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HomeMy WebLinkAboutresolution.council.025-22 EXHIBIT A RESOLUTION NO. 025 SERIES OF 2022 A RESOLUTION OF THE CITY OF ASPEN CITY COUNCIL APPROVING AN INTERGOVERNMENTAL AGREEMENT (IGA) FOR A TEMPORARY LEASE BY PITKIN COUNTY FOR THE ARMORY BUILDING (130 SOUTH GALENA STREET) WHEREAS, the former city hall (AKA the Armory) is newly vacant due to the construction of a new city hall; and, WHEREAS,the Armory will be vacant for most of the year 2022; and, WHEREAS,Pitkin County needs temporary to house the 9d'District Court operations while completing a renovation project; and, WHEREAS,city staff and county staff have negotiated an IGA for temporary use of the Armory; and, WHEREAS,this Resolution confirms approval of that IGA. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN AS FOLLOWS: The City Council of the City of Aspen agrees that the attached IGA is a fair agreement between both governments for the use of the Armory Building and approves said IGA. FINALLY,adopted this 22nd day of February 2022. Torre, Mayor ATTEST: APPROVED AS TO FORM: c Nicole Henning,City Cle ames R True, City Attorney DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEF8B6 ATTACHMENT B INTERGOVERNMENTAL AGREEMENT By and Between The City of Aspen and County of Pitkin THIS INTERGOVERNMENTAL AGREEMENT (the "Agreement") is made this day of February, 2022 by and between the Board of County Commissioners of Pitkin County,Colorado,whose address is 530 East Main Street, Suite 302,Aspen,Colorado 81611 ("the County") and The City of Aspen, 427 Rio Grande PI, Aspen, Colorado 81611 ("the City"). RECITALS WHEREAS, This Agreement is entered into pursuant to, inter alia, C.R.S. §§ 29-1-201,et seq., and Article XIV, Section 18 of the Colorado Constitution. WHEREAS, The Pitkin County Courthouse provides a central location for residents of Aspen,Snowmass,Basalt and unincorporated Pitkin County to access the 9th Judicial District for civil and criminal court proceedings. WHEREAS, The Courthouse was originally built in 1890,and is in need of modernization to address both the volume of cases in our community and the security needs of modern courts. WHEREAS, The County has completed two phases of modernization, and plans to complete the third and final phase of courthouse remodel in 2022. WHEREAS, The nature and scope of the work to be done will not allow the 9t' Judicial District to operate in the courthouse while work is conducted. WHEREAS, It is the shared goal of the County and the 91h Judicial District to operate the courts with as little disruption for our shared constituents as possible. WHEREAS, In this spirit the Chief Judge of the 9t'Judicial District has requested that we find a temporary, single location where the Courts can continue to operate while work is completed on the Courthouse. WHEREAS, With the City of Aspen vacating portions of the Armory, the City of Aspen and Pitkin County enter into this Intergovernmental Agreement for the purpose of temporarily relocating court services to the Armory while construction is completed on the Pitkin County Courthouse. WHEREAS, The Pitkin County Courthouse Phase III renovation is scheduled to begin in 1 DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEFBB6 ATTACHMENT B early March 2022 through the end of September 2022. AGREEMENT NOW, THEREFORE, for and in consideration of the mutual promises and agreements of the parties and other good and valuable consideration, the adequacy and sufficiency of which is hereby acknowledged,the parties agree as follows: 1. Effective February 1,2022 The City of Aspen,will: a. Transfer usage of the building in designated spaces per attached floor plan to the County for operations of the 9th judicial district court. b. Charge the County non-profit$30.00/sq. ft. rate for the areas dedicated strictly to Pitkin County and a reduced rate of$15.001 sq. ft. for areas shared with the City and Public. (The attached floor plan specifies the designated uses). c. Continue to manage and maintain the current janitorial contract with reimbursement by the County based on County dedicated space on a quarterly basis. d. Continue to provide building services for maintenance and repairs, utilities and network without added cost to the County. e. Maintain and provide proof of the following insurance to Pitkin County during the time of this MOU against claims for injuries to persons or damages to property which may arise or in connection with the City's operation and use of the owned premises. The cost of such insurance and any related deductibles and/or self-insured retentions shall be borne by the City of Aspen. i. Commercial General Liability (CGL): written on an "occurrence" basis including products and completed operations,property damage, bodily injury, and personal and advertising injury with limits of no less than $3 million(USD)per occurrence. ii. Property Insurance against all risks of loss to the property. iii. Workers' compensation insurance as required by the State of Colorado with statutory limits and Employers'Liability Insurance with limits of$1 million (USD)per accident for bodily injury or disease. f. Agree to list Pitkin County, its elected and appointed officials, employees and volunteers as an Additional Insured on the CGL policy and will provide proof of insurance in the form of a Certificate of Insurance upon 2 DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEF8B6 ATTACHMENT B inception of this Agreement and then annually or as the referenced policies are renewed and/or updated. 