HomeMy WebLinkAboutagenda.council.regular.20220913AGENDA
CITY COUNCIL REGULAR
MEETING
September 13, 2022
5:00 PM, City Council Chambers
427 Rio Grande Place
I.Call to Order
II.Roll Call
III.Scheduled Public Appearances
IV.Citizens Comments & Petitions
V.Special Orders of the Day
ZOOM
Join from a PC, Mac, iPad, iPhone or Android device:
Please click this URL to join. https://us06web.zoom.us/j/89423821473?
pwd=YXpqbFYwdmV3Rnk5UFU0WjV3OVRVZz09
Passcode: 81611
Or join by phone:
Dial(for higher quality, dial a number based on your current location):
US: +1 719 359 4580
Passcode: 81611
International numbers available: https://us06web.zoom.us/u/kcmtoBhGIw
(Time for any citizen to address Council on issues NOT scheduled for a public hearing.
Please limit your comments to 3 minutes)
a) Councilmembers' and Mayor's Comments b) Agenda Amendments c) City Manager's
Comments d) Board Reports
1
VI.Consent Calendar
VI.A Resolution #058, Series of 2022 - Contract with Tyler Technologies, Inc. for Tyler
Enterprise ERP Office Utility Billing System
VI.B Resolution #103, Series of 2022 - Intelligent Lighting Fixtures (Theatrical) for
Wheeler Opera House
VI.C Resolution #105, Series of 2022 – Purchase of Switchgear to Replace Puppy
Smith Substation
VI.D Resolution #108, Series of 2022 - Wheeler Opera House Website Redesign
VI.E Resolution #109, Series of 2022 - City Attorney Contract
VI.F Board & Commission Appointments
VI.G Draft Minutes of August 23rd, 2022
VII.Notice of Call-Up
VIII.First Reading of Ordinances
IX.Public Hearings
IX.A Ordinance #10, Series of 2022 - Willoughby Ponds Subdivision: Water Service
Agreement
X.Action Items
X.A Resolution #099, Series of 2022 - Short-term Rental Program Guidelines
XI.Adjournment
(These matters may be adopted together by a single motion)
2
MEMORANDUM
TO:Mayor Torre and City Council
FROM:Cole Langford, Utilities Business Services Manager
Lee Ledesma Utilities Finance Manager
THROUGH:Tyler Christoff, Utility Department Director
Sara Ott, City Manager
MEMO DATE:September 2, 2022
MEETING DATE:September 13, 2022
RE:Resolution # 058, Series of 2022 -- Contract with Tyler Technologies,
Inc. for Tyler Enterprise ERP Office Utility Billing System
REQUEST OF COUNCIL: Staff requests a contract award to Tyler Technologies, Inc. in
the amount of $162,148 for the implementation of the Tyler Enterprise ERP Office Utility
Billing System (Tyler Enterprise).
BACKGROUND: The City of Aspen Utilities Department (Utilities) manages and
maintains our water and electric resources. It does so in a manner that efficiently meets
or exceeds all related State and Federal standards while simultaneously driving the
reduction of Aspen's greenhouse gas emissions and energy use through policy, outreach,
energy efficiency and renewable energy programs.
For nineteen years, Utilities has handled water and electric utility billing using Tyler Munis
Classic software. The software has become outdated. Service for certain types of
upgrades and support have become problematic to obtain, and the software lacks
functions that would enhance billing efficiency and accuracy. By moving to a new billing
system, Utilities will:
Reduce billing errors and increase staff efficiency
Provide an easy and intuitive platform for staff to manage multiple functions across
the diverse demands of Utilities’ accounts
Assure that office staff have immediate access to all the information they need,
24/7
Simplify and improve the customer service experience
DISCUSSION: After extensive internal discussion of needs and requirements, Utilities
issued an RFP in October 2021 to solicit proposals for a new utility billing system. A
cross-functional team comprised of representatives from the Utilities Department,
3
2
Engineering, Finance, IT and Administrative Services reviewed and evaluated proposals
from eight vendors. In evaluating the vendors, the review team considered:
1. Cost
2. Company and staff experience with similar projects
3. Project approach and timeline
4. Match between product functionality and system requirements
5. Product licensing, warranty and on-going support approach
The team selected Tyler Enterprise as a replacement for Munis Classic after two rounds
of interviews, demos and reference checks.
Tyler Enterprise will improve integrations with other software systems (including Oracle,
Paymentus (for online payments), and Sensus (the AMI software), while offering a
broader range of billing process automations and reporting capabilities. Additionally,
Tyler Enterprise will provide new functionality to manage utility service order requests;
manage and monitor backflow devices inspections; and share information with permit
review staff.
FINANCIAL/BUDGET IMPACTS: Staff recommends awarding the software contract to
Tyler Technologies, Inc. for Tyler Enterprise based on their qualifications and
responsiveness to the Invitation to Bid. The proposed project funding and expenditures
are outlined below:
Total Proposed Project Expenditures
Tyler Enterprise ERP Office and Professional Services Contract:$ 162,148.00
Total Proposed Project Expenditures $ 162,148.00
This total is well within the funding currently budgeted for this project:
Total Funding Budgeted
Utilities 2021 Funding Project 51311 $ 345,000.00
Additional budget impacts include annual maintenance costs in the amount of $53,000, a
low-cost solution based on current software market trends and competing bids received
during this RFP process. Utilities department currently pays $12,230 per year for Munis
Classic, a city-hosted solution covering support and licensing for business objects,
interfaces, and Munis Office. The additional costs for the new Munis CIS software
solution in the amount of $40,770 offers a cloud-based solution with expanded utility
customer features including an all new customer self-serve portal and ability for the utility
to send text message alerts to all customers or a specific group of customers. The annual
maintenance cost also includes expanded integration with Oracle ERP and our new
Sensus Advanced Metering Infrastructure, (AMI). The new Munis CIS software will also
comprise a complete accounts receivable and revenue management module allowing all
utility-related revenue to pass through this software and general ledger as requested by
Finance department. A 2023 base budget supplemental for this referenced annual
maintenance cost will be presented to Council during the fall budget process.
4
3
ENVIRONMENTAL IMPACTS: This acquisition continues the Utility Department’s
commitment to providing online, paperless solutions for staff and customers. In addition,
the software is robust enough to support any new actions on rates and policies the City
may take in the pursuit of energy and water conservation and efficiency.
ALTERNATIVES: The alternative is to continue to use the existing Munis Classic
software.
RECOMMENDED ACTION: Staff requests the Council approve the contract with Tyler
Technologies, Inc. for $162,148 for the Tyler Enterprise utility billing software system and
associated professional services.
CITY MANAGER COMMENTS:
ATTACHMENTS
Exhibit A: Contract with Tyler Technologies for Tyler Enterprise ERP Office Utility
Billing System
Exhibit B: Resolution #058, Series of 2022
5
ATTACHMENT B
RESOLUTION #058
(Series of 2022)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A CONTRACT
BETWEEN TYLER TECHNOLOGIES, INC. AND THE CITY OF ASPEN FOR SOFTWARE AND PROFESSIONAL
SERVICES, AUTHORIZING THE CITY MANAGERTO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF
ASPEN, COLORADO
WHEREAS, there has been submitted to the City Council a not-to-exceed contract between the City of
Aspen and Tyler Technologies, Inc. which is attached hereto as Attachment A in the amount of $162,148
for professional services and fees associated with the Tyler Enterprise ERP Office SaaS product;
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 contract between the City and Tyler
Technologies, Inc., a copy of which is incorporated herein, for $162,148 and hereby does authorize the
City Manager to execute said agreement on behalf of the City of Aspen
INTRODUCED AND READ AND ADOPTED BY THE City Council of the City of Aspen on the
13th day of September 2022.
_______________________________________________
Torre, 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 meeting
held, September 13, 2022.
_______________________________________________
Nicole Henning, City Clerk
6
PSSA PAGE -1
CITY OF ASPEN STANDARD FORM OF AGREEMENT V 2009
PROFESSIONAL SERVICES AND SOFTWARE AGREEMENT
City of Aspen Contract No.: 2021-250
AGREEMENT made as of 13th day of September, in the year 2022
BETWEEN the City:
Contract Amount:
The City of Aspen
c/o Tyler Christoff
130 South Galena Street
Aspen, Colorado 81611
Phone: (970) 920-5118
And Tyler:
Company legal name: Tyler Technologies, Inc.
Company contact: Rob Kennedy-Jensen
Address: One Tyler Dr
Address: Yarmouth, ME 04096
Phone: 800-772-2260
For the Following Project:
Software, support and professional services for conversion to new utility billing system (Tyler
Technologies Enterprise ERP Office)
Exhibits appended and made a part of this Agreement:
If this Agreement requires the City to pay
an amount of money in excess of
$50,000.00 it shall not be deemed valid
until it has been approved by the City
Council of the City of Aspen.
City Council Approval:
Date: 09/13/2022
Resolution No.058, Series of 2022
Exhibit A: Scope of Work, including System Requirements
Exhibit B: Fee Schedule
Exhibit C: Tyler SaaS Agreement
Exhibit D: Tyler Service Level Agreement (SLA)
Exhibit E: Tyler Travel and Reimbursement Policy
Exhibit F: Tyler Invoicing Policy
Total: $162,148
For Professional services and first year
costs for Tyler Enterprise ERP Office
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
7
PSSA PAGE -2
The City and Tyler (Tyler Technologies, Inc.) agree as set forth below.
1. Scope of Work.
Tyler shall perform services in accordance with the requirements of this Agreement, including as set
forth at Exhibit A and shall provide ongoing SaaS services and support as outlined in Exhibits C
and D attached hereto and by this reference incorporated herein.
2. Standards of Performance.
(a) Standards for Completion of Professional Services. Tyler is obligated to provide the services
itemized in Exhibit B in accordance with the Scope of Work included in this contract in Exhibit A.
Tyler shall commence servicesupon execution of a executed agreement and receipt of a written Notice
to Proceed from the City and complete all phases of the Scope of Work in accordance with the
mutually developed project plan. The parties anticipate that the Scope of Work shall be completed in
accordance with the project plan. Upon request of the City, Tyler shall submit, for the City's approval,
a schedule for the performance of Tyler's services, which shall be adjusted by mutual agreement as
required as the project proceeds, and which shall include allowances for periods of time required by
the City's project manager for review and approval of submissions and for approvals of authorities
having jurisdiction over the project. This schedule, when approved by the City, shall not, except for
reasonable cause, be exceeded by Tyler.
Except as may otherwise be provided in the Scope of Work, the City shall have the right to promptly
test and inspect whether each deliverable due under the Scope of Work conforms to the requirements
of this Agreement in all material respects. If a Deliverable does not so conform, the City must give
Tyler notice describing the non-conformity (“Rejection Notice”). The City will provide such Notice
within an agreed upon Test Period for each deliverable, the time period of which will be jointly agreed
to by the City and Tyler for each deliverable. The City will in a timely manner collaborate with Tyler
to establish an Extension to the Test Period should it be anticipated that the originally agreed to Test
Period will be insufficient for any reason. Tyler shall not unreasonably withhold such an Extension
of a Test Period. Should no Extension of the Test Period be requested by the City within the originally
agreed to Test Period or a subsequent Extension of the Test Period and should no Reject Notice be
received by Tyler from the City within the agreed upon Test Period or a subsequent Extension Test
Period, then the deliverable will be considered to be accepted. A Request for Extension or a Rejection
Notice shall be deemed to be delivered to Tyler at the date and time it is emailed from the City to
Tyler.
Upon receipt of a Rejection Notice, Tyler will use commercially reasonable efforts to cause the
Deliverable to conform to the Specifications in all material respects.
The project timelines set forth in this Contract assume that the City and Tyler will proceed with
reasonable efforts to provide timely deliverables, and provide timely and reasonable feedback,
decision-making, access, resources and other such support as may be needed to successfully complete
the Scope of Work. Failure to provide such support, on the part of either party, may impact the timing
of the project.
Tyler will not be responsible for nonconformities arising from inaccurate, inauthentic or incomplete
data or information provided by or through the City, or for failures or delays arising from lack of
cooperation.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
8
PSSA PAGE -3
Tyler warrants the quality and functionality of its work as described in Section 26 below. Nothing in
this paragraph shall be deemed to excuse Tyler from any liability or consequences due to negligence
or from the responsibility of any other section of this Contract.
The final deliverables to be provided by the Tyler shall conform to the specifications described in
Exhibit A (the Statement of Work) and other mutually approved documents, if any, developed in the
course of this project to detail final specifications and agreements for work. Where deliverables, are
reported as not conforming to the applicable specifications, the Tyler shall correct all such non-
conformances that are reported to Tyler within the period of time indicated in the SOW unless a
different time period is mutually agreed upon in writing by the City and Tyler.
(b) Standards for SaaS. The terms and standards for the ongoing use of Tyler software as a service
(SaaS) are detailed in Exhibit C (SaaS Agreement).
(c) Standards for Ongoing System Support. The terms and standards for ongoing support for the
Tyler SaaS software are detailed in Exhibit D (Service Level Agreement).
(d) Impact of Force Majeure. Except for the City’s payment obligations, neither party will be liable
for delays in performing its obligations under this Agreement to the extent that the delay is caused by
Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the
party whose performance is delayed provides the other party with written notice explaining the cause
and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration
of the Force Majeure event.
3. Payment.
(a) Invoices. In consideration of the professional services and SaaS fees, City shall pay Tyler as
provided in Exhibit B. The fees shall not exceed those rates set forth in Exhibit B appended hereto,
and will be paid according to the schedule outlined in Exhibit B. Tyler shall submit, in timely fashion,
invoices for work performed and SaaS fees due. Invoices must include a description for each line item
charged Invoices shall be paid 45 days from the invoice date.
(b) Disputed Fees (“Invoice Dispute Process”). If the City believes any invoice is in error or that
any delivered software or service does not conform to the requirements and warranties in this
Agreement, the City will provide the Tyler with written notice within thirty (30) days of receipt of the
applicable invoice. The written notice must contain reasonable detail of the issues the City contends
are in dispute so that the Tyler can confirm the issue and respond to the notice with either a
justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented
in the notice. The Tyler will work with the City as may be necessary to develop an action plan that
outlines reasonable steps to be taken by each party to resolve any issues presented in the City’s notice.
The City will withhold payment of the amount(s) actually in dispute, and only those amounts, until
the Tyler has completed the action items outlined in the plan. If Tyler is unable to complete the action
items outlined in the action plan because of the City’s failure to complete the items agreed to be done
by the City, then the City will remit full payment of the invoice. Tyler reserves the right to suspend
delivery of all SaaS Services, including maintenance and support services, if the City fails to pay an
invoice not disputed as described above within fifteen (15) days of notice of the Tyler’s intent to
suspend services.
