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HomeMy WebLinkAboutresolution.council.064-26RESOLUTION 4064 (Series of 2026) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF ASPEN, THE BOARD OF COUNTY COMMISIONERS OF PITKIN COUNTY, THE TOWN OF BASALT, AND THE TOWN OF SNOWMASS VILLAGE AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID INTERGOVERNMENTAL AGREEMENT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council an Intergovernmental Agreement for a 2025 Regional Greenhouse Gas Inventory, between the city of Aspen and the Board of County Commissioners of Pitkin County, the Town of Basalt, and the Town of Snowmass Village, a true and accurate copy of which is attached hereto as Exhibit "A"; VVHEREAS, the city of Aspen has adopted greenhouse gas ("GHG") emissions reduction goals and recognizes the importance of maintaining current, accurate, and regionally consistent GHG emissions data, WHEREAS, the city of Aspen previously collaborated on regional GHG inventories for inventory years 2019, 2020, and 2023; WHEREAS, the regional inventory has historically been completed every three years and improves data consistency, reduces duplication of effort, and supports regional climate planning; W HEREAS, the city of Aspen desires to enter into this Intergovernmental Agreement to complete an update to the Pitkin County Regional Greenhouse Gas Inventory for 2025 to better support policy and program analysis and finds that the Intergovernmental Agreement furthers the public health, safety and welfare. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, That the City Council of the City of Aspen hereby approves the Intergovernmental Agreement fora 2025 Regional Greenhouse Gas Inventory, between the city of Aspen and the Board of County Commissioners of Pitkin County, the Town of Basalt, and the Town of Snowmass Village a copy of which is attached hereto and incorporated herein, and does hereby authorize the Mayor to execute said agreement on behalf of the City of Aspen. RESOLVED, APPROVED, AND ADOPTED FINALLY Council of the City of Aspen on the 12th day of May 2026, Rachael Ri the City Mayor I, Nicole Henning, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meetinield on May 12, 202 . Lm Nicole Henning, City Clerk` INTERGOVERNMENTAL AGREEMENT Between the BOCC, the City of Aspen, the Town of Snowmass Village and the Town of Basalt for a 2025 Pitkin County Regional Greenhouse Gas Inventory THIS INTERGOVERNMENTAL AGREEMENT (the "Agreement") is entered into by and among the Board of County Commissioners of Pitkin County, Colorado ("County"), the City of Aspen, Colorado ("Aspen"), the Town of Snowmass Village, Colorado ("Snowmass• Village"), and the Town of Basalt, Colorado ("Basalt"). The County, Aspen, Snowmass Village, and Basalt are referred to individually as a "Party" and collectively as the "Parties." 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 Parties have each adopted greenhouse gas ("GHG") emissions reduction goals and recognize the importance of maintaining current, accurate, and regionally consistent GHG emissions data; WHEREAS, The Parties previously collaborated on regional GHG inventories for inventory years 2019, 2020, and 2023; WHEREAS, the regional inventory has historically been completed every three years and improves data consistency, reduces duplication of effort, and supports regional climate planning; WHEREAS, the Parties desire to enter into an agreement to complete an update to the Pitkin County Regional Greenhouse as Inventory for 2025 with the goal to move towards more frequent/annual GHG inventories to better support policy and program analysis; and WHEREAS, Each Party finds and determine that this Agreement is necessary, proper, and convenient for the continued fostering and preservation of the public peace, health and safety. 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 1. Pur ose. The purpose of this Agreement is to establish the Parties' respective responsibilities and cost -sharing obligations for completion of the 2025 Pitkin County Regional Greenhouse Gas Inventory (the "Project"). 2. Term. This Agreement becomes effective on the date it is fully executed by all Parties ("Effective Date") and, unless sooner terminated in accordance with this Agreement, remains in effect through December 31, 2026. The Parties may extend this Agreement only by a written amendment executed by all Parties. 3. Vendor Selection; Contract Mana eg ment. The Parties agree to use Lotus Engineering and Sustainability Consultants ("Lotus") to complete the Project. The County will manage the Project and payments due under the contract with Lotus. The services to be provided by Lotus and costs are described in Exhibit A and Exhibit B, which are incorporated into this Agreement by this reference. 