2. Effective March 1, 2022,Pitkin County: a. Change the exterior locks and modify the building for the security checkpoint and equipment and control during the duration of use, coordinating City employee access and return the system as was upon departure. b. Inhabit at total of 6,200/sq. ft. at all levels except the third floor and will share 1,993/sq. ft. of space on the first and second floors. It is estimated the length of occupancy will be seven months. However,the use may be shorter or longer depending on the Courthouse construction Project. i. Pitkin County will pay $15,429.00 monthly for dedicated space. ii. Pitkin County will pay $2,491.00 monthly for shared space. iii. Pitkin County will pay $5950.00 monthly for janitorial services, share of utilities costs (sewer, natural gas,electric,water,waste removal & evening security patrol). iv. Total amount of both dedicated, shared use space and janitorial services per month will be $23,870.00. c. Be responsible for snow removal for direct access into the building entrances and exits and parking spaces on the alley side of the building. The following areas are excluded from county responsibility: 1)public alley, 2)access city equipment, 3)park,4) roof and overhangs and 5) public sidewalks. d. Take on parking management for the use of all parking spaces on the alley side of the building. The County will designate, sign,and enforce parking as needed. e. Maintain and provide proof of the following insurances to the City of Aspen during the time of this Agreement against claims for injuries to persons or damages to property which may arise from or in connection with the County's operation and use of the leased premises. The cost of such insurance and any related deductibles and/or self-insured retentions shall be borne by Pitkin County. i. Commercial General Liability(CGL): written on an "occurrence" basis including products and completed operations, property damage, bodily injury, and personal and advertising injury with limits of no less than $3 million(USD)per occurrence. ii. Property Insurance against all risks of loss to any County improvement, betterments, or property. iii. Workers'compensation insurance as required by the State of Colorado with statutory limits and Employers' Liability Insurance with limits of$1 million (USD) per accident for bodily injury or disease. 3 DocuSign Envelope ID:4E9E6689-27044804-80C7-7AA06BCEF8B6 ATTACHMENT B f. List the City of Aspen, its elected and appointed officials, employees, and volunteers as an Additional Insured on the CGL policy and will provide proof of insurance in the form of a Certificate of Insurance upon inception of this Agreement and then annually or as the referenced policies are renewed and/or updated. 3. Assignability. This agreement is not assignable by either party. 4. Modification. This Agreement maybe changed or modified only in writing by an agreement approved by the respective Boards of the Governments and signed by authorized officers of each party. 5. Entire Agreement. This Agreement constitutes the entire Agreement between the parties and all other promises and agreements relating to the subject of this Agreement,whether oral or written, are merged herein. 6. Severability. Should any one or more sections or provisions of this Agreement be judicially adjudged invalid or unenforceable, such judgment shall not affect, impair, or invalidate the remaining provisions of this Agreement,the intention being that the various sections and provisions hereof are severable. 7. Termination Prior to Expiration of Term. Any Party has the right to terminate or withdraw from this Agreement, with or without cause, by giving written notice to the other Parties of such termination and specifying the effective date thereof. Such notice shall be given at least ten (10) days before the effective date of such termination. Termination of the Agreement relieves the cancelling or withdrawing Party of any further responsibility under this Agreement except for specifically identified obligations of a continuing nature based upon past performance under the Agreement. If terminated by the City of Aspen,the County shall have 30 days to vacate the premises and shall continue the payments set forth in paragraph 2.b.and other obligations under paragraph 2,until the premises are vacated and accepted by the City. If terminated by the County,the County shall vacate the premises prior to the effective date of the termination. 6. Notice. Any notice required or permitted under this Agreement shall be in writing and shall be provided by electronic delivery to the e-mail addresses set forth below and by one of the following methods 1)hand-delivery or 2) registered or certified mail,postage pre-paid to the mailing addresses set forth below.Each party by notice sent under this paragraph may change the address to which future notices should be sent. Electronic delivery of notices shall be considered delivered upon receipt of confirmation of delivery on the part of the sender. Nothing contained herein shall be construed to preclude personal service of any notice in the manner 4 DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEF8B6 ATTACHMENT B prescribed for personal service of a summons or other legal process. To: Pitkin County With copies to: County Manager's Office Pitkin County Attorney's Office 530 East Main Street, Ste. 302 530 East Main Street, Ste. 301 Aspen, CO 81611 Aspen, CO 81611 attorney@pitkincounty.com To: City of Aspen With Copies to: City Manager's Office City of Aspen Attorney's Office 427 Rio Grand Place 427 Rio Grande Place Aspen, CO 81611 Aspen, CO 81611 7. Government Immunity. The parties agree and understand that both parties are relying on and do not waive, by any provisions of this Agreement,the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. 