4. Fund Availability.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
9
PSSA PAGE -4
Financial obligations of the City payable after the current fiscal year are contingent upon funds
for that purpose being appropriated, budgeted and otherwise made available. If this Agreement
contemplates the City utilizing state or federal funds to meet its obligations herein, this
Agreement shall be contingent upon the availability of those funds for payment pursuant to the
terms of this Agreement. In the event that funds are not available, the City agrees to provide
Tyler with thirty (30) days’ notice of termination and otherwise comply with the termination
provisions of this Agreement.
5. Assignability.
Both parties recognize that this Agreement cannot be transferred, assigned, or sublet by either party
without prior written consent of the other, except to its wholly owned subsidiaries. Sub contracting, if
authorized, shall not relieve Tyler of any of the responsibilities or obligations under this Agreement.
The foregoing notwithstanding, City’s consent is not required for an assignment by Tyler as a result
of a corporate reorganization, merger, acquisition, or purchase of substantially all of Tyler’s assets.
The City shall not be obligated to pay or be liable for payment of any sums due which may be due to
any subcontractor.
Tyler shall fully inform each of its permitted subcontractors hereunder of all of the provisions and
requirements of this Agreement relating to the work to be performed and/or the services or
materials to be furnished under such subcontract. Without limiting the generality of the
foregoing, Tyler will not disclose any confidential information of the City to any third party
subcontractor unless and until such subcontractor has agreed in writing to protect the confidentiality
of such confidential information in a manner that is no less restrictive than that required of Tyler
under this Agreement, and then only to the extent necessary for such subcontractor to perform the
services subcontracted to it.
6. Successors and Assigns.
This Agreement and all of the covenants hereof shall inure to the benefit of and be binding upon
the City and Tyler respectively and their agents, representatives, employee, successors, assigns
and legal representatives.
7. Third Parties.
This Agreement does not and shall not be deemed or construed to confer upon or grant to any
third party or parties, except to parties to whom Tyler or City may assign this Agreement in
accordance with the specific written permission, any right to claim damages or to bring any suit,
action or other proceeding against either the City or Tyler because of any breach hereof or
because of any of the terms, covenants, agreements or conditions herein contained. Nothing in
this section shall be construed to alter, void, nullify, or otherwise modify the terms, conditions,
restrictions, or obligations the DocOrigin EULA in Exhibit C of this Agreement.
8. Termination.
Termination of SaaS services will occur according to the provisions of Exhibit C (the SaaS
Agreement).
The City may terminate the Professional Services component of this Contract for breach for good
cause and after following the Dispute Resolution Process of this Contract.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
10
PSSA PAGE -5
The parties agree that on the termination of the provision of the services, Tyler shall, at the choice
of the City, return all the personal data transferred, including any data storage media supplied to
Tyler, and the copies thereof to the City or shall destroy all the personal data and certify to the
City that it has done so, unless legislation imposed upon Tyler prevents it from returning or
destroying all or part of the personal data transferred. In that case, Tyler warrants that it will
ensure the confidentiality of the personal data transferred in accordance with the terms of this
Agreement and will not actively process the personal data transferred anymore.
9. Cancellation of Onsite Services Including Travel.
If travel is required, Tyler will make all reasonable efforts to schedule travel for its personnel,
including arranging travel reservations, at least two (2) weeks in advance of commitments.
Therefore, if the City cancels services involving travel less than two (2) weeks in advance (other
than for Force Majeure or breach by the Tyler), the City will be liable for (i) applicable services
fees for the cancelled services and (ii) all non-refundable expenses incurred by Tyler on the
City’s behalf, and will make arrangements to conduct the services remotely instead.
10. Independent Contractor Status.
It is expressly acknowledged and understood by the parties that nothing contained in this
agreement shall result in or be construed as establishing an employment relationship. Tyler shall
be, and shall perform as, an independent Contractor. No agent, employee, or servant of Tyler
shall be, or shall be deemed to be, the employee, agent or servant of the City. City is interested
only in the results obtained under this contract. The manner and means of conducting the work
are under the sole control of Tyler. None of the benefits provided by City to its employees
including, but not limited to, workers' compensation insurance and unemployment insurance, are
available from City to the employees, agents or servants of Tyler. Tyler shall be solely and
entirely responsible for its acts and for the acts of Tyler's agents, employees, servants and
subcontractors during the performance of this contract.
11. Indemnification and Liability Limits.
See Exhibit C, Section F.
12. Tyler’s Insurance.
(a) Tyler agrees to procure and maintain, at its own expense, a policy or policies of insurance
sufficient to insure against liability, claims, demands, and other obligations of Tyler pursuant to
Section 14 below (Completeness of Agreement). Such insurance shall be in addition to any other
insurance requirements imposed by this contract or by law. Tyler shall not be relieved of any liability,
claims, demands, or other obligations assumed pursuant to Section 11 (Indemnification) above by
reason of its failure to procure or maintain insurance, or by reason of its failure to procure or maintain
insurance in sufficient amounts, duration, or types.
(b) Tyler shall procure and maintain the minimum insurance coverages listed below. Such coverages
shall be procured and maintained with a carrier(s) with a minimum AM Best rating of A-:VII . In the
case of any claims-made policy, the necessary retroactive dates and extended reporting periods shall
be procured to maintain such continuous coverage.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
11
PSSA PAGE -6
(i) Worker's Compensation insurance to cover obligations imposed by applicable laws for
any employee engaged in the performance of work under this contract, and Employers' Liability
insurance with minimum limits of ONE MILLION DOLLARS ($1,000,000.00) for each
accident, ONE MILLION DOLLARS ($1,000,000.00) disease - policy limit, and ONE MILLION
DOLLARS ($1,000,000.00) disease - each employee. Evidence of qualified self-insured status
may be substituted for the Worker's Compensation requirements of this paragraph.
(ii) Commercial General Liability (CGL) insurance with minimum combined single limits of
ONE MILLION DOLLARS ($1,000,000.00) each occurrence. The policy shall be applicable to
all premises and operations. The policy shall include coverage for bodily injury, broad form
property damage (including completed operations), personal injury (including coverage for
contractual and employee acts), products, and completed operations. The policy shall contain a
severability of interests provision.
(iii) Comprehensive Automobile Liability insurance with minimum combined single limits for
bodily injury and property damage of not less than ONE MILLION DOLLARS ($1,000,000.00)
combined single limit a with respect to each Tyler's owned, hired and non-owned vehicles
assigned to or used in performance of the Scope of Work. The policy shall contain a severability
of interests provision. If Tyler has no owned automobiles, the requirements of this Section shall
be met by each employee of Tyler providing services to the City under this contract.
(iv) Professional Liability insurance with the minimum limits of ONE MILLION DOLLARS
($1,000,000) each claim
(v) Excess/Umbrella Liability insurance of at least $5,000,000
(c) The CGL and auto policies required above shall be endorsed to include the City and the City's
officers and employees as additional insureds or shall provide evidence that the City and the City’s
officers and employees are otherwise insured as part of a blanket endorsement clause. Every policy
required above shall be primary insurance claims under Tyler’s CGL or auto policies that arise out of
or relate to the Agreement and are between Tyler and City, and any insurance carried by the City, its
officers or employees, or carried by or provided through any insurance pool of the City, shall be
excess and not contributory insurance to that provided by Tyler. Tyler shall be solely responsible for
any deductible losses under any policy required above.
(d) The certificate of insurance provided to the City shall be completed by Tyler's insurance agent as
evidence that policies providing the required coverages, conditions, and minimum limits are in full
force and effect,.
(e) Failure on the part of Tyler to procure or maintain policies providing the required coverages,
conditions, and minimum limits shall constitute grounds for pursuing termination of the Agreement
for a material breach. City shall follows the requirements of this Agreement as it would for other
terminations for breach.
(f) The parties hereto understand and agree that City is relying on, and does not waive or intend to
waive by any provision of this Agreement, the monetary limitations (presently $350,000.00 per
person and $990,000 per occurrence) or any other rights, immunities, and protections provided by the
Colorado Governmental Immunity Act, Section 24-10-101 et seq., C.R.S., as from time to time
amended, or otherwise available to City, its officers, or its employees.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
12
PSSA PAGE -7
13. City's Insurance.
The parties hereto understand that the City is a member of the Colorado Intergovernmental Risk
Sharing Agency (CIRSA) and as such participates in the CIRSA Property/Casualty Pool. Copies
of the CIRSA policies and manual are kept at the City of Aspen Risk Management Department
and are available to Tyler for inspection during normal business hours. City makes no
representations whatsoever with respect to specific coverages offered by CIRSA. City shall
provide Tyler reasonable notice of any changes in its membership or participation in CIRSA.
14. Completeness of Agreement.
It is expressly agreed that this agreement contains the entire undertaking of the parties relevant to
the subject matter thereof and there are no verbal or written representations, agreements,
warranties or promises pertaining to the project matter thereof not expressly incorporated in this
writing. If any of the provisions of this Agreement shall be held invalid, illegal or unenforceable
it shall not affect or impair the validity, legality or enforceability of any other provision.
15. Waiver.
The waiver by the City or Tyler of any term, covenant, or condition hereof shall not operate as a
waiver of any subsequent breach of the same or any other term. No term, covenant, or condition
of this Agreement can be waived except by the written consent of the City or Tyler, as applicable,
and forbearance or indulgence by the City or Tyler, as applicable, in any regard whatsoever shall
not constitute a waiver of any term, covenant, or condition to be performed by the other party to
which the same may apply and, until complete performance by other party of said term, covenant
or condition, the first party shall be entitled to invoke any remedy available to it under this
Agreement or by law despite any such forbearance or indulgence.
16. Integration and Modification.
This written Agreement along with the Exhibits shall constitute the Contract between the parties
and supersedes or incorporates any prior written and oral agreements of the parties.
The parties acknowledge and understand that there are no conditions or limitations to this
understanding except those as contained herein at the time of the execution hereof and that after
execution no alteration, change or modification shall be made except upon a writing signed by the
parties.
Modifications to the Statement of Work (Change Orders or Contract Amendments) shall be
mutually agreed upon in writing between the parties and will be governed by the terms and
conditions of this Agreement. Changes in scope will include modifications to the Statement of
Work and any applicable payments, with the exception of clarifications of the details of the
scope, or substantially equal substitutions. If additional work is required, or if the City uses or
request additional services, Tyler will provide the City with an addendum or change order, as
applicable, outlining the costs for the additional work. The price quotes in the addendum or change
order will be valid for thirty (30) days from the date of the quote.
Tyler shall not be obligated to provide the work required by a change in the Statement of Work until
such time as a change order is agreed to in writing by both Tyler and the City. Any work outside the
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
13
PSSA PAGE -8
scope of the agreement and done so prior to the mutual agreement in writing of a change order is
done at Tyler’s sole expense.
17. Notice.
Any written notices as called for herein may be hand delivered or mailed by certified mail return
receipt requested to the respective persons and/or addresses listed herein:
Tyler Technologies City of Aspen
Attn: Chief Legal Officer Attn: Tyler Christoff
Address: One Tyler Dr. 427 Rio Grande Plaza
Address: Yarmouth, ME 04096 Aspen, CO 81611
Email: Nonetyler.christoff@aspen.gov
18. Worker Without Authorization – CRS §8-17.5-101 & §24-76.5-101
Purpose. During the 2021 Colorado legislative session, the legislature passed House Bill 21-1075
that amended current CRS §8-17.5-102 (1), (2)(a), (2)(b) introductory portion, and (2)(b)(III) as it
relates to the employment of and contracting with a “worker without authorization” which is defined
as an individual who is unable to provide evidence that the individual is authorized by the federal
government to work in the United States. As amended, the current law prohibits all state agencies
and political subdivisions, including the Owner, from knowingly hiring a worker without
authorization to perform work under a contract, or to knowingly contract with a Consultant who
knowingly hires with a worker without authorization to perform work under the contract. The law
also requires that all contracts for services include certain specific language as set forth in the
statutes. The following terms and conditions have been designed to comply with the requirements of
this new law.
Definitions. The following terms are defined by this reference are incorporated herein and in any
contract for services entered into with the Owner.
.1 "E-verify program" means the electronic employment verification program created in Public Law
208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended,
that is jointly administered by the United States Department of Homeland Security and the social
security Administration, or its successor program.
.2 "Department program" means the employment verification program established pursuant to
Section 8-17.5-102(5)(c).
.3 "Public Contract for Services" means this Agreement.
.4 "Services" means the furnishing of labor, time, or effort by a Consultant or a subconsultant not
involving the delivery of a specific end product other than reports that are merely incidental to the
required performance.
.5 “Worker without authorization” means an individual who is unable to provide evidence that the
individual is authorized by the federal government to work in the United States
By signing this document, Consultant certifies and represents that at this time:
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
14
PSSA PAGE -9
1. Consultant shall confirm the employment eligibility of all employees who are newly hired for
employment to perform work under the Public Contract for Services; and
2. Consultant has participated or attempted to participate in either the e verify program or the
department program in order to verify that new employees are not workers without authorization.
Consultant hereby confirms that:
1. Consultant shall not knowingly employ or contract with a worker without authorization to perform
work under the Public Contract for Services.
2. Consultant shall not enter into a contract with a subconsultant that fails to certify to the Consultant
that the subconsultant shall not knowingly employ or contract with a worker without authorization to
perform work under the Public Contract for Services.
3. Consultant has confirmed the employment eligibility of all employees who are newly hired for
employment to perform work under the public contract for services through participation in either
the e-verify program or the department program.
4. Consultant shall not use the either the e-verify program or the department program procedures to
undertake pre-employment screening of job applicants while the Public Contract for Services is
being performed.
If Consultant obtains actual knowledge that a subconsultant performing work under the Public
Contract for Services knowingly employs or contracts with a worker without authorization,
Consultant shall:
1. Notify such subconsultant and the Owner within three (3) days that Consultant has actual
knowledge that the subconsultant is employing or subcontracting with a worker without
authorization: and
2. Terminate the subcontract with the subconsultant if within three (3) days of receiving the notice
required pursuant to this section the subconsultant does not stop employing or contracting with the
worker without authorization; except that Consultant shall not terminate the Public Contract for
Services with the subconsultant if during such three (3) days the subconsultant provides information
to establish that the subconsultant has not knowingly employed or contracted with a worker without
authorization.
Consultant shall comply with any reasonable request by the Colorado Department of Labor and
Employment made in the course of an investigation that the Colorado Department of Labor and
Employment undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-
102 (5), C.R.S.