4. Scope of Work. Lotus has outlined the following scope of work to be completed for the Pitkin County Regional Greenhouse Gas Inventory. Pitkin County will be responsible for managing the following work: • Task l :Project Management o Project kickoff meeting. o Final Work Plan. o Shared folders on Google Drive. o Regular check -ins. o Monthly invoice reports. • Task 2: Regional GHG Inventories o Data Collection o Data Entry o QAQC o CP 2.0 Playbook Upload • Optional Subtask 3.1 Update existing CORE Dashboard • Lotus anticipates starting this work in May and completing the inventory by October 2026, 5. Payment for Services. The Parties agree to share project costs to complete the update to the Pitkin County Regional Greenhouse Gas Inventory for the inventory year 2025 as follows: Total Project Cost: $24,565.00. Party Contribution Payment Timing 75% ($11,673.75) shall be provided prior to Aspen $15,565.00 initiating the scope of work; balance ($3,891.25) shall be provided upon completion of the study. Shall be provided prior to completion of the Basalt $100.00 study. Basalt and Snowmass Village contributions together shall total $2,000.00. Shall be provided prior to completion of the Snowmass $100.00 study. Basalt and Snowmass Village Village contributions together shall total $2,000.00. $9,000.00 total share, County's contribution shall equal $9,000.00 Pitkin County inclusive of the Basalt mi nus the amounts paid by Basalt and and Snowmass Snowmass Village. Village contributions. 6. Access to 2025 Regional Greenhouse Gas Inventory. Upon completion of the Scope of Work and production of the Regional Greenhouse Gas Inventory, copies of the Inventory shall be available to all Parties. 7. Termination Prior to Expiration of Term. Any Party may withdraw from or terminate its participation in this Agreement, with or without cause, upon at least ten (10) days' prior written notice to the other Parties. A terminating Party remains responsible for: (a) any amounts that became due before the effective date of termination; and (b) its proportionate share of any non -cancellable Project costs or obligations incurred or committed in reliance on this Agreement before the effective date of termination. Termination by one Party does not automatically terminate this Agreement as to the remaining Parties. 8. Notice. Any notice required or permitted under this Agreement must be in writing and will be deemed given when delivered personally, sent by certified mail (return receipt requested), or sent by recognized overnight courier, or upon confirmed electronic transmission to the persons and addresses listed below. A Party may change its notice information by written notice given in accordance with this Section. To: Pitkin County With copies to: 91 Pitkin County Attorney s Office 530 East Main Street, Ste. 301 Aspen, CO 81611 attorney a,pitkincounty.com To: City of Aspen With copies to: City of Aspen Attorney's Office 130 South Galena Street Aspen, CO 81611 attorney@aspen.gov To: Town of Snowmass Village With copies to: Town of Snowmass Village Attorney's Office 130 Kearns Road Snowmass Village, CO 81615 @mountainlawfirm.com To: Town of Basalt With copies to: Jeffrey J. Conklin Karp Neu Hanlon, P.C. P.O. Drawer 2030 Glenwood Springs, CO 81602 9. Government Immunity. Nothing in this Agreement waives or shall be construed as a waiver of any defense, immunity, limitation, or protection otherwise available to any Party, its officials, employees, or agents under the Colorado Governmental Immunity Act, section 24-10-101, et seq., C.R.S., or otherwise available at law. 10. 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. 11. Assignment. No Party may assign or transfer this Agreement or any interest in this Agreement without the prior written consent of the other Parties. 11 12. No Third -Party Beneficiaries. This Agreement is entered into solely for the benefit of the Parties. No person or entity not a Party to this Agreement has any right, claim, oI cause of action under this Agreement. 13. Amendment. This Agreement may be amended only by a written instrument approved by the governing body of each Party and executed by duly authorized representatives of all Parties. 14. Entire Agreement. This Agreement, together with the exhibits incorporated by reference, constitutes the entire agreement among the Parties concerning the subject matter of this Agreement and supersedes all prior oral or written discussions, negotiations, and understandings on that subject. 15. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, provided that the material purposes of this Agreement can still be accomplished. 16. Binding Rights and Obli atg ions. 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. 17. 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. 18. 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. 19. Authori .