24-10-101, et seq.,as from time to time amended or otherwise available to the parties or any of their officers, agents, or employees. 8. Current Year Obligations. The parties acknowledge and agree that any payments provided for hereunder or requirements for future appropriations shall constitute only currently budgeted expenditures of the parties. The parties' obligations under this Agreement are subject to each individual party's annual right to budget and appropriate the sums necessary to provide the services set forth herein. No provision of this Agreement shall be construed or interpreted as creating a multiple fiscal year direct or indirect debt or other financial obligation of either or both parties within the meaning of any constitutional or statutory debt limitation. This Agreement shall not be construed to pledge or create a lien on any class or source of either parties' bonds or any obligations payable from any class or source of each individual party's money. 9. Binding Rights and Obligations._ The rights and obligations of the parties under this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 10. Agreement made in Colorado. This Agreement shall be construed according to the laws of the State of Colorado,and venue for any action shall be in the District Court in and for Pitkin County, Colorado. 11.Attorney Fees. In the event that legal action is necessary to enforce any of the 5 DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEF8B6 ATTACHMENT B provisions of this Agreement,the substantially prevailing party,whether by final judgment or out of court settlement, shall recover from the other party all costs and expenses of such action or suit including reasonable attorney fees. 12.No Waiver. The waiver by any party to this Agreement of any term or condition of this Agreement shall not operate or be construed as a waiver of any subsequent breach by any party. 13. Authority. Each person signing this Agreement represents and warrants that said person is fully authorized to enter into and execute this Agreement and to bind the party it represents to the terms and conditions hereof. The foregoing Agreement is approved by the Board of County Commissioners of Pitkin County, Colorado at its regular meeting held on the day of ,2022. The foregoing Agreement is approved by the City of Aspen at its regular meeting held on the day of ,2022. In Witness whereof,the parties hereto have caused this agreement to be executed as of the day and year first above written. THE CITY OF ASPEN By: Torre, Mayor ATTEST: Nicole Henning Approved as to Form: F o.suape.esr.Oukt,S r 1h9' James R. True, City Attorney BOARD OF COUNTY COMMISSIONERS APPROVED AS TO FORM OF PITKIN COUNTY, COLORADO By: By: 6 DocuSign Envelope ID:4E9E6689-2704-4804-80C7-7AA06BCEF8B6 ATTACHMENT B Patti Clapper, Chair John Ely, County Attorney Manager Approval: ATTEST Jon Peacock, County Manager Julia Ely, Deputy County Clerk Form Revised 01-01-2022 7 INTERGOVERNMENTAL AGREEMENT By and Between The City of Aspen and County of Pitkin THIS INTERGOVERNMENTAL AGREEMENT (the "Agreement") is made this 31 day of March , 2022 by and between the Board of County Commissioners of Pitkin County, Colorado,whose address is 530 East Main Street, Suite 302,Aspen, Colorado 81611 ("the County") and The City of Aspen, 427 Rio Grande PI, Aspen, Colorado 81611 ("the City"). RECITALS WHEREAS, This Agreement is entered into pursuant to, inter alia, C.R.S. §§ 29-1-201,et seq., and Article XIV, Section 18 of the Colorado Constitution. WHEREAS, The Pitkin County Courthouse provides a central location for residents of Aspen,Snowmass,Basalt and unincorporated Pitkin County to access the 9th Judicial District for civil and criminal court proceedings. WHEREAS, The Courthouse was originally built in 1890,and is in need of modernization to address both the volume of cases in our community and the security needs of modern courts. WHEREAS, The County has completed two phases of modernization, and plans to complete the third and final phase of courthouse remodel in 2022. WHEREAS, The nature and scope of the work to be done will not allow the 9t' Judicial District to operate in the courthouse while work is conducted. WHEREAS, It is the shared goal of the County and the 9t'Judicial District to operate the courts with as little disruption for our shared constituents as possible. WHEREAS, In this spirit the Chief Judge of the 9t'Judicial District has requested that we find a temporary, single location where the Courts can continue to operate while work is completed on the Courthouse. WHEREAS, With the City of Aspen vacating portions of the Armory, the City of Aspen and Pitkin County enter into this Intergovernmental Agreement for the purpose of temporarily relocating court services to the Armory while construction is completed on the Pitkin County Courthouse. WHEREAS, The Pitkin County Courthouse