If Consultant violates any provision of the Public Contract for Services pertaining to the duties
imposed by Subsection 8-17.5-102, C.R.S. the Owner may terminate this Agreement in accordance
with its terms.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
15
PSSA PAGE -10
It is agreed that neither this agreement nor any of its terms, provisions, conditions, representations or
covenants can be modified, changed, terminated or amended, waived, superseded or extended except
by appropriate written instrument fully executed by the parties.
If any of the provisions of this agreement shall be held invalid, illegal or unenforceable it shall not
affect or impair the validity, legality or enforceability of any other provision.
19. Confidentiality and Proprietary Rights.
The terms of confidentiality as specified in Exhibit C, the SaaS Agreement, apply, in addition to the
terms below. In the case of a conflict or omission, the terms here take precedence:
Certain information furnished or disclosed by Tyler or the City (the “Disclosing Party”) to the other
(the “Receiving Party”) in connection with the performance of their respective obligations under this
Agreement may contain or reflect confidential information with respect to the disclosing party.
"Confidential Information" means all information disclosed by the Disclosing Party to the Receiving
Party under this Agreement that is clearly marked or otherwise clearly designated as “confidential”
or that is or should reasonably be understood by the Receiving Party to be confidential. The
Disclosing Party’s Confidential Information shall not include any information that: (i) is or becomes
part of the public domain through no act or omission of the other party; (ii) the Receiving Party can
demonstrate was in its lawful possession prior to the disclosure and had not been obtained by it
either directly or indirectly from the Disclosing Party; (iii) the Receiving Party can demonstrate was
independently developed by the Receiving Party without access to the party’s Confidential
Information; or (iv) the Receiving Party can demonstrate was received from a third party without
breach of any confidentiality obligation.
To the extent permitted by public disclosure laws, the Receiving Party agrees to hold the Disclosing
Party’s Confidential Information in strict confidence, not to disclose such Confidential Information
to third parties not authorized by the Disclosing Party to receive such Confidential Information, and
not to use such Confidential Information for any purpose except to perform its obligations under this
Agreement. The foregoing prohibition on disclosure of Confidential Information shall not apply to
the extent Confidential Information is required to be disclosed by the Receiving Party as a matter of
law or by order of a court, provided that: (i) the Receiving Party provides the Disclosing Party with
prior notice of such obligation to disclose to allow the Disclosing Party to obtaining a protective
order from such disclosure; and (ii) the Receiving Party only discloses that portion of Confidential
Information which it reasonably believes, based on the advice of counsel, is required to be disclosed.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
16
PSSA PAGE -11
20. Technical Support and Personnel.
(a) Representative: Tyler and City shall each appoint appropriate representatives to deal with
operational services and transitions as may be necessary for the purpose of implementing this
Agreement.
(b) Personnel. Tyler’s personnel providing services under this Agreement shall (i) be adequately
trained and skilled to perform its obligations under this Agreement and (ii) possess at least such
training, knowledge and experience as is regarded as industry standard in the provision of the tasks
to which they are assigned. The City reserves the right to request new personnel for good cause at
any point during the project. Tyler has the absolute right to remedy the alleged cause(s). In the
event the cause is not addressed, Tyler shall provide replacement personnel, and Tyler shall bear
the cost to train and/or familiarize new personnel regardless of the circumstances for having to do
so.
21. Work Phases.
The details of the work associated with each phase, along with the deliverables and the
duration/delivery dates, are defined in Exhibit A, the Statement of Work.
22. Tyler’s Responsibilities.
• To appoint suitable Project Manager(s) and team of consultants as required for the project.
• To adhere to the time schedules.
• To obtain sign-off/acceptances from the City as indicated in this Agreement or the project pan;
• To report the ongoing status of the project to the City as indicated in the mutually agreed
project plan.
• To assure that deliverables are ready for user testing prior to sending them to the City
23. City’s Responsibilities.
• To identify and depute suitable person (s) for coordination with Tyler;
• To adhere to the time schedules;
•
• To provide information to Tyler pertaining to City organization, procedures, and existing
systems wherever applicable.
• To provide full and free access to City personnel, facilities, and equipment as may be
reasonably necessary for Tyler to provide implementation services, subject to any reasonable
security protocols or other written policies provided to Tyler as of the Effective Date, and
thereafter as mutually agreed to by the City and Tyler
• To inform Tyler immediately about any factors possibly affecting the scope of the project or
its successful implementation.
• To protect Tyler proprietary information
• To prepare the acceptance plan in accordance with this Agreement and perform acceptance
testing
• To communicate testing success or rejection in a timely manner, per the parameters of Section
2 of this agreement
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
17
PSSA PAGE -12
24. Joint Responsibilities.
• To conduct joint reviews of the project at the mutually agreed stages.
• To reasonably co-operate and ensure timely, free flow of information
• Additional joint responsibilities as specified in Exhibit A, Statement of Work, particularly with
respect to communication and project management
25. System and Network Security, Access, Software and Tools.
(a) Data Security Breaches and Reporting Procedures
The City is required by Colorado Statutes (CRS 6-1-716) to notify its residents of a Data Security
Breach involving their personal identifying information. Tyler is under a strict obligation to notify
the City of a Data Security Breach if and as required by applicable Colorado law.
In the event of a Data Security Breach at City’s location, City will alert Tyler about the incident
within 24 hours of the City becoming aware of the breach. The City will work with Tyler to
determine if any additional security controls are to be implemented.
This provision does not preclude the City from seeking a remedy via court in the State of Colorado.
(b) Resolution of disputes regarding Personal Data
In the event of a dispute or claim concerning the processing of Personal Data against either or both
parties, the Parties will inform each other about any such disputes or claims and will cooperate
with a view to settling them amicably in a timely fashion and otherwise in accordance with the
terms of this Agreement.
The Parties agree to respond to any generally available non-binding mediation procedure initiated
by either of the parties. If they do participate in the proceedings, the parties may elect to do so
remotely (such as by telephone or other electronic means). The Parties also agree to reasonably
consider participating in any other arbitration, mediation or other dispute resolution proceedings
developed for data protection disputes.
Each Party shall abide by a decision of a competent court in the State of Colorado.
26. Warranties.
Generally, Tyler warrants that a) all work performed in connection with Exhibit A was performed in
a competent, professional and workmanlike manner, and of industry standard quality; b) all work
performed and all deliverables comply with applicable laws; and c) all work performed and all
deliverables were provided in accordance with and confirm in all materials respects to all
specifications and requirements set forth in this agreement and any associated Change Orders; and
that. Tyler agrees to complete all testing needed to verify accurate and complete functioning, and to
repair all Defects per the terms of the SaaS Agreement (Exhibit C).
(a) Acceptance Criteria These criteria will be used by the City to guide its decision-making
regarding whether to reject deliverables, including software functionality and security, but
may not be the only basis upon which rejection occurs. The acceptance criteria include:
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
18
PSSA PAGE -13
• Successful (error-free) execution of all functional test cases developed for acceptance
testing.
• Successful (defect-free) completion of all agreed-upon requirements in Exhibit A, and in
any other documents agreed to and signed in the course of this project.
• System response times that are reasonable, such that time-out or other errors are avoided
and significant delays in processing do not otherwise occur.
• Successful passing of system security tests, as initiated by or requested by the City.
• Successful passing of tests related to individual user permissions and security.
• System stability, as reflected by consistent performance and results over time
The intention of the above Acceptance Criteria is to more specifically capture the attributes of
a system that is functioning without defects.
(b) Pursuing Warranty Remedies. To receive warranty remedies, the City must report any
deficiencies to Tyler per the provisions of this PSSA and Exhibits C and D.
27. General Terms.
a. Non-Discrimination. No discrimination because of race, color, creed, sex, marital status,
affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or
religion shall be made in the employment of persons to perform services under this Agreement.
b. Warranties Against Contingent Fees, Gratuities, Kickbacks and Conflicts of Interest.
i. Tyler warrants that no person or selling agency has been employed or retained to solicit
or secure this Agreement upon an agreement or understanding for a commission,
percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide
established commercial or selling agencies maintained by Tyler for the purpose of
securing business.
ii. Tyler agrees not to give any employee of the City a gratuity or any offer of employment
in connection with any decision, approval, disapproval, recommendation, preparation
of any part of a program requirement or a purchase request, influencing the content of
any specification or procurement standard, rendering advice, investigation, auditing, or
in any other advisory capacity in any proceeding or application, request for ruling,
determination, claim or controversy, or other particular matter, pertaining to this
Agreement, or to any solicitation or proposal therefore.
iii. In addition to other remedies, it may have for breach of the prohibitions against
contingent fees, gratuities, kickbacks and conflict of interest, the City shall have the
right to:
1. Terminate this Agreement in accordance with its terms;
2. Debar or suspend the offending parties from being a professional, contractor or
subcontractor under City contracts;
3. ; and
4. Recover such value from the offending parties.
c. Dispute Resolution Process. The City agrees to provide Tyler with written notice within
thirty (30) days of becoming aware of a dispute. The City agrees to cooperate with Tyler in
trying to reasonably resolve all disputes, including, if requested by either party, appointing a
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
19
PSSA PAGE -14
senior representative to meet and engage in good faith negotiations with our appointed senior
representative. Senior representatives will convene within thirty (30) days of the written
dispute notice, unless otherwise agreed. All meetings and discussions between senior
representatives will be deemed confidential settlement discussions not subject to disclosure
under Federal Rule of Evidence 408 or any similar applicable state rule. If senior
representatives fail to resolve the dispute, then the parties shall participate in non-binding
mediation as described in Section 29 (d) below in an effort to resolve the dispute. If the
dispute remains unresolved after mediation, then either party may assert their respective
rights and remedies in a Colorado court. Nothing in this section shall prevent either party
from seeking necessary injunctive relief during the dispute resolution procedures.
d. Mediation: Prior to pursuing other legal remedies (i), all disputes shall be submitted to non-
binding mediation by written notice given by either Party to the other Party. Except as
otherwise expressly provided herein, the mediation process will be conducted under the
American Arbitration Association’s (the "AAA") Commercial Arbitration Rules and
Mediation Procedures (including Procedures for Large, Complex Commercial Disputes)
(collectively the "AAA Rules"). If the Parties cannot agree on a mediator, a mediator will be
designated by the AAA at the request of a Party. The mediation shall be conducted in
Colorado. The mediation will be treated as a settlement discussion and therefore will be
confidential. The mediator may not testify for either Party in any later proceeding relating to
the dispute. No recording or transcript shall be made of the mediation proceedings. Each Party
will bear its own costs in the mediation. The fees and expenses of the mediator will be shared
equally by the Parties.
e. Governing Law. This Agreement shall be governed by the laws of the State of Colorado as from
time to time in effect. Venue is agreed to be exclusively in the state or federal courts serving
Pitkin County, Colorado.
f. Taxes, VAT, & Service Tax. Tyler and the City shall each bear sole responsibility for all US
taxes, assessments, and other real property-related levies or property taxes on its owned property.
The City shall be responsible for Service tax, GST, or Value Added Tax or similar taxes applicable
on the sale of services or goods.
g. Non-Solicitation: Each party agrees that during the term of this Agreement and for a period of
one year thereafter, it will not and will assure that its Affiliate will not directly or indirectly, either
on its own account or in conjunction with or on behalf of any other person, hire, solicit or endeavor
to entice away from the other party any person who, during the term of this Agreement has been
an officer, manager, employee, agent or consultant of the other party.
28. Records to be Kept by Tyler.
Tyler shall make available to the City if requested, true and complete records, which support billing
statements, reports, deliverables, performance and all other documentation directly related to Tyler’s
required performance under this Agreement . The City’s authorized representatives shall have
access, at any time during reasonable hours and with reasonable advance notice (of at least one (1)
week), to al such records at Tyler’s offices or via email and without expense to the City related to
copying or document access. The Consultant agrees that it will keep and preserve for at least seven
(7) years all documents related to the Agreement which are routinely prepared, collected or compiled
by Tyler during the performance of this Agreement.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
20
PSSA PAGE -15
29. Attorney’s Fees.
Reserved.
30. Waiver of Presumption.
Reserved.
31. Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion.
Tyler certifies, by acceptance of this Agreement, that neither it nor its principals is presently
debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from
participation in any transaction with a Federal or State department or agency. It further certifies that
prior to submitting its Bid that it did include this clause without modification in all lower tier
transactions, solicitations, proposals, contracts and subcontracts. In the event that Tyler or any lower
tier participant was unable to certify to the statement, an explanation was attached to this agreement
and was determined by the City to be satisfactory to the City.
32. Electronic Signatures and Electronic Records.
This Agreement and any amendments hereto may be executed in several counterparts, each of which
shall be deemed an original, and all of which together shall constitute one agreement binding on the
Parties, notwithstanding the possible event that all Parties may not have signed the same counterpart.
Furthermore, each Party consents to the use of electronic signatures by either Party. The Parties
agree not to deny the legal effect or enforceability of the Agreement solely because it is in electronic
form or because an electronic record was used in its formation. The Parties agree not to object to the
admissibility of the Agreement in the form of an electronic record, or a paper copy of an electronic
documents, or a paper copy of a document bearing an electronic signature, on the grounds that it is
an electronic record or electronic signature or that it is not in its original form or is not an original.
33. Order of Document Precedence.
This Professional Services and Software Agreement, together with all Exhibits, constitutes the entire
contract (the Contract) and shall be considered one contract document. In the event of conflicting or
missing provisions within portions of this contract, the terms of this Professional Services and
Software Agreement (PSSA) shall control. With regard to any other conflicting or missing
provisions within portions of this contract, the order of precedence for an item is:
1. the general terms as specified in this Professional Services and Software Agreement (PSSA)
2. the specific terms set forth in Exhibit B, the Fee Schedule
3. the specific terms set forth in Exhibit A, the Statement of Work (including the Requirements List)
4. the specific terms set forth in Exhibits C, D, E and F regarding Tyler software and services
34. Execution of Agreement by City.
This Agreement shall be binding upon all parties hereto and their respective heirs, executors,
administrators, successors, and assigns.
35. Authorized Representative.
The undersigned representatives of Tyler Technologies, Inc. and the City, represent that he/she is an
authorized representative of Tyler or the City, as applicable, for the purposes of executing this
Agreement and that he/she has full and complete authority to enter into this Agreement for the terms
and conditions specified herein.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
21
PSSA PAGE -16
IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly
authorized officials, this Agreement of which shall be deemed an original on the date first written above.