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. 20. Counterparts and Electronic Signatures. This Agreement may be executed in counterparts, each of which is deemed an original, and all of which together constitute one instrument. Signatures transmitted electronically or by PDF are effective for all purposes. The foregoing Agreement is approved by the Board of County Commissioners of Pitkin County, Colorado at its regular meeting held on the 13th day of May, 2026. The foregoing Agreement is approved by the City of Aspen at its regular meeting held on the 12th day of May, 2026. In Witness whereof, the parties hereto have caused this agreement to be executed as of the day and year first above written. BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO By: Jeffrey H. Woodruff, Chair Manager Approval: By: Kara Silbernagel County Manager CITY OF ASPEN B g Rachaeljchards Mayor TOWN OF SNOV'VMASS VILLAGE By: Greg LeBlanc Assistant Town Manager TOWN OF BASALT By: Gloria Kaasch-Buerger Town Manager By: Richard NeileyI III County Attorney 1 INTERGOVERNMENTAL AGREEMENT Between the BOCC, the City of Aspen, the Town of Snowmass Village and the Town of Basalt for a 2025 Pitkin County Regional Greenhouse Gas Inventory THIS INTERGOVERNMENTAL AGREEMENT (the “Agreement”) is entered into by and among the Board of County Commissioners of Pitkin County, Colorado (“County”), the City of Aspen, Colorado (“Aspen”), the Town of Snowmass Village, Colorado (“Snowmass Village”), and the Town of Basalt, Colorado (“Basal t”). The County, Aspen, Snowmass Village, and Basalt are referred to individually as a “Party” and collectively as the “Parties.” 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 Parties have each adopted greenhouse gas (“GHG”) emissions reduction goals and recognize the importance of maintaining current, accurate, and regionally consistent GHG emissions data; WHEREAS, The Parties previously collaborated on regional GHG inventories for inventory years 2019, 2020, and 2023; WHEREAS, the regional inventory has historically been completed every three years and improves data consistency, reduces duplication of effort, and supports regional climate planning; WHEREAS, the Parties desire to enter into an agreement to complete an update to the Pitkin County Regional Greenhouse Gas Inventory for 2025 with the goal to move towards more frequent/annual GHG inventories to better support policy and program analysis; and WHEREAS, Each Party finds and determine that this Agreement is necessary, proper, and convenient for the continued fostering and preservation of the public peace, health and safety. 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: 2 1. Purpose. The purpose of this Agreement is to establish the Parties’ respective responsibilities and cost-sharing obligations for completion of the 2025 Pitkin County Regional Greenhouse Gas Inventory (the “Project”). 2. Term. This Agreement becomes effective on the date it is fully executed by all Parties (“Effective Date”) and, unless sooner terminated in accordance with this Agreement, remains in effect through December 31, 2026. The Parties may extend this Agreement only by a written amendment executed by all Parties. 3. Vendor Selection; Contract Management. The Parties agree to use Lotus Engineering and Sustainability Consultants (“Lotus”) to complete the Project. The County will manage the Project and payments due under the contract with Lotus. The services to be provided by Lotus and costs are described in Exhibit A and Exhibit B, which are incorporated into this Agreement by this reference. 4. Scope of Work. Lotus has outlined the following scope of work to be completed for the Pitkin County Regional Greenhouse Gas Inventory. Pitkin County will be responsible for managing the following work: • Task 1: Project Management o Project kickoff meeting. o Final Work Plan. o Shared folders on Google Drive. o Regular check-ins. o Monthly invoice reports. • Task 2: Regional GHG Inventories o Data Collection o Data Entry o QAQC o CP 2.0 Playbook Upload • Optional Subtask 3.1 Update existing CORE Dashboard • Lotus anticipates starting this work in May and completing the inventory by October 2026. 5. Payment for Services. The Parties agree to share project costs to complete the update to the Pitkin County Regional Greenhouse Gas Inventory for the inventory year 2025 as follows: 3 Total Project Cost: $24,565.00. Party Contribution Payment Timing Aspen $15,565.00 75% ($11,673.75) shall be provided prior to initiating the scope of work; balance ($3,891.25) shall be provided upon completion of the study. Basalt $1,000.00 Shall be provided prior to completion of the study. Basalt and Snowmass Village contributions together shall total $2,000.00. Snowmass Village $1,000.00 Shall be provided prior to completion of the study. Basalt and Snowmass Village contributions together shall total $2,000.00. Pitkin County $9,000.00 total share, inclusive of the Basalt and Snowmass Village contributions. County’s contribution shall equal $9,000.00 minus the amounts paid by Basalt and Snowmass Village. 