificate DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E Please contact us with any questions regarding the terminology used or the coverages provided.Page 1 of 2           To: From: Insured:   Wall Street Insurance    Kelly Marose  kmarose@mdoinsurance.com/Ext 5320   VAIL VALLEY PARTNERSHIP MCGOWAN, DONNELLY & OBERHEU, LLC 2700 VIA FORTUNA DRIVE, SUITE 145 AUSTIN, TX 78746 Phone: (512) 600-2280 Fax: (440) 333-3214     * BINDER * 01/21/2021     Renewal Of: NDO1572460C     Mailing Address: 97 MAIN ST STE E-201 EDWARDS, CO 81632      Thank you for your order to bind. We appreciate your business! We have bound the below coverage. Policy to Follow Shortly    POLICY INFORMATION NON PROFIT MANAGEMENT LIABILITY POLICY Policy Number: Policy Period: Carrier: Status: A.M. Best Rating:     NDO1572460D 02/08/2021 to 02/08/2022 United States Liability Insurance Company Admitted A++ (Superior) - XI   COVERAGE PART PREMIUM Management Liability $1,060.00   Directors and Officers Liability Each Claim Limit $1,000,000   Directors and Officers Liability In The Aggregate Limit $1,000,000   Directors and Officers Liability Retention $500   Employment Practices Liability Each Claim Limit $1,000,000   Employment Practices Liability In The Aggregate Limit $1,000,000   Employment Practices Liability Retention $500    Directors and Officers Retroactive Date Full Prior Acts   Employment Practices Liability Retroactive Date Full Prior Acts    Directors and Officers Prior or Pending Litigation Date See form DO-298   Employment Practices Liability Prior or Pending Litigation Date See form DO-298   POLICY PREMIUM $1,060.00 + MDO Fee $100.00 = $1,160.00     APPLICABLE FORMS & ENDORSEMENTS The following forms apply to the policy CO Notice 12/18 Important Notice to Policyholder DO CO 11/17 Colorado State Amendatory Endorsement DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E Please contact us with any questions regarding the terminology used or the coverages provided.Page 2 of 2  DO-100 05/17 Directors and Officers Coverage Part DO-101 05/17 Employment Practices Coverage Part DO-221 05/17 Publisher Liability Exclusion DO-283 05/17 Data and Security Plus Endorsement DO-290 05/17 Fair Labor Standards Act Endorsement - Defense Costs and Indemnity Coverage DO-298 05/17 Amendment of Prior or Pending Litigation Exclusion DO-GTC 05/17 General Terms and Conditions Jacket 07/19 Policy Jacket DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E INSURANCE BINDER THE TERMS AND CONDITIONS OF THIS CONFIRMATION OF INSURANCE MAY NOT COMPLY WITH THE SPECIFICATIONS SUBMITTED FOR CONSIDERATION. TO ENSURE THE SUITABILITY OF THE PROTECTION BEING PROVIDED TO YOUR CLIENT, PLEASE READ THIS CONFIRMATION CAREFULLY AND COMPARE/REVIEW IT WITH THE OFFER, THE SUBMISSION DOCUMENTS AND THE POLICY FORMS FOR FULL COMPREHENSION OF THE ACTUAL COVERAGES PROVIDED. IN ACCORDANCE WITH YOUR INSTRUCTIONS, AND IN RELIANCE UPON THE STATEMENTS MADE BY THE RETAIL BROKER IN THE INSURED'S APPLICATION/SUBMISSION, WE HAVE OBTAINED INSURANCE PER YOUR REQUEST AS FOLLOWS CANCELLATION: THIS POLICY IS SUBJECT TO THE CANCELLATION PROVISIONS AS FOUND IN THE POLICY(IES) OR CERTIFICATE(S) CURRENTLY IN USE BY THE INSURER. THE INSURANCE EFFECTED UNDER THE INSURER'S BINDER CAN BE CANCELLED BY THE INSURER (SUBJECT TO STATUTORY REGULATIONS) BY MAILING, TO THE INSURED AT THE ADDRESS STATED ON THE FACE OF THIS CONFIRMATION OF INSURANCE, WRITTEN NOTICE STATING WHEN SUCH CANCELLATION SHALL BE EFFECTIVE. IN THE EVENT OF CANCELLATION BY THE INSURED, THE EARNED PREMIUM WOULD BE SUBJECT TO THE MINIMUM PREMIUM IF APPLICABLE. THIS CONFIRMATION OF INSURANCE IS ISSUED BASED UPON THE INSURER'S AGREEMENT TO BIND AND IS ISSUED BY THE UNDERSIGNED WITHOUT ANY LIABILITY WHATSOEVER AS AN INSURER. All insurance is negotiated by and placed through McGowan & Company, Inc. DocuSign Envelope ID: A4E318FF-EE37-43C7-A9FF-BCBCD0699C1E