CITY OF ASPEN, COLORADO: TYLER:
________________________________ ______________________________
[Signature] [Signature]
By: _____________________________ By: _____________________________
[Name] [Name]
Title: ____________________________ Title: ____________________________
Date: ___________________ Date: ___________________
Approved as to form:
_______________________________
City Attorney’s Office
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
Sherry Clark
9/6/2022 | 1:31:17 PM CDT
Group General Counsel
22
A-40
EXHIBIT A: STATEMENT OF WORK
Contents
Part 1: Implementation Approach ................................................................................................................................................ 2
1.1 Overall Project Methodology ........................................................................................................................................ 2
1.2 Work Breakdown Structure .......................................................................................................................................... 3
1.3 Project Planning and Management .............................................................................................................................. 3
1.4 Project Communication ................................................................................................................................................ 4
1.5 Roles and Responsibilities ............................................................................................................................................ 4
1.6 Project Deliverables ...................................................................................................................................................... 6
Part 2: System Needs Analysis, Build and Testing ........................................................................................................................ 7
2.1 Solution Orientation ..................................................................................................................................................... 8
2.2 Current and Future State Analysis Sessions ................................................................................................................. 8
2.3 System Configuration ................................................................................................................................................... 8
2.4 Training ......................................................................................................................................................................... 9
2.5 Solution Validation ..................................................................................................................................................... 12
2.6 User Acceptance Testing ............................................................................................................................................ 12
Part 3: Go-Live and Post Go-Live Support................................................................................................................................... 14
3.1 Go Live Support ........................................................................................................................................................... 14
3.2 Post Go-Live Tyler Technical Support ......................................................................................................................... 14
Part 4: Security ............................................................................................................................................................................ 15
4.1 Data Security ............................................................................................................................................................... 15
4.2 Operational Security Controls .................................................................................................................................... 16
4.3 Regulatory Compliance & Certifications .................................................................................................................... 17
4.4 Business Continuity..................................................................................................................................................... 17
PART 5: Project Requirements .................................................................................................................................................... 17
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
23
A-40
This Exhibit describes how Tyler, through its professional services, will approach, manage and
complete this project. Incorporated by reference is the Utility Billing Project Requirements
Document (the Requirements Document).
Part 1: Implementation Approach
1.1 Overall Project Methodology
Tyler will follow its six-stage project methodology. Each of the six stages is comprised of multiple
work packages, and each work package includes a narrative description, objectives, tasks, inputs,
outputs/deliverables, assumptions, and a responsibility matrix.
The project methodology contains Stage Acceptance Control Points throughout each stage to ensure
adherence to scope, budget, timeline controls, effective communications, and quality standards. T he
project methodology repeats consistently across stages and is scaled to meet the City’s complexity
and organizational needs.
To achieve Project success, it is imperative that both the City and Tyler commit to including the
necessary leadership and governance. During each stage of the Project, it is expected that the City
and Tyler Project teams work collaboratively to complete tasks.
An underlying principle of Tyler’s implementation process is to employ an iterative model where the
City’s
business processes are assessed, configured, validated, and refined cyclically in line with the project
budget. This approach is used in multiple stages and work packages as illustrated in the graphic
below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure
Project success. As illustrated, some stages, along with work packages and tasks, are intended to be
overlapping by nature to efficiently and effectively complete the project. Tyler is anticipating 6-9
months from project initiation until go-live and the transition to Evergreen on-going services.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
24
A-40
1.2 Work Breakdown Structure
In the Work Breakdown Structure (WBS) graphic below, the top -level components are called “Stages”
and the second level components are called “Work Packages”. The work packages, shown below each
stage, contain the high-level work to be done. The detailed Project Schedule, developed during
Project/Phase Planning and finalized during subsequent stages, will list the tasks to be completed
within each work package. Each stage ends with a “Control Point”, confirming the work performed
during that stage of the Project has been accepted by the client.
1.3 Project Planning and Management
Tyler will assign project managers who are subject matter experts to the project. The Tyler staff
will consist of seasoned professionals with unique and proprietary skills and years of experience.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
25
A-40
Project Planning is an important piece of any implementation. Tyler takes a custom approach to every
project we lead. The City’s project schedule will be developed collaboratively with both project teams
to meet the City’s needs, while keeping in mind Tyler’s guidelines for implementation. Periodic project
meetings will be scheduled where changes in scope, project length, or cost will be reviewed.
1.4 Project Communication
Tyler will collaborate with the City to develop a Communication Plan. The Communication Plan will
include at least the following elements:
• A centralized project portal
• A schedule for regular virtual team meetings
• Periodic reports associated with implementation deliverables
Tyler will provide the City with a project portal. The purpose of this site is to furnish the project
teams with a central location to plan, store and access pertinent documentation and information.
The Tyler project portal will ensure that all project stakeholders have an easy-to-use tool that will
provide an integrated location to inquire, review, and update all project information. Tyler will have
the site available for introduction during the initial project managers’ (PM) meeting. At this meeting,
the Tyler PM will provide an overview of the portal and its available tools. The portal site will be
jointly maintained by the project teams for the duration of the implementation. Once the City has
gone live, the portal will be maintained by Tyler’s client services team for the first year of live
processing.
In addition to using the project portal for communication, the project teams will meet virtually on a
schedule that will facilitate timely communication, progress and accuracy of work. Project management
team meetings are anticipated to be monthly, whereas technical team meetings are anticipated to be
weekly. However, the specific cadence of meetings will be jointly determined by the project teams
based on needs, which may vary during the project.
Finally, all implementation deliverables generate reports. The reports will contain detailed
assessments of task completion, staff participation and material absorption. The Tyler PM will
evaluate and measure the report results, communicate the gaps and collaborate with the City to
adjust the plan accordingly. Should issues arise during the project, there are several escalation paths
that will be used. These will be laid out in the communication plan and will be followed as
appropriate, depending on the circumstance.
1.5 Roles and Responsibilities
The following section defines the roles and responsibilities of each project resource for the City and
Tyler. Roles and responsibilities may not follow the organizational chart or position descriptions at the
City or Tyler, but are roles defined within the project. It is common for individual resources on both
the Tyler and client project teams to fill multiple roles. Similarly, it is common for some roles to be
filled by multiple people.
Tyler Roles & Responsibilities
Tyler assigns project managers prior to the start of each phase of the project. The project manager
assigns other Tyler resources as the schedule develops. One person may fill multiple project roles.
Tyler Executive Sponsor: Tyler executive management has indirect involvement with the project and is part
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
26
A-40
of the Tyler escalation process, helping to facilitate implementation project tasks and decisions if needed.
Tyler Implementation Manager: Tyler implementation management is consulted on issues and
outstanding decisions critical to the project only if needed.
Tyler Project Manager: The Tyler project manager(s) provides oversight of the project,
coordination of Tyler resources between departments, management of the project budget and
schedule, effective risk, and issue management, and is the primary point of contact for all
Project related items. As requested by the client, the Tyler Project Manager provides regular
updates to the client Steering Committee and other Tyler governance members. Tyler Project
Manager’s role includes responsibilities in contract, implementation, and resource management
and planning.
Tyler Implementation Consultant: Document activities for services performed by Tyler. They
help guide the client through software validation process following configuration and facilitate
training sessions. ICs also assist during go live processing.
Tyler Sales: Supports Sales to Implementation knowledge transfer during stage 1- initiate and
plan- and provides historical information, as needed, throughout implementation.
Tyler Technical Services : Maintains Tyler infrastructure requirements and design document(s)
and are involved in system infrastructure planning/review(s). They deploy Tyler products.
City Roles & Responsibilities
City resources will be assigned prior to the start of each phase of the project. One person may be
assigned to multiple project roles.
The City Executive Sponsor: The City executive sponsor provides support to the project by
providing strategic direction and communicating key issues about the project and its overall
importance to the organization. When called upon, the executive sponsor also acts as the final
authority on all escalated project issues. The executive sponsor engages in the Project, as needed,
to provide necessary support, oversight, guidance, and escalation, but does not participate in day-
to-day Project activities. The executive sponsor empowers the City steering committee, project
manager(s), and functional leads to make critical business decisions for the City.
The City Steering Committee: The City steering committee understands and supports the cultural
change necessary for the project and fosters an appreciation for the project’s value throughout the
organization. The steering committee oversees the City project manager and project through
participation in regular internal meetings. The City steering committee also serves as primary level
of issue resolution for the project.
The City Project Manager (PM): The City shall assign PM(s) prior to the start of this project with
overall responsibility and authority to make decisions related to project scope, scheduling, and task
assignment. The City PM should communicate decisions and commitments to the Tyler PM(s) in a
timely and efficient manner. When the City project manager(s) do not have the knowledge or
authority to make decisions, the necessary resources are engaged to participate in discussions and
make decisions in a timely fashion to avoid project delays. The City PM is responsible for reporting
to City steering committee and determining appropriate escalation points. The City PM acts as
primary point of contact for all contract and invoicing questions; and collaborates on and approves
change requests, if needed, to ensure proper scope and budgetary compliance. The City PM also
handles all site resource management items. The City PM collaborates with Tyler PM(s) to plan
and/or establish:
o project timelines to achieve on-time implementation
o process and approval matrix to ensure that scope changes and budget are transparent
and handled effectively and efficiently
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
27
A-40
o risk and issue tracking and reporting process between the City and Tyler and
takes all necessary steps to proactively mitigate these items
o key business drivers and success indicators that will help to govern project activities and
key decisions
o communication channels at City site to aid in the understanding of goals, objectives,
status, and health of the project by all team members
o requirements gathering process
The City Functional Leads: The City functional leads make business process change decisions,
communicate current processes and procedures and desired changes during current and future
state analysis. Most importantly, functional leads act as an ambassador/champion of change for
the new process and provide business process change support. Finally, they actively participate in
all aspects of the implementation.
The City Power Users: The City power users participate in project activities as required by the
project team and pm(s). They act as SMEs, as needed, attend all scheduled training sessions,
validate all configuration, and provide knowledge transfer to City staff during and after
implementation.
The City End Users: City end users all scheduled training sessions and become proficient in
application functions related to job duties. They adopt and utilize changed procedures related to
their job functions.
The City Technical Lead: The City technical lead(s) coordinate updates and releases, copying of
source databases to training/testing databases, adds new users/printers etc., as well as interface
development for third party interfaces. They validate that all users understand log-on process and
have necessary permission for all training sessions and develop/assist in creating reports as
needed. They may also be responsible for extracting and submitting conversion data and control
reports from the City’s legacy system per the conversion schedule set forth in the project schedule.
The City Upgrade Coordination: The City upgrade coordinator utilizes Tyler Community to stay
abreast of the latest Tyler releases and updates, as well as the latest helpful tools to manage the
City’s software upgrade process. They manage software upgrade activities post-implementation.
The City Change Management Lead: The client change management lead validates those users
receive timely and thorough communication regarding process changes and provides coaching to
supervisors to prepare them to support users through the project changes.
1.6 Project Deliverables
A sample list of project deliverables is included below. It is representative of the items that will be
created during the project. However, the specific project deliverables will be determined in
collaboration with the City project team during kickoff and the life of the project, based on needs.
Stage Input Deliverable
1. Initiate &
Plan
• Contract Documents
• Statement of Work
• Guide to Starting Your
Project
• Project Management Plan
• Project Operational Plan
• Initial Project Schedule
• Stakeholder Meeting
Presentation
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
28
A-40
2. Assess &
Define
• Training Plan
• Current State
Documentation
• Solution Orientation
Completion
• Current & Future State
Analysis
• Document with Future State
Decisions and Configuration
• Modification Specifications
• Change Requests for out-of-
scope modifications
• Revised Project Schedule
• Modification
Requirements
• Project Budget/Financial
documents
• Project Schedule
3. Prepare
Solution
• Hardware made
available
• Documentation
describing future state
decisions
• Initial Configuration
• Solution Validation Test
Plan
• Data Conversion Plan
• Configuration
• Licensed Software Installed
• Installation Checklist
Document
• Configured System
• Updated Solution Validation
Test Plan
• Completed Client-Specific
process documentation (if
applicable)
• Updated Solution Design
Document
• Prioritized Data Sets for
Review
• Data Conversion Outputs
• Code Mapping Completed
• Conversion Iterations
4. Production
Readiness
• Solution Validation Plan
• Go-Live Checklist
• Training Plan
• List of End Users and
Roles/Job Duties
• Configured Tyler System
• Solution Validation Report
• Updated Go-Live Checklist
• End User Training (if
applicable)
5. Production
(Go-Live)
• Comprehensive Action
Plan
• Final Source Data
• Open item/issues list
• List of post Go-Live
activities
• Data available in production
environment
• Client Services Support
Document
• Updated issues log
6. Close • Contract
• Statement of Work
• Project Artifacts
• Final Action Plan
• Reconciliation report
• Post Phase Review
• Post Project Review
Part 2: System Needs Analysis, Build and Testing
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
29
A-40
2.1 Solution Orientation
The Solution Orientation step provides the Project stakeholders a high-level understanding of the
solution
functionality prior to beginning the current and future state analysis. The primary goal is to establish
a foundation for upcoming conversations regarding the design and configuration of the solution.
Tyler utilizes a variety of tools for the Solution Orientation, focusing on City team knowledge transfer
such as: eLearning, documentation, or walkthroughs. The City team will gain a better understanding
of the major processes and focus on data flow, the connection between configuration options and
outcome, integration, and terminology that may be unique to Tyler’s solution.
2.2 Current and Future State Analysis Sessions
The Current & Future State Analysis provides the Project stakeholders and Tyler an understanding of
process changes that will be achieved with the new system. The City and Tyler will evaluate current
state processes, options within the new software, pros and cons of each based on current or desired
state and make decisions about the future state configuration and processing. This may occur
before or within the same timeframe as the configuration work package. The options within the
new software will be limited to the scope of this implementation and will make use of standard
Tyler functionality.
Tyler will create current and future state analysis documents during the analysis sessions with the
City. These will be loaded to the project portal and will be referenced and updated throughout the
project to help configure the system. The current and future state analysis documents will include
consideration of input gathered during the analysis sessions and the requirements found in the
Requirements Document, with any clarifications, updates or changes agreed to by the City during the
analysis sessions.
2.3 System Configuration
The purpose of configuration is to prepare the software product for validation. Tyler staff will
collaborate with the City to complete software configuration based on the outputs of the future
state analysis. The City will collaborate with Tyler staff iteratively to validate the software
configuration. The City will adopt the existing Tyler solution wherever possible to avoid project
schedule and quality risk from over customization of Tyler products. It is the City’s responsibility to
verify that in-scope functional requirements are being met throughout the implementation.
However, Tyler will assist the City in understanding how best to structure and complete testing so
that functionality is thoroughly vetted. As part of this effort, Tyler will provide Solution Validation
Test Plans (as noted above under Project Documentation). The City and Tyler commit to thorough
communication and testing so that problematic issues are found and remedied before the system
goes live.