6. Access to 2025 Regional Greenhouse Gas Inventory. Upon completion of the Scope of Work and production of the Regional Greenhouse Gas Inventory, copies of the Inventory shall be available to all Parties. 7. Termination Prior to Expiration of Term. Any Party may withdraw from or terminate its participation in this Agreement, with or without cause, upon at least ten (10) days’ prior written notice to the other Parties. A terminating Party remains responsible for: (a) any amounts that became due before the effective date of termination; and (b) its proportionate share of any non-cancellable Project costs or obligations incurred or committed in reliance on this Agreement before the effective date of termination. Termination by one Party does not automati cally terminate this Agreement as to the remaining Parties. 8. Notice. Any notice required or permitted under this Agreement must be in writing and will be deemed given when delivered personally, sent by certified mail (return receipt requested), or sent by recognized overnight courier, or upon confirmed electronic transmission to the persons and addresses listed below. A Party may change its notice information by written notice given in accordance with this Section. To: Pitkin County With copies to: 4 Pitkin County Attorney’s Office 530 East Main Street, Ste. 301 Aspen, CO 81611 attorney@pitkincounty.com To: City of Aspen With copies to: City of Aspen Attorney’s Office 130 South Galena Street Aspen, CO 81611 attorney@aspen.gov To: Town of Snowmass Village With copies to: Town of Snowmass Village Attorney’s Office 130 Kearns Road Snowmass Village, CO 81615 jjc@mountainlawfirm.com To: Town of Basalt With copies to: Jeffrey J. Conklin Karp Neu Hanlon, P.C. P.O. Drawer 2030 Glenwood Springs, CO 81602 9. Government Immunity. Nothing in this Agreement waives or shall be construed as a waiver of any defense, immunity, limitation, or protection otherwise available to any Party, its officials, employees, or agents under the Colorado Governmental Immunity Act, section 24-10-101, et seq., C.R.S., or otherwise available at law. 10. 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. 11. Assignment. No Party may assign or transfer this Agreement or any interest in this Agreement without the prior written consent of the other Parties. 5 12. No Third-Party Beneficiaries. This Agreement is entered into solely for the benefit of the Parties. No person or entity not a Party to this Agreement has any right, claim, or cause of action under this Agreement. 13. Amendment. This Agreement may be amended only by a written instrument approved by the governing body of each Party and executed by duly authorized representatives of all Parties. 14. Entire Agreement. This Agreement, together with the exhibits incorporated by reference, constitutes the entire agreement among the Parties concerning the subject matter of this Agreement and supersedes all prior oral or written discussions, negotiations, and understandings on that subject. 15. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, provided that the material purposes of this Agreement can still be accomplished. 16. 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. 17. 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. 18. 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. 19. 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. 20. Counterparts and Electronic Signatures. This Agreement may be executed in counterparts, each of which is deemed an original, and all of which together constitute one instrument. Signatures transmitted electronically or by PDF are effective for all purposes. The foregoing Agreement is approved by the Board of County Commissioners of Pitkin County, Colorado at its regular meeting held on the 13th day of May, 2026. The foregoing Agreement is approved by the City of Aspen at its regular meeting held on the 12th day of May, 2026. In Witness whereof, the parties hereto have caused this agreement to be executed as of 6 the day and year first above written. BOARD OF COUNTY COMMISSIONERS APPROVED AS TO FORM OF PITKIN COUNTY, COLORADO By:_______________________ By:__________________________ Jeffrey H. Woodruff, Chair Richard Neiley, III County Attorney Manager Approval: By:______________________ Kara Silbernagel County Manager CITY OF ASPEN By:_________________________ Rachael Richards Mayor TOWN OF SNOWMASS VILLAGE By:_________________________ Greg LeBlanc Assistant Town Manager TOWN OF BASALT By:_________________________ Gloria Kaasch-Buerger Town Manager May-19-2026 May-21-2026 May-27-2026 May-20-2026