Phase III renovation is scheduled to begin in 1 early March 2022 through the end of September 2022. AGREEMENT NOW, THEREFORE, for and in consideration of the mutual promises and agreements of the parties and other good and valuable consideration, the adequacy and sufficiency of which is hereby acknowledged,the parties agree as follows: 1. Effective February 1,2022 The City of Aspen,will: a. Transfer usage of the building in designated spaces per attached floor plan to the County for operations of the 9th judicial district court. b. Charge the County non-profit$30.00/sq. ft. rate for the areas dedicated strictly to Pitkin County and a reduced rate of$15.001 sq. ft. for areas shared with the City and Public. (The attached floor plan specifies the designated uses). c. Continue to manage and maintain the current janitorial contract with reimbursement by the County based on County dedicated space on a quarterly basis. d. Continue to provide building services for maintenance and repairs,utilities and network without added cost to the County. e. Maintain and provide proof of the following insurance to Pitkin County during the time of this MOU against claims for injuries to persons or damages to property which may arise or in connection with the City's operation and use of the owned premises. The cost of such insurance and any related deductibles and/or self-insured retentions shall be borne by the City of Aspen. i. Commercial General Liability(CGL): written on an "occurrence" basis including products and completed operations,property damage,bodily injury, and personal and advertising injury with limits of no less than$3 million (USD)per occurrence. ii. Property Insurance against all risks of loss to the property. iii. Workers'compensation insurance as required by the State of Colorado with statutory limits and Employers'Liability Insurance with limits of$1 million (USD)per accident for bodily injury or disease. f. Agree to list Pitkin County, its elected and appointed officials, employees and volunteers as an Additional Insured on the CGL policy and will provide proof of insurance in the form of a Certificate of Insurance upon 2 inception of this Agreement and then annually or as the referenced policies are renewed and/or updated. 2. Effective March 1,2022, Pitkin County: a. Change the exterior locks and modify the building for the security checkpoint and equipment and control during the duration of use, coordinating City employee access and return the system as was upon departure. b. Inhabit at total of 6,200/sq. ft. at all levels except the third floor and will share 1,993/sq. ft. of space on the first and second floors. It is estimated the length of occupancy will be seven months. However,the use may be shorter or longer depending on the Courthouse construction Project. i. Pitkin County will pay $15,429.00 monthly for dedicated space. ii. Pitkin County will pay $2,491.00 monthly for shared space. iii. Pitkin County will pay $5950.00 monthly for janitorial services, share of utilities costs (sewer, natural gas, electric, water,waste removal & evening security patrol). iv. Total amount of both dedicated, shared use space and janitorial services per month will be $23,870.00. c. Be responsible for snow removal for direct access into the building entrances and exits and parking spaces on the alley side of the building. The following areas are excluded from county responsibility: 1)public alley, 2) access city equipment, 3)park,4)roof and overhangs and 5) public sidewalks. d. Take on parking management for the use of all parking spaces on the alley side of the building. The County will designate, sign, and enforce parking as needed. e. Maintain and provide proof of the following insurances to the City of Aspen during the time of this Agreement against claims for injuries to persons or damages to property which may arise from or in connection with the County's operation and use of the leased premises. The cost of such insurance and any related deductibles and/or self-insured retentions shall be borne by Pitkin County. i. Commercial General Liability (CGL): written on an "occurrence" basis including products and completed operations, property damage, bodily injury, and personal and advertising injury with limits of no less than $3 million (USD)per occurrence. ii. Property Insurance against all risks of loss to any County improvement, betterments, or property. iii. Workers' compensation insurance as required by the State of Colorado with statutory limits and Employers'Liability Insurance with limits of$1 million (USD) per accident for bodily injury or disease. 3 f. List the City of Aspen, its elected and appointed officials, employees,and volunteers as an Additional Insured on the CGL policy and will provide proof of insurance in the form of a Certificate of Insurance upon inception of this Agreement and then annually or as the referenced policies are renewed and/or updated. 3. Assi ng ability_. This agreement is not assignable by either party. 4. Modification. This Agreement may be changed or modified only in writing by an agreement approved by the respective Boards of the Governments and signed by authorized officers of each party. 5. Entire Agreement. This Agreement constitutes the entire Agreement between the parties and all other promises and agreements relating to the subject of this Agreement,whether oral or written,are merged herein. 