The following guidelines will be followed when evaluating if a modification to the Tyler product is
required: A requirement will be considered met when:
A reasonable business process change is available.
Functionality exists which satisfies the requirement.
Configuration of the application satisfies the requirement.
An in-scope modification satisfies the requirement.
Unmet requirements that are out of scope will follow the agreed upon change control process in
this Contract and can have impacts on the project schedule, scope, budget, and resource
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
30
A-40
availability. Unmet requirements that are in-scope and require additional work and time to meet will
not result in additional budget requests or changes to scope.
2.4 Training
Tyler offers several training formats. Training by Tyler staff will provide hands-on learning remotely
and/or at the City’s site. The City’s staff will receive consultative knowledge transfer sessions that
are a combination of lecture and hands-on education, using the City’s own data.
A mutually developed education plan will lay out the process of transferring knowledge between the
City and Tyler. The purpose of the education plan is to:
Communicate the process to stakeholders and functional leaders
Answer specific questions (where classrooms will be established, what database environment
will be utilized, etc.)
Establish action items and link project personnel as owners
Define measurement criteria to ensure the plan has been successfully followed
Tyler prefers a classroom and curriculum approach for training to ensure knowledge transfer,
comprehension, and retention. A successful user training session is in a classroom environment
with a computer for each user, whiteboard, printer in the room or nearby, and one computer
connected to a projector. Class size should be limited to twelve (12) users in attendance to the
training is critical to gain hands-on experience with the system.
The training goal is to partner and lend our expertise based on experience, to allow City resources
to be successful at go-live.
Below is a list of the typical classes Tyler is providing during a utility billing project implementation.
Tyler will provide at least one instance of each type of course for this project. The exact schedule will
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
31
A-40
be determined in detail during project planning.
List of Included Training Sessions
Task Name Task
Owner Required Attendees Location Module
UB-100 Fundamentals
Review
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Remote Utility
Billing
UB-300 CSFS Analysis Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Utility
Billing
UB-300 Forms Analysis Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead
Utility
Billing
UB-400 Configuration and
Validation
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Utility
Billing
UB-400 Conversion
Mapping Session (REMOTE
WEEK)
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead GTM Utility
Billing
Central Property Training
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead GTM Central
Property
UB - 400 Administrative
Setup for ReadyForms
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead GTM Utility
Billing
Central Property Follow
Up Training (REMOTE)
Tyler BPC
IC
Client IT Lead, Client Project
Manager, Client UB Functional
Lead & Tyler IC
GTM Central
Property
UB -400 Master
Programs Training
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads, Client IT Lead
& Tyler IC
GTM Utility
Billing
UB-400 Work Order
Management Training
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads, Client IT Lead
& Tyler IC
GTM Utility
Billing
UB-400 Bill
Process Training
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads, Client IT Lead
& Tyler IC
GTM Utility
Billing
UB-400 Bill Process Training-
Review
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Utility
Billing
UB-400 Delinquency Process
Training
Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Utility
Billing
UB-400 Payments &
Collections Training Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Utility
Billing
UB-400 Conversion
Verification Assistance
(REMOTE)
Tyler IC Client Project Manager, Client UB
Functional Leads, Client IT Lead
& Tyler IC
GTM Utility
Billing
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
32
A-40
List of Included Training Sessions
Task Name Task
Owner Required Attendees Location Module
UB-400 Parallel Billing Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
UB-Review SOP's Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
TC - End User Training Tyler IC Client Project Manager, Client UB
Functional Leads & Client IT Lead Onsite Tyler
Cashiering
UB-400 Parallel Billing Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
UB-Review and Finalize SOP's Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
Cutover Planning N/A
User Acceptance Testing (UAT) N/A
UB-900 End User Training
(City lead unless contracted
for Tyler to lead)
Client UB
Functional
Lead,
Client
Project
Manager
Client Project Manager, Client
Functional Lead, Client UB
Users & Client IT Lead
Onsite
Utility
Billing
Final Data Conversion N/A
Production Processing &
Assistance
N/A
UB-900 Live Processing
Support
Tyler IC Client IT Lead, Client Project
Manager, Client UB Functional
Lead & Tyler IC
Onsite Utility
Billing
UB-Post Live Assistance Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
UB-Post Live Assistance Tyler IC Client Project Manager, Client
Functional Lead, Client IT
Lead
Onsite Utility
Billing
The City will be responsible for the logistics of the training, completing such tasks as scheduling
resources and ensuring facilities are available. These sessions are to be attended by the City’s key
staff members (i.e., functional leads and power users) so that they can then disseminate the
information they learn to others if or when necessary.
Tyler also maintains a complete set of documentation that is available to all users through the Client Resources
space. This space provides users with a single, easily accessible location to find all existing
documentation on Tyler products and other widely used technology products. Included are
procedure documents, file layouts, user guides, installation manuals, setup documents, system
administrator documents, data schemas, training exercises and much more. The City will be able to
download documentation into Microsoft Word format to edit to modify it to reflect internal policies
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
33
A-40
and procedures.
2.5 Solution Validation
Tyler’s quality management and validation plan will address both the project and the product, while
ensuring project objectives are met. The project teams validate the solution throughout the life of the
project to expose issues that would normally only be revealed in a production environment. A
comprehensive validation plan will be set in place and may include system infrastructure audits,
conversions, and modification delivery.
A controlled environment will be created for high-level product modification validation, import and
export interface, functional flow, and reliability. The goal of validation is for end users to gain
extensive product experience, develop a high level of confidence in Tyler’s products, and
understand their specific functions within the solution. Expected benefits from the completion of
validation also include:
The infrastructure of hardware and network design is thoroughly vetted
Modifications are delivered and fully integrated into the solution
A managed issues list is fully quantified
Issue tracking, resolution accountability, and completed issue resolution are necessary in a
successfully completed project. The validation phase is a shared responsibility and must be
recognized as such.
2.6 User Acceptance Testing
User Acceptance Testing is an iterative process, where chosen power users will perform end-to-end
system testing and report discrepancies in expected system functionality. Tyler will address
reported discrepancies. This includes, but is not limited to:
fixing the discrepancy
postponing a discrepancy as a post-Production Cutover improvement
determining the discrepancy is not in scope, or
closing the discrepancy because it deviates from the agreed upon requirements defined
during the Assess and Define stage.
Once discrepancies are addressed, power users will re-test to validate the fix, and close the
discrepancy. All discrepancies must be entered in advance of the close of the UAT stage to allow
sufficient time for Tyler to address noted discrepancies and testers to re-test, validate, and close
discrepancies. The Tyler project manager will work with the City to determine the appropriate cut
off for initial testing efforts.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
34
A-40
Acceptability is defined as the software’s ability to perform day-to -day operations, as expected, based
on the agreed upon requirements. Acceptance testers must be able to distinguish between a
legitimate need for configuration or functionality change and changes that are subject to one’s own
interpretation and/or subjective opinion (i.e., a feature enhancement).
The City and Tyler anticipate the following:
The system will not be 100% perfect prior to UAT: Finding configuration discrepancies is a
normal part of the process and should be expected, as it helps ensure the product is ready for
production and in line with project definitions. UAT during this project is a validation of the
system’s acceptability based on decisions made during Assess & Define. For requirements that
are not fully met prior to or during UAT, the City may at its discretion agree to move them
into EverGuide post-implementation support. Alternatively, depending on the severity of
the issue and its impact, the City may determine to require Tyler to remedy the issue pre
go-live. Tyler understands that its commitment under this contract is to deliver the
functionality promised in this Scope of Work, as described here, as captured in the
Requirements Document, and as modified during the Assess and Define phase, prior to go-
live.
Understanding that the system will not be 100% perfect after UAT, Tyler will utilize a
continuous improvement approach, which focuses on maximizing the performance of the
City’s system over time. Post go-live, throughout the life of the City’s relationship with
Tyler, the City will have the opportunity to continue improving efficiency and productivity
through Tyler’s EverGuide approach.
The following outlines specific responsibilities of the City when it comes to testing:
• Identify functional leads and power users to perform scenario processing.
• Identify and communicate to select functional leads and power users the assigned testing
scenarios to be executed with assistance from Tyler implementation staff.
• With assistance from Tyler implementation staff, review and prioritize discrepancies that
result from completed testing scenarios.
• Submit all items first to the Tyler project manager. The project manager will then ensure the
reported item is valid prior to submitting to Tyler. This may require input from a functional
lead or power user.
• Document any issues or discrepancies found related to the product area tested. Tyler
recommends limiting the number of resources posting items to the issues list to minimize
duplication of issues and prevent changes being requested which are not consistent with
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
35
A-40
agreed upon definitions. Ensure all
reports of issues are submitted in a complete and timely manner.
• Ensure testing data and testing database maintain their integrity during the testing phase
by limiting access and coordinating load and refresh processes.
• Monitor the quality and timeliness of the overall testing effort.
o Facilitate testing completion by maintaining momentum during process. Check that
tests are completed in the order necessary to thoroughly sign-off on process.
o Review scenario processes and modify as necessary to align with any changes to
policies and procedures.
o Work with Tyler project team to oversee all functions of the testing process.
The following outlines specific responsibilities of the Tyler Team during testing:
• Provide baseline testing steps
• Work with the City’s project team to determine which processes, interfaces, and
modifications need to be tested.
• Collaborate with the City’s project team to develop a baseline scenario that details the
procedures for testing data integrity across application processes.
• Assist the City team in addressing reported issues/concerns.
• Provide training to City staff on tracking issues as required by Tyler.
• Support the testing plan developed for the City’s site.
• Prepare City staff to support users through the project changes.
Part 3: Go-Live and Post Go-Live Support
3.1 Go Live Support
Tyler believes that a smooth transition from implementation to the production environment is
critical to the success of our project and our clients. To ensure that the City’s team is adequately
supported during this critical time, resources from the Tyler project team will provide guidance and
assistance as needed. One-week of on-site assistance at go-live is included in the budget in
Exhibit B. To assist with identified critical processing issues that occurs during the first 30 days of
production, Tyler project team resources will work with the City for the first go-live week to manage
issues and actions.
After the first week of go-live, assistance will be scheduled as needed with the Tyler project team.
During the initiate and plan stage of the project, a decision will be made about the number of
project days that will be set aside for go live and post go live activities. Tyler is committed to
ensuring that the City is successful in production with Tyler Enterprise ERP Office (Tyler Enterprise)
and is always willing to assist at its standard billable rate should the City team request additional
service days beyond those agreed to.
At the beginning of the production readiness stage of the project, approximately 30 to 60 days prior to
go
live, the City team will be introduced to Tyler client services (Tyler Technical Support). This milestone
assistance process aids in transition from implementation activities to client services and processing
in the production environment. During the transition call to client services, the City will learn about
the tools and processes available to it. This service is intended to facilitate a smooth handover from
project implementation, helping the City’s resources become self-sufficient.
3.2 Post Go-Live Tyler Technical Support
Tyler’s mission is to deliver superior service by providing timely response, issue resolution and
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
36
A-40
operational support, resulting in a high-level of client satisfaction. Unlike some companies who
outsource their application support to a third party, Tyler offers a complete solution of customer
support services provided by our in-house experts. See Exhibit C for the SaaS Agreement and Exhibit
D for the Tyler Service Level Agreement. The full suite of support post go-live includes the resources
below for the City and other Tyler clients:
Part 4: Security
See the PSSA and also Exhibit C for more detail on the standards and protocols Tyler will adhere to in
providing security to the system. An overview is provided here. In the case of a conflict in provisions,
see the PSSA, Section 33, for the order of document precedence.
4.1 Data Security
Dedicated Application Environments
The Tyler SaaS cloud infrastructure is multi-tenant with multiple clients sharing infrastructure and
software components. Tyler SaaS clients are provided dedicated, client-specific application
environments, unlike most multi-tenant solutions in which all clients use shared application
environments. Providing clients dedicated application environments adds an additional layer of
security through complete segregation of data access. Clients also have the flexibility to schedule
application updates on their own schedule and convenience.
Transport Layer Security (TLS) encryption protects communication with Tyler applications, including
end-user access through TLS-protected HTTPS. This widely adopted protocol secures sensitive data
by preventing reading or modifying information transferred.
Tyler utilizes disk encryption-at-rest for regulatory compliance and security audit readiness. Disk
encryption-at-rest allows for data protection across all scenarios in which data that is stored in the
disks is compromised due to disks removal from the site. With data encryption using AES256 and the
ability to securely erase a disk, the risk of data exposure is eliminated.
Application Authentication & Authorization
Tyler application security access is role-based and requires end-user authentication through industry
standard identity providers (IdP’s). Tyler solutions include zero-trust identity management built on
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
37
A-40
technology from Okta, the industry leader in identity management. Support for industry standard
identity providers (IdP’s) such as Microsoft Azure AD and Google Cloud Identity provides clients with
seamless, single sign-on to Tyler back-office solutions. This also enables clients to use their own login
and password policies, including the use of multifactor authentication for enhanced identity
verification. Administrators can use the Okta user store to create and manage accounts that do not
exist in their IdP or those who do not have an existing enterprise IdP at all.
Tyler solutions intended for users external to an organization, such as vendors and residents, provide
self-service account creation and management through email or usage of social providers, such as
Google, Apple, Microsoft, and Facebook.
Tyler solutions employ a comprehensive Role Based Access Control (RBAC) security model to facilitate
end-user access to applications, processes, and data. Roles can be tailored to offer a flexible level of
access control within each Tyler solution. Access can be granted by solution, process, record –
including read, update, and delete access – and field. Role permissions can span multiple modules
within a solution providing streamlined administration for users who “wear multiple hats”. If
overlapping or conflicting permissions are applied to a user, the highest priority / least restrictive
access is granted to that user.
User and role administration is performed using easy-to-use, integrated applications, requiring very
little
technical expertise. In fact, while security can be centrally administered by a single department such
as an organizations IT department, clients can also decentralize security by application module.
Decentralizing security administration to subject matter experts such as a department head puts
those most familiar an organizations’ processes in control of ensuring appropriate access control is
adhered to.
4.2 Operational Security Controls
Secure Software Development Life Cycle
Tyler employs an enterprise Secure Software Development Life Cycle (SDLC) dedicated to continuously
reviewing and enhancing the security posture of Tyler’s products. Tyler uses enterprise-level
dynamic and static security scanning tools as part of our software development lifecycle. In addition
to scanning tools, Tyler’s application security team executes manual assessments on Tyler products
using a testing methodology based upon the OWASP Testing Framework.
Vulnerability Disclosure Program
Tyler has an enterprise-wide vulnerability disclosure program which includes Tyler products in its
scope. Tyler makes available a communication channel for clients, partners, and the security
community to report vulnerabilities in our products.
Tyler’s Enterprise Application Security Team is responsible for triaging and managing product related
vulnerability reports. This process involves confirming the vulnerability exists, assigning risk and impact, working
with development on a fix, testing the fix, releasing the fix, and communicating the fix to clients.
Physical Security Controls
Using proximity key card entry systems and cameras, access to Tyler facilities is restricted to
authorized personnel only. Data center entry attempts are audited regularly.
Network Security
Tyler hosting services include a dedicated Network Operations Center (NOC) for 24x7 monitoring of
system utilization and network activity. Tyler employs a variety of industry-standard solutions for
monitoring and intrusion detection and prevention. Solar Winds Network Performance Monitor and
Database Performance Analyzer, and VMware vCenter Operations Management Suite monitor
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
38
A-40
system, database, and infrastructure utilization. Firewalls include Intrusion Protection System (IPS)
modules to detect and prevent intrusions. A variety of routine scans are performed regularly
including vulnerability scans, external penetration tests, and static and dynamic security scanning.
Tyler also leverages a third-party service for DDoS detection and mitigation.
4.3 Regulatory Compliance & Certifications
Tyler SaaS Hosting Operations employ best practice security controls and are subject to annual assurance
audits. Audits include SOX-404 Financial and IT General Control conducted by an independent CPA
firm, SOC 1 Type 2 and SOC 2 Type 2 conducted by an independent AICPA firm, and PCI Security
Council PA-DSS and PCI-DSS validation for Tyler’s payment and payment gateway applications.
More information on Tyler Industry & Regulatory Compliance, including how to obtain a copy of
Tyler’s SOC Report can be found at: h ttps://www.tylertech.com/about -us/compliance
4.4 Business Continuity
Tyler maintains two primary datacenters for hosted customers. One is owned by Tyler, located in
Yarmouth, ME, and operates in alignment with Tier III guidelines. The other is a colocation facility,
DataBank, a certified Tier III datacenter located in Dallas, TX. Primary data centers are replicated to
Amazon Web Services data centers for disaster recovery, which operate in alignment with Tier III+
guidelines.
Tyler SaaS data centers are built on enterprise compute systems. Three tiers of storage are utilized
providing varying levels of performance resiliency. Firewalls, routers, and storage are all setup in a
highly available configuration. Tyler data centers are serviced by multiple power providers and
include backup power in the event of power loss from all power providers. Multiple internet service
providers are employed across multiple hub sources bandwidth is drawn from different hub
locations and to mitigate the risk of a data center Internet outage.
Data center servers, HVAC units, and smart devices on cabinet power strips all have the capabilities of
notifying appropriate personnel of events such as power outages, server over-heating, humidity, and
room temperature abnormalities.
As part of Tyler’s defined business continuity plan, full server snapshots are performed daily after
normal business hours and data is replicated between data centers using an enterprise backup solution.
Tyler employs a FIPS-compliant enterprise backup solution certified for CJIS and GovCloud use. Data
transfer and storage is encrypted as defined in FIPS140-2 and FIPS140-3 standards. Traffic related to
client data for the purpose of Business Continuity is never transmitted over the public internet. All
replicated data is pushed through private direct connections between Tyler facilities and from Tyler
Facilities to AWS.
Clients can create on-demand application database backups for select Tyler solutions at any time
through the Tyler SaaS Cloud Admin Portal. Clients can request data restored from backups as defined
through
application-specific retention policies.
Tyler Technologies warrants its service to its standard service level agreement (SLA). The SLA defines
service availability (% of uptime), and recovery point objective (RPO) and recovery time objective
(RTO) for data centers used for Tyler SaaS hosting. Tyler’s business continuity plan is tested annually,
and backup restore tests are performed weekly. Further information regarding Tyler’s business
continuity plan can be found in
PART 5: Project Requirements
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
39
A-40
The Requirements Document, incorporated by reference, represents Tyler’s commitments to meeting the City’s
requirements. These requirements will be clarified, refined, and verified during the current and future state
analysis referenced earlier in this Exhibit A. In meeting these requirements, the following notes and assumptions
apply:
Tyler Reporting Services
Wherever Tyler Technologies, Inc. has responded affirmatively to certain functional checklist
questions/requirements/specifications as requiring the use of Tyler Reporting Services, (SSRS), the
City is solely responsible for development of the necessary/required report(s), unless specifically
indicated
otherwise.
Interfaces / Customizations
Interface requirements agreed to by Tyler within this response will depend on the City maintaining
an active support agreement with the identified third-party system as well as a current version
actively
supported by the manufacturer/developer of the product installed.
Custom Modifications
Custom modifications, if quoted with a specific dollar value, are priced based upon the total proposed
software package and the requirements set forth in the Requirements Document. To the extent
system components and/or requirements change, pricing for custom modifications may also
change. If a custom modification is identified without a price, that identification is provided as an
alert that the functionality is not available “out of the box,” and additional information is required
from the customer before Tyler can price the modification. Any custom modifications that the
customer requests post-contracting will be subject to an amendment or change order, which will
address at least the pricing and schedule impacts of adding the subject modification to the original
project scope and schedule.
Utility Billing Requirements Document
In signing this contract, Tyler is committing to meet the requirements listed in the Requirements Document, unless
identified as out of scope or not possible within the document. The requirements will be met within the budget of
this approved contract, and as may be jointly updated or modified during analysis sessions. The Requirements
Document is available upon request.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
40
B-1
EXHIBIT B. FEE SCHEDULE
This Exhibit outlines the fees and payment schedule associated with this Contract. This is a not-to-exceed contract, with
the payment amounts and schedule below.
Any and all work and charges above and beyond the contract amount must be agreed to by both parties in writing prior
any additional work taking place and shall be captured in written change orders or contract amendments formally
approved. Because the total contract amount exceeds $50,000, any additional expenditures are required by the City of
Aspen procurement policy to be approved by City Council unless the additional funding amounts do not exceed any
previously approved project contingency budget.
Software Modules Included in this Contract
The Tyler Technology software modules and functionalities included in this Contract are indicated in Tables B(1) and B(2)
below and will be provided for 10 concurrent users. In addition, this procurement includes unlimited storage.
First Year Fees
The First Year fees include four categories of costs:
1. Total software and related fees
2. Total SaaS and related fees
3. Total professional services fees
4. Estimated travel costs
These fees are outlined in more detail below.
1. Total Software License and Related Fees (Table B1): $14,500
Due when the software is made available to the City for download, expected to be within five (5) days of the
effective date of this contract.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
41
B-2
TABLE B1: TYLER SOFTWARE LICENSE AND RELATED FEES DETAIL
• Discount detail: The net discounted license cost for Utility Billing CIS and Utility Billing Meter Interface, as
illustrated above, is $0.00.
2. Total Annual SaaS and Related Fees (Table B2), Year 1: $53,000
• Due at the commencement of the SaaS Term as defined in the Agreement, with renewals invoiced annually
thereafter.
• For twelve (12) months past the execution date of this contract, additional concurrent users can be added for
$1,000 each; subsequently, they can be purchased at the then-current Tyler rate for concurrent users.
3. Total Professional Services Fees (Table B3): $91,688
• Project management fees are priced hourly and billed monthly in arrears
• Project Planning Services fee due 100% upon delivery of Implementation Planning Document
• Conversion fees due 50% upon initial delivery of converted data, and 50% upon client acceptance to load
converted data into Production, by conversion option
• All other services to be billed monthly in arrears upon completion of the work
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
42
B-3
TABLE B2: TYLER SAAS AND RELATED SERVICES DETAIL
TABLE B3: TYLER PROFESSIONAL SERVICES FEES DETAIL
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
43
B-4
4. Estimated Travel Costs: $2,960
Tyler will provide onsite services for the first week of go-live. The estimated cost for travel, included in the project
budget, is $2,960 inclusive. Actual expense reimbursements will be billed as incurred and in accordance with Exhibit E,
Tyler Travel Policy.
Copies of receipts will be provided upon request. Tyler reserves the right to charge the City an administrative fee
depending on the extent of the City’s requests. Receipts for miscellaneous items less than twenty-five dollars and
mileage logs are not available.
TOTAL FIRST YEAR COSTS, INCLUDING TRAVEL, NOT TO EXCEED $162,148
Annual SaaS Fees Year 2-5
In addition to the annual pricing offered for year 1 ($53,000) Tyler Technology has guaranteed rates for annual SaaS Fees
for years 2-5 of implementation. (Table B4). Should the City continue to use the product, these prices will not change.
The City reserves the right to terminate the Contract with cause, regardless of guaranteed annual pricing.
TABLE B4: ANNUAL SAAS Services FEES FOR YEARS 2 THROUGH 5
Year 2 Year 3 Year 4 Year 5
$53,000 $53,000 $55,650 $58,433
The support included as a part of the SaaS Fees is described in Exhibit C (the SaaS agreement) and Exhibit D (the Service
Level Agreement).
Change Orders
Tyler’s quote contains estimates of the amount of services needed, based on its preliminary understanding of the scope,
level of engagement, and timeline as defined in Exhibit A (the Scope of Work). The actual amount of products and
services required may vary, based on these factors. Should portions of the scope of products or services be altered,
Tyler reserves the right to use the Change Order process outlined here to adjust prices for the remaining scope
accordingly.
Any work performed in excess of the agreed to limits in this Contract will require a written change order, mutually
agreed to by the City and Tyler. If additional funds have not previously been approved by City Council, the change order
must be approved by City Council as a contract amendment prior to beginning work.
For twelve (12) months past the date of the Contract execution, the City may purchase additional services at the rates
listed below. If twelve months have expired since the date of Contract execution, the City may purchase additional
products and services at Tyler’s then-current list price.
• Project management services: $185 per hour
• Additional GL Interface or Bill for UB Assessments services: $163 per hour
• Additional history cleanup services: $163 per hour
• All other remote implementation services: $185 per hour. (available in 4 or 8 hour blocks only)
• Any additional onsite implementation services: $210 per hour
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
44
B-5
Additional Price Details
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
45
C-1
EXHIBIT C: TYLER TECHNOLOGIES SAAS AGREEMENT
Table of Contents
SECTION A – DEFINITIONS ..................................................................................................................................... 2
SECTION B – SAAS SERVICES ................................................................................................................................. 3
SECTION C – MAINTENANCE AND SUPPORT ......................................................................................................... 5
SECTION D – THIRD PARTY PRODUCTS .................................................................................................................. 6
SECTION D – INVOICING AND PAYMENT ............................................................................................................. 12
SECTION E – SAAS TERM AND TERMINATION ..................................................................................................... 12
SECTION F – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE ..................................................... 13
SECTION H – GENERAL TERMS AND CONDITIONS ............................................................................................... 15
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
46
C-2
This Software as a Service (SaaS) Agreement (Exhibit C) is made between Tyler Technologies, Inc. (Tyler) and
the City of Aspen (the City) and is one component of the Tyler Technologies Enterprise ERP Office contract
with the City. The City has selected Tyler to provide its proprietary Tyler Enterprise ERP Office product,
including the components outlined in Exhibit B, for utility billing and other services.
SECTION A – DEFINITIONS
• “SaaS Agreement” means this Software as a Service Agreement (Exhibit C), which is one element of
Tyler’s contract with the City (“Contract”).
• “Business Travel Policy” means the Tyler business travel policy. A copy of Tyler’s current Business
Travel Policy is attached as Exhibit E of this contract.
• “Client” means the City of Aspen, Colorado.
• “Contract” means all documents identified in the Professional Services and Software Agreement (PSSA),
of which this Exhibit C is one component.
• “Data” means the City’s data necessary to utilize the Tyler Software.
• “Data Storage Capacity” means the contracted amount of storage capacity for your Data identified in
the Investment Summary.
•
• “Defect” means a failure of the Tyler Software to substantially conform to the functional
descriptions and requirements set forth in this Contract, or their functional equivalent. Future
functionality may be updated, modified, or otherwise enhanced through Tyler’s maintenance and
support services, and the governing functional descriptions for such future functionality will be set
forth in Tyler’s then-current Documentation.
• “Defined Users” means the number of users that are authorized to use the SaaS Services. The
number of Defined Users for the Contract is identified in Exhibit B.
• “Developer” means a third party who owns the intellectual property rights to Third Party
Software.
• “Documentation” means any online or written documentation related to the use or functionality of
the Tyler Software that we provide or otherwise make available to the City, including instructions,
user guides, manuals and other training or self-help documentation.
• “Effective Date” means the date by which both the City’s and Tyler’s authorized representatives
have signed the Contract, which is composed of the documents identified in the Professional
Services and Software Agreement (PSSA).
• “Force Majeure” means an event beyond the reasonable control of the City or Tyler, including,
without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, or any
other cause that could not with reasonable diligence be foreseen or prevented by the City or Tyler.
• “Investment Summary” is synonymous with the agreed upon cost proposal for the products and
services attached as Exhibit B.
• “Invoicing and Payment Policy” means Tyler’s invoicing and payment policy. A copy of the current
Invoicing and Payment Policy is attached as Exhibit F to this Contract.
• “Order Form” means an ordering document that includes a quote or fee summary specifying the items
to be provided by Tyler to the City, including any addenda and supplements thereto. It is synonymous
with Change Order or Amendment to this contract.
• “SaaS Fees” means the fees for the SaaS Services identified in Exhibit B.
• “SaaS Services” means software as a service consisting of system administration, system
management, and system monitoring activities that Tyler performs for the Tyler software and includes
the right to access and use the Tyler Software, receive maintenance and support on the Tyler
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
47
C-3
Software (including Downtime resolution under the terms of the Tyler Service Level Agreement (SLA)
in Exhibit D), and Data storage and archiving. SaaS Services do not include support of an operating
system or hardware, support outside of our normal business hours, or training, consulting or other
professional services.
• “SLA” means the service level agreement. A copy of Tyler’s current SLA is attached hereto as
Exhibit D of the Contract.
• “Support Call Process” means the support call process applicable to all our customers who have
licensed the Tyler Software. A copy of our current Support Call Process is included in Exhibit D.
• “Third Party Hardware” means the third party hardware, if any, identified in Exhibit B, the fee
schedule.
• “Third Party Products” means the Third Party Software and Third Party Hardware.
• “Third Party SaaS Services” means software as a service provided by a third party, if any,
identified in Exhibit B of this contract.
• “Third Party Services” means the third party services, if any, identified in Exhibit B.
• “Third Party Software” means the third party software, if any, identified in Exhibit B.
• “Third Party Terms” means, if any, the end user license agreement(s) or similar terms for the Third
Party Products or other parties’ products or services , as applicable, and attached or indicated
• “Tyler” means Tyler Technologies, Inc., a Delaware corporation.