6. Severability. Should any one or more sections or provisions of this Agreement be judicially adjudged invalid or unenforceable, such judgment shall not affect, impair,or invalidate the remaining provisions of this Agreement,the intention being that the various sections and provisions hereof are severable. 7. Termination Prior to Expiration of Term. Any Party has the right to terminate or withdraw from this Agreement, with or without cause, by giving written notice to the other Parties of such termination and specifying the effective date thereof. Such notice shall be given at least ten (10) days before the effective date of such termination. Termination of the Agreement relieves the cancelling or withdrawing Party of any further responsibility under this Agreement except for specifically identified obligations of a continuing nature based upon past performance under the Agreement. If terminated by the City of Aspen,the County shall have 30 days to vacate the premises and shall continue the payments set forth in paragraph 2.b.and other obligations under paragraph 2,until the premises are vacated and accepted by the City. If terminated by the County,the County shall vacate the premises prior to the effective date of the termination. 6. Notice. Any notice required or permitted under this Agreement shall be in writing and shall be provided by electronic delivery to the e-mail addresses set forth below and by one of the following methods 1)hand-delivery or 2)registered or certified mail,postage pre-paid to the mailing addresses set forth below.Each party by notice sent under this paragraph may change the address to which future notices should be sent. Electronic delivery of notices shall be considered delivered upon receipt of confirmation of delivery on the part of the sender. Nothing contained herein shall be construed to preclude personal service of any notice in the manner 4 prescribed for personal service of a summons or other legal process. To: Pitkin County With copies to: County Manager's Office Pitkin County Attorney's Office 530 East Main Street, Ste. 302 530 East Main Street, Ste. 301 Aspen, CO 81611 Aspen, CO 81611 attorney@nitkincount, To: City of Aspen With Copies to: City Manager's Office City of Aspen Attorney's Office 427 Rio Grand Place 427 Rio Grande Place Aspen, CO 81611 Aspen, CO 81611 7. Government Immunity. The parties agree and understand that both parties are relying on and do not waive, by any provisions of this Agreement,the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. 24-10-101, et seq., as from time to time amended or otherwise available to the parties or any of their officers, agents, or employees. 8. Current Year Obligations. The parties acknowledge and agree that any payments provided for hereunder or requirements for future appropriations shall constitute only currently budgeted expenditures of the parties. The parties' obligations under this Agreement are subject to each individual party's annual right to budget and appropriate the sums necessary to provide the services set forth herein. No provision of this Agreement shall be construed or interpreted as creating a multiple fiscal year direct or indirect debt or other financial obligation of either or both parties within the meaning of any constitutional or statutory debt limitation. This Agreement shall not be construed to pledge or create a lien on any class or source of either parties' bonds or any obligations payable from any class or source of each individual party's money. 9. Binding Rights and Obligations. The rights and obligations of the parties under this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 10. Agreement made in Colorado. This Agreement shall be construed according to the laws of the State of Colorado, and venue for any action shall be in the District Court in and for Pitkin County, Colorado. 11.Attorney Fees. In the event that legal action is necessary to enforce any of the 5 provisions of this Agreement,the substantially prevailing party, whether by final judgment or out of court settlement, shall recover from the other party all costs and expenses of such action or suit including reasonable attorney fees. 12.No Waiver. The waiver by any party to this Agreement of any term or condition of this Agreement shall not operate or be construed as a waiver of any subsequent breach by any party. 13. Authority. Each person signing this Agreement represents and warrants that said person is fully authorized to enter into and execute this Agreement and to bind the party it represents to the terms and conditions hereof. The foregoing Agreement is approved by the Board of County Commissioners of Pitkin County, Colorado at its regular meeting held on the 23rd day of February, 2022 The foregoing Agreement is approved by the City of Aspen at its regular meeting held on the 31 day of March , 2022. In Witness whereof,the parties hereto have caused this agreement to be executed as of the day and year first above written. THE CITY OF ASPEN By: _7v-g-- Torre,Mayor ATTEST: Nab- ffi&wlm Nicole Henning Approved as to Form: ,,ants X• lhal James R. True, City Attorney 6 BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO APPROVED AS TO FORM By: !Fm"t, Svwb ,Y' By: 5*w el Francie Jaco er, Vice Chair John Ely, County Attorney Manager Approval: ATTEST P4s Ika O, �& '1'1 Phylis Mattice for Jon Peacock, Julia Ely, Deputy County Clerk County Manager Form Revised 01-01-2022 7