• “Tyler Software” means Tyler’s proprietary software, including any integrations, custom
modifications, and/or other related interfaces identified in this Contract and licensed by Tyler
to the City through this Contract.
• “we”, “us”, “our” and similar terms mean Tyler.
• “you” and similar terms mean the City of Aspen.
SECTION B – SAAS SERVICES
1. Rights Granted. We grant to the City the non-exclusive, non-assignable limited right to use the SaaS
Services solely for the City’s internal business purposes for the number of Defined Users only. The Tyler
Software will be made available to the City according to the terms of this Contract. The City acknowledges
that Tyler has no delivery obligations, and we will not ship copies of the Tyler Software as part of the SaaS
Services. The City may use the SaaS Services to access updates and enhancements to the Tyler Software,
as further described in Section C of this Exhibit. The foregoing notwithstanding, to the extent we have
sold the City perpetual licenses for Tyler Software, if and as listed in Exhibit B, for which the City is
receiving SaaS Services, the City rights to use such Tyler Software are perpetual, subject to the terms and
conditions of this Contract. We will make any such software available to the City for download.
2. SaaS Fees. The City agrees to pay Tyler the SaaS Fees. Those amounts are payable in accordance with the
Fee Schedule (Exhibit B), as supplemented by the Tyler Invoicing and Payment Policy (Exhibit F), and at
the rates specified in Exhibit B through year 5 of this agreement. The SaaS Fees are based on the number
of Defined Users The City may add additional users according to the terms set forth in Exhibit B. In the
event the City regularly and/or meaningfully exceeds the Defined Users or Data Storage Capacity, we
reserve the right to charge the City additional fees commensurate with the overage(s).
3. Ownership.
3.1 Tyler retains all ownership and intellectual property rights to the SaaS Services, the Tyler Software, and
anything developed by us under this SaaS Agreement. The City does not acquire under this Agreement
any license to use the Tyler Software in excess of the scope and/or duration of the SaaS Services.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
48
C-4
3.2 The Documentation is licensed to the City and may be used and copied by the City employees
for internal, non-commercial reference purposes only.
3.3 The City retains all ownership and intellectual property rights to the Data. The City expressly
recognizes that except to the extent necessary to carry out our obligations contained in this
Agreement, we do not create or endorse any Data used in connection with the SaaS Services.
4. Restrictions. The City may not: (a) make the Tyler Software or Documentation resulting from the SaaS
Services available in any manner to any third party for use in the third party’s business operations; (b)
modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS
Services; (c) access or use the SaaS Services in order to build or support, and/or assist a third party in
building or supporting, products or services competitive to us; or (d) license, sell, rent, lease, transfer,
assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise
commercially exploit or make the SaaS Services, Tyler Software, or Documentation available to any third
party other than as expressly permitted by this Agreement.
5. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term
of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable
efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance
and support process set forth in Exhibit D (the Tyler Service Level Agreement) and our then current
Support Call Process.
6. SaaS Services.
6.1 Our SaaS Services are audited at least yearly in accordance with the AICPA’s Statement on Standards
for Attestation Engagements (“SSAE”) No. 18. We have attained, and will maintain, SOC 1 and SOC 2
compliance, or its equivalent, for so long as the City is timely paying for SaaS Services. The scope of
audit coverage varies for some Tyler Software solutions. Upon execution of a mutually agreeable
Non-Disclosure Agreement (“NDA”), we will provide the City with a summary of our compliance
report(s) or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which the
City make a written request, we will provide that same information. If our SaaS Services are provided
using a 3rd party data center, we will provide available compliance reports for that data center.
6.2 The City will be hosted on shared hardware in a Tyler data center or in a third-party data center. In
either event, databases containing the City Data will be dedicated to the City and inaccessible to our
other customers.
6.3 Our Tyler data centers have fully-redundant telecommunications access, electrical power, and the
required hardware to provide access to the Tyler Software in the event of a disaster or component
failure. In the event of a data center failure, we reserve the right to employ our disaster recovery
plan for resumption of the SaaS Services. In that event, we commit to a Recovery Point Objective
(“RPO”) of 24 hours and a Recovery Time Objective (“RTO”) of 24 hours. RPO represents the
maximum duration of time between the most recent recoverable copy of the City hosted Data and
subsequent data center failure. RTO represents the maximum duration of time following data
center failure within which the City access to the Tyler Software must be restored.
6.4 Tyler conducts annual penetration testing of either the production network and/or web application to
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
49
C-5
be performed. Tyler will maintain industry standard intrusion detection and prevention systems to
monitor malicious activity in the network and to log and block any such activity. We will provide the
City with a written or electronic record of the actions taken by us in the event that any unauthorized
access to the City database(s) is detected as a result of Tyler’s security protocols. We will undertake
an additional security audit, on terms and timing to be mutually agreed to by the parties, at the City
written request. The City may not attempt to bypass or subvert security restrictions in the SaaS
Services or environments related to the Tyler Software. Unauthorized attempts to access files,
passwords or other confidential information, and unauthorized vulnerability and penetration test
scanning of our network and systems (hosted or otherwise) is prohibited without the prior written
approval of our IT Security Officer.
6.5 Tyler tests our disaster recovery plan on an annual basis. Our standard test is not client-specific.
Should the City request a client-specific disaster recovery test, we will work with the City to schedule
and execute such a test on a mutually agreeable schedule. At the City’s written request, we will
provide test results to the City within a commercially reasonable timeframe after receipt of the
request.
6.6 Tyler will be responsible for importing, back-up and verifying that the City can log-in. The City
will be responsible for running reports and testing critical processes to verify the returned Data.
6.7 Tyler provides secure Data transmission paths between each of the City workstations and our servers.
6.8 Tyler data centers are accessible only by authorized personnel with a unique key entry. All other
visitors to Tyler data centers must be signed in and accompanied by authorized personnel. Entry
attempts to the data center are regularly audited by internal staff and external auditors to ensure no
unauthorized access.
6.9 Where applicable with respect to our applications that take or process card payment data, Tyler is
responsible for the security of cardholder data that we possess, including functions relating to
storing, processing, and transmitting of the cardholder data and affirm that, as of the Effective Date,
we comply with applicable requirements to be considered PCI DSS compliant and have performed
the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status
of our PCI DSS compliance program in the form of an official Attestation of Compliance, which can
be found at https://www.tylertech.com/about- us/compliance, and in the event of any change in
our status, will comply with applicable notice requirements.
6.10 For at least the past twelve (12) years, all of Tyler’s employees have undergone criminal
background checks prior to hire. All employees sign our confidentiality agreement and security
policies.
SECTION C – MAINTENANCE AND SUPPORT
For so long as the City timely pays the Tyler SaaS Fees according to the Fee Schedule (Exhibit B) and the Invoicing
and Payment Policy (Exhibit F), then in addition to the terms set forth in the SLA and the Support Call Process
in Exhibit D, Tyler will:
1. perform our maintenance and support obligations in a professional, good, and workmanlike manner,
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
50
C-6
consistent with industry standards, to resolve Defects in the Tyler Software (subject to any applicable
release life cycle policy);
2. provide support during our established support hours;
3. maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party
Software, if any, in order to provide maintenance and support services;
4. make available to the City all releases to the Tyler Software (including updates and enhancements) that
we make generally available without additional charge to customers who have a maintenance and
support agreement in effect; and
5. provide non-Defect resolution support of prior releases of the Tyler Software in accordance with any
applicable release life cycle policy.
Tyler will use all reasonable efforts to perform support services remotely. Currently, Tyler uses a third-party
secure unattended connectivity tool called Bomgar, as well as GotoAssist by Citrix. Therefore, the City agrees
to maintain a high-speed internet connection capable of connecting Tyler to the City PCs and server(s). The
City agrees to provide Tyler with a login account and local administrative privileges as the company may
reasonably require to perform remote services. Tyler will, at its option, use the secure connection to assist
with proper diagnosis and resolution, subject to any reasonably applicable security protocols.
If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event,
we will be responsible for our travel expenses, unless it is determined that the reason onsite support was
required was a reason outside our control.
Either way, the City agrees to provide Tyler with full and free access to the Tyler Software, working space,
adequate facilities within a reasonable distance from the equipment, and use of machines, attachments,
features, or other equipment reasonably necessary for us to provide the maintenance and support services,
all at no charge to the City. We strongly recommend that the City also maintain the City VPN for backup
connectivity purposes.
For the avoidance of doubt, SaaS Fees do not include the following services:
(a) onsite support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above)
(b) application design
(c) other consulting services or
(d) support outside our normal business hours as listed in our then-current Support Call Process.
Requested services such as those outlined above, which go beyond those listed will be billed to the City on a
time and materials basis at Tyler’s then current rates, provided they are above and beyond the Scope of
Services in Exhibit A. The City must request those services with at least one (1) week’s advance notice.
SECTION D – THIRD PARTY PRODUCTS
1. ThinPrint Terms. The City’s use of Tyler Forms software and forms is subject to the End User License
Agreement terms for ThinPrint Engine, ThinPrint License Server, and Connected Gateway found
here: https://www.thinprint.com/en/legal-notes/eula/. By signing a Tyler Agreement or Order Form, or
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
51
C-7
accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood,
and agree to such terms.
2. Twilio Acceptable Use Policy. The City’s use of the Tyler solutions in this contract includes functionality
provided by a Third Party Developer, Twilio. The City’s rights, and the rights of any of your end users, to
use said functionality are subject to the terms of the Twilio Acceptable Use Policy, available
at http://www.twilio.com/legal/aup. By signing a Tyler Agreement or Order Form, or accessing,
installing, or using any such Tyler solution, you certify that you have reviewed, understand and agree to
said terms. Tyler hereby disclaims any and all liability related to your or your end user’s failure to abide
by the terms of the Twilio Acceptable Use Policy. Any liability for failure to abide by said terms shall rest
solely with the person or entity whose conduct violated said terms.
• Electronic Warrants
• Modria
• Odyssey Notifications Add On (text notifications)
• ReadySub
• Tyler Notify
• Tyler Jury Manager
• Tyler Supervision
• Virtual Court
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
52
C-8
3. Doc Origin EULA Terms
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
53
C-9
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
54
C-10
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
55
C-11
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
56
C-12
SECTION D – INVOICING AND PAYMENT
Tyler will invoice the City the SaaS Fees in accordance with the amounts and schedule shown Exhibit B (the
Fee Schedule) for the first five years after this Contract is executed. After the fifth year, we will invoice the
City at the then-agreed upon SaaS fees and in accordance with the then current Tyler Invoicing and Payment
Policy. Invoice disputes will be handled according to the terms in the Professional Services and Software
Agreement (PSSA) in this contract.
SECTION E – SAAS TERM AND TERMINATION
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
57
C-13
1. SaaS Term. The initial term of this SaaS Agreement is equal to one year from the first day of the month
following the Effective Date. Upon expiration of the initial term, this SaaS Agreement will renew
automatically for additional one (1) year renewal term at the rates specified in Exhibit B (the Fee
Schedule) for the first four (4) annual renewals, and at Tyler’s then-current SaaS Fees thereafter, unless
terminated in writing by either party at least sixty (60) days prior to the end of the then-current renewal
term. After year 5, Tyler will provide the City with annual notice of upcoming renewal fees at least thirty
(30) days prior to the end of the then current term. The City’s right to access or use the Tyler Software
and the SaaS Services will terminate at the end of the then current SaaS Agreement unless renewed.
2. Termination. The Contract may be terminated as set forth below. In the event of termination, the City
will pay Tyler for all undisputed fees and expenses related to the software, services, and products the
City have received, or Tyler has delivered, prior to the effective date of termination. Disputed fees and
expenses in all terminations other than the City termination for cause must have been submitted as
invoice disputes in accordance with the City of Aspen Professional Services and Software Agreement
(PSSA).
a. Failure to Pay SaaS Fees. The City acknowledges that continued access to the SaaS Services is
contingent upon the City’s timely payment of SaaS Fees. If the City fails to timely pay the SaaS Fees,
Tyler may discontinue the SaaS Services and deny the City access to the Tyler Software. Tyler may
terminate services if the City doesn’t cure such failure to pay within forty-five (45) days of receiving
written notice of our intent to terminate.
b. For Cause. If the City believe Tyler has materially breached this SaaS Agreement, the City will invoke
the Dispute Resolution clause set forth in the Professional Services and Software Agreement (PSSA).
The City may terminate this Agreement for cause in the event Tyler does not cure, or create a mutually
agreeable action plan to address, a material breach of this Agreement within the timelines specified in
the Professional Services and Software Agreement.
c. Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event
suspends performance of the SaaS Services for a period of forty-five (45) days or more.
d. Lack of Appropriations. If the City cannot appropriate or otherwise make available funds sufficient to
utilize the SaaS Services, the City may unilaterally terminate this Agreement upon thirty (30) days
written notice to us. The City will not be entitled to a refund or offset of previously paid, but unused,
SaaS Fees.
SECTION F – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE
1. Intellectual Property Infringement Indemnification.
1.1 We will defend the City against any third party claim(s) that the Tyler Software or Documentation
infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, and
will pay the amount of any resulting adverse final judgment (or settlement to which we consent).
The City must notify us promptly in writing of the claim and give us sole control over its defense or
settlement. The City agrees to provide us with reasonable assistance, cooperation, and information
in defending the claim at our expense.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
58
C-14
1.2 Our obligations under this Section G (1) will not apply to the extent the claim or adverse final
judgment is based on the City use of the Tyler Software in contradiction of this Agreement,
including with non-licensed third parties, or the City willful infringement.
1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler
Software, we may, at our expense and without obligation to do so, either: (a) procure for the City the
right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional
equivalent, in which case the City will stop running the allegedly infringing Tyler Software
immediately. Alternatively, we may decide to litigate the claim to judgment, in which case the City
may continue to use the Tyler Software consistent with the terms of this Agreement.
1.4 If an infringement or misappropriation claim is fully litigated and the City use of the Tyler Software is
enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or
settlement to which we consent), we will, at our option, either: (a) procure the right to continue its
use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent. This section
provides the City exclusive remedy for third party copyright, patent, or trademark infringement and
trade secret misappropriation claims.
2. General Indemnification.
2.1 We will indemnify and hold harmless the City and the City agents, officials, and employees from and
against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including
reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused
by our negligence or willful misconduct; or (b) our violation of PCI-DSS requirements or a law
applicable to our performance under this Agreement. The City must notify us promptly in writing of
the claim and give us sole control over its defense or settlement. The City agrees to provide us
with reasonable assistance, cooperation, and information in defending the claim at our expense.
2.2 To the extent permitted by applicable law, the City will indemnify and hold harmless us and our
agents, officials, and employees from and against any and all third-party claims, losses, liabilities,
damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or
property damage to the extent caused by the City negligence or willful misconduct; or (b) the City
violation of a law applicable to the City performance under this Agreement. We will notify the City
promptly in writing of the claim and will give the City sole control over its defense or settlement. We
agree to provide the City with reasonable assistance, cooperation, and information in defending the
claim at the City expense.
3. Disclaimer.
EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER WARRANTIES AND
CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY
IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE. CLIENT UNDERSTANDS AND AGREES THAT TYLER DISCLAIMS ANY LIABILITY FOR ERRORS THAT
RELATE TO USER ERROR.
4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THE CONTRACT, OUR
LIABILITY FOR DAMAGES ARISING OUT OF THIS CONTRACT, WHETHER BASED ON A THEORY OF
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
59
C-15
CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO THE CITY
ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH IN SECTION
E(1), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL TERM, THE THEN-
CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PARTIES ACKNOWLEDGE AND
AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION
OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, THE EXCLUSION OF
CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE
OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE
SUBJECT TO SECTIONS F(1) AND F (2).
5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT SHALL TYLER BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL
DAMAGES WHATSOEVER, EVEN IF TYLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SECTION H – GENERAL TERMS AND CONDITIONS
1. Client Lists. The City agrees that we may identify the City by name in client lists, marketing presentations,
and promotional materials.
2. Confidentiality. Both parties recognize that their respective employees and agents, in the course of
performance of this Agreement, may be exposed to confidential information and that disclosure of such
information could violate rights to private individuals and entities, including the parties. Confidential
information is nonpublic information that a reasonable person would believe to be confidential and
includes, without limitation, personal identifying information (e.g., social security numbers) and trade
secrets, each as defined by applicable state law. Each party agrees that it will not disclose any confidential
information of the other party and further agrees to take all reasonable and appropriate action to prevent
such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the
termination or cancellation of this Agreement. This obligation of confidentiality will not apply to
information that:
(a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this
Agreement by a party or its employees or agents;
(b) a party can establish by reasonable proof was in that party's possession at the time of initial
disclosure;
(c) a party receives from a third party who has a right to disclose it to the receiving party; or
(d) is the subject of a legitimate disclosure request under the open records laws or similar applicable
public disclosure laws governing this Agreement; provided, however, that in the event the City
receive an open records or other similar applicable request, the City will give us prompt notice
and otherwise perform the functions required by applicable law.
3. Quarantining of Client Data. Some services provided by Tyler require us to be in possession of the City Data.
In the event we detect malware or other conditions associated with the City Data that are reasonably
suspected of putting Tyler resources or other Tyler clients’ data at risk, we reserve the absolute right to
move the City Data from its location within a multi -tenancy Tyler hosted environment to an isolated
“quarantined” environment without advance notice. The City Data will remain in such quarantine for a
period of at least six (6) months during which time we will review the Data, and all traffic associated with the
Data, for signs of malware or other similar issues. If no issues are detected through such reviews during the
six (6) month period of quarantine, we will coordinate with the City the restoration of the City Data to a non-
quarantined environment. In the event the City Data must remain in quarantine beyond this six (6) month
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
60
C-16
period through no fault of Tyler’s, we reserve the right to require payment of additional fees for the
extended duration of quarantine. We will provide an estimate of what those costs will be upon the City
request.
4. City agrees to use all reasonable efforts to cooperate with and assist Tyler as may be reasonably required to
meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes
at least working with Tyler to schedule the implementation-related services outlined in the Contract. Tyler
will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure
or to the failure by City’s personnel to provide such cooperation and assistance (either through action or
omission).
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
61
D-1
EXHIBIT D: TYLER SERVICE LEVEL AGREEMENT (SLA)
I. Agreement Overview
This SLA operates in conjunction with, and does not supersede or replace any part of, the Tyler
Technologies (Tyler) SaaS Agreement (Exhibit C). It outlines the information technology service levels
that Tyler will provide to the City to ensure the availability of the application services that the City have
requested Tyler to provide. This SLA does not apply to any Third Party SaaS Services. All other support
services are documented in the Support Call Process.
II. Definitions. Except as defined below, all defined terms have the meaning set forth in Exhibit
C.
Actual Attainment: The percentage of time the Tyler Software is available during a calendar quarter,
calculated as follows: (Service Availability – Downtime) ÷ Service Availability.
Client Error Incident: Any service unavailability resulting from the City’s applications, content or
equipment, or the acts or omissions of any of the City’s service users or third-party providers over
whom Tyler exercise no control.
Downtime: Those minutes during Service Availability, as defined below, when all users cannot launch,
login, search or save primary data in the Tyler Software. Downtime does not include those instances in
which only a Defect is present.
Emergency Maintenance: (1) maintenance that is required to patch a critical security vulnerability;
(2) maintenance that is required to prevent an imminent outage of Service Availability; or (3)
maintenance that is mutually agreed upon in writing by Tyler and the Client.
Planned Downtime: Downtime that occurs during a Standard or Emergency Maintenance window.
Service Availability: The total number of minutes in a calendar quarter that the Tyler Software is capable
of receiving, processing, and responding to requests, excluding Planned Downtime, Client Error Incidents,
denial of service attacks and Force Majeure.
Standard Maintenance: Routine maintenance to the Tyler Software and infrastructure. Standard
Maintenance is limited to five (5) hours per week.
III. Service Availability
a. The City’s Responsibilities
Whenever the City experiences Downtime, the City must make a support call according to the procedures
outlined in the Support Call Process below. The City will receive a support case number.
b. Tyler Technology’s Responsibilities
When the Tyler support team receives a call from the City that Downtime has occurred or is occurring,
Tyler will work with the City to identify the cause of the Downtime (including whether it may be
the result of Planned Downtime, a Client Error Incident, Denial of Service attack or Force Majeure).
Tyler will also work with the City to resume normal operations.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
62
D-2
c. Client Relief
Tyler’s targeted Attainment Goal is 100%. The City may be entitled to credits as indicated in the Client
Relief Schedule found below. The City’s relief credit is calculated as a percentage of the SaaS fees
paid for the calendar quarter.
In order to receive relief credits, the City must submit a request through one of the channels listed
in our Support Call Process within fifteen days (15) of the end of the applicable quarter. Tyler will
respond to the City’s relief request within thirty (30) day(s) of receipt.
The total credits confirmed by us will be applied to the SaaS Fee for the next billing cycle. Issuing of such
credit does not relieve us of our obligations under this contract to correct the problem which created
the service interruption.
Client Relief Schedule
Actual Attainment Client Relief
99.99% - 98.00% Remedial action will be taken
97.99% - 95.00% 4%
Below 95.00% 5%
IV. Maintenance Notifications
Tyler performs Standard Maintenance during limited windows that are historically known to be
reliably low-traffic times. If and when maintenance is predicted to occur during periods of higher
traffic, Tyler will provide advance notice of those windows and will coordinate to the greatest extent
possible with the City.
Not all maintenance activities will cause application unavailability. However, if Tyler anticipates that
activities during a Standard or Emergency Maintenance window may make the Tyler Software unavailable,
the company will provide advance notice, as reasonably practicable, that the Tyler Software will be
unavailable during the maintenance window.
Schedule 1: Support Call Process
Support Channels
Tyler Technologies, Inc. provides the following channels of software support for authorized users*:
(1) On-line submission (portal) – for less urgent and functionality-based questions, users may
create support incidents through the Tyler Customer Portal available at the Tyler
Technologies website. A built-in Answer Panel provides users with resolutions to most “how-
to” and configuration- based questions through a simplified search interface with machine
learning, potentially eliminating the need to submit the support case.
(2) Email – for less urgent situations, users may submit emails directly to the software
support group.
(3) Telephone – for urgent or complex questions, users receive toll-free, telephone
software support.
* Channel availability may be limited for certain applications.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
63
D-3
Support Resources
A number of additional resources are available to provide a comprehensive and complete support
experience:
(1) Tyler Website – www.tylertech.com – for accessing client tools, documentation, and
other information including support contact information.
(2) Tyler Search -a knowledge based search engine that lets the City search multiple
sources simultaneously to find the answers the City needs, 24x7.
(3) Tyler Community –provides a venue for all Tyler clients with current maintenance agreements
to collaborate with one another, share best practices and resources, and access
documentation.
(4) Tyler University – online training courses on Tyler products.
Support Availability
Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday –
Friday) across four US time zones (Pacific, Mountain, Central and Eastern). Tyler’s holiday schedule is
outlined below. There will be no support coverage on these days.
New Year’s Day Labor Day
Martin Luther King, Jr. Day Thanksgiving Day
Memorial Day Day after Thanksgiving
Independence Day Christmas Day
For support teams that provide after-hours service, Tyler Technologies will provide the City with
procedures for contacting support staff after normal business hours for reporting Priority Level 1
Defects only. Upon receipt of such a Defect notification, Tyler will use commercially reasonable
efforts to meet the resolution targets set forth below.
Tyler will also make commercially reasonable efforts to be available for one pre-scheduled Saturday of
each month to assist the City’s IT staff with applying patches and release upgrades, as well as
consulting with them on server maintenance and configuration of the Tyler Software environment.
Incident Handling
Incident Tracking
Every support incident is logged into Tyler’s Customer Relationship Management System and given a
unique case number. This system tracks the history of each incident. The case number is used to
track and reference open issues when clients contact support. The City may track incidents, using
the case number, through Tyler’s Customer Portal or by calling software support directly.
Incident Priority
Each incident is assigned a priority level, which corresponds to the City’s needs. Tyler and the City
will reasonably set the priority of the incident per the chart below. This chart is not intended to
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
64
D-4
address every type of support incident, and certain “characteristics” may or may not apply
depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler
cloud. The goal is to help guide the City towards clearly understanding and communicating the
importance of the issue and to describe generally expected response and resolution targets in the
production environment only.
References to a “confirmed support incident” mean that Tyler and the City have successfully validated
the reported Defect/support incident.
Priority
Level
Characteristics of Support Incident
Resolution Targets*
1
Critical
Support incident that causes (a)
complete application failure or
application unavailability; (b)
application failure or unavailability in
one or more of the client’s remote
locations; or (c) systemic loss of
multiple essential system functions.
Tyler shall provide an initial response to Priority Level
1 incidents within one (1) business hour of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within one (1) business
day. For non-hosted customers, Tyler’s
responsibility for lost or corrupted data is limited to
assisting the Client in restoring its last available
database.
2
High
Support incident that causes (a)
repeated, consistent failure of
essential functionality affecting more
than one user or (b) loss or corruption
of data.
Tyler shall provide an initial response to Priority Level
2 incidents within four (4) business hours of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within ten (10) business
days. For non-hosted customers, Tyler’s
responsibility for loss or corrupted data is limited to
assisting the Client in restoring its last available
database.
3
Medium
Priority Level 1 incident with an
existing circumvention procedure, or
a Priority Level 2 incident that affects
only one user or for which there is an
existing circumvention procedure.
Tyler shall provide an initial response to Priority Level
3 incidents within one (1) business day of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents without the need for a
circumvention procedure with the next published
maintenance update or service pack, which shall
occur at least quarterly. For non-hosted customers,
Tyler’s responsibility for lost or corrupted data is
limited to assisting the Client in restoring its last
available database.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
65
D-5
Priority
Level
Characteristics of Support Incident
Resolution Targets*
4
Non-
critical
Support incident that causes failure of
non-essential functionality or a
cosmetic or other issue that does not
qualify as any other Priority Level.
Tyler shall provide an initial response to Priority Level
4 incidents within two (2) business days of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents, as well as cosmetic
issues, with a future version release.
*Response and Resolution Targets may differ by product or business
need
Incident Escalation
If Tyler is unable to resolve any priority level 1 or 2 defect as listed above or the priority of an issue has
elevated since initiation, the City may escalate the incident to the appropriate resource, as outlined by
each product support team. The corresponding resource will meet with the City and any Tyler staff
to establish a mutually agreeable plan for addressing the defect.
Remote Support Tool
Some support calls may require further analysis of the Client’s database, processes or setup to
diagnose a problem or to assist with a question. Tyler will, at its discretion, use an industry-standard
remote support tool. Tyler’s support team must have the ability to quickly connect to the Client’s
system and view the site’s setup, diagnose problems, or assist with screen navigation. More
information about the remote support tool Tyler uses is available upon request.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
66
E-1
EXHIBIT E. TYLER BUSINESS TRAVEL REIMBURSEMENT POLICY
Air Travel
A. Reservations & Tickets
The Travel Management Company (TMC) used by Tyler will provide an employee with a direct
flight within two hours before or after the requested departure time, assuming that flight does
not add more than three hours to the employee’s total trip duration and the fare is within $100
(each way) of the lowest logical fare. If a net savings of $200 or more (each way) is possible
through a connecting flight that is within two hours before or after the requested departure
time and that does not add more than three hours to the employee’s total trip duration, the
connecting flight should be accepted.
Employees are encouraged to make advanced reservations to take full advantage of discount
opportunities. Employees should use all reasonable efforts to make travel arrangements at least
two (2) weeks in advance of commitments. A seven (7) day advance booking requirement is
mandatory. When booking less than seven (7) days in advance, management approval will be
required.
Except in the case of international travel where a segment of continuous air travel is six (6) or
more consecutive hours in length, only economy or coach class seating is reimbursable.
Employees shall not be reimbursed for “Basic Economy Fares” because these fares are non-
refundable and have many restrictions that outweigh the cost-savings.
B. Baggage Fees
Reimbursement of personal baggage charges are based on trip duration as follows:
• Up to five (5) days = one (1) checked bag
• Six (6) or more days = two (2) checked bags
Baggage fees for sports equipment are not
reimbursable.
Ground Transportation
C. Private Automobile
Mileage Allowance – Business use of an employee’s private automobile will be reimbursed at the
current IRS allowable rate, plus out of pocket costs for tolls and parking. Mileage will be
calculated by using the employee's office as the starting and ending point, in compliance with
IRS regulations. Employees who have been designated a home office should calculate miles from
their home.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
67
E-2
D. Rental Car
Employees are authorized to rent cars only in conjunction with air travel when cost,
convenience, and the specific situation reasonably require their use. When renting a car for
Tyler business, employees should select a “mid-size” or “intermediate” car. “Full” size cars may
be rented when three or more employees are traveling together. Tyler carries leased vehicle
coverage for business car rentals; except for employees traveling to Alaska and internationally
(excluding Canada), additional insurance on the rental agreement should be declined.
E. Public Transportation
Taxi or airport limousine services may be considered when traveling in and around cities or to and
from airports when less expensive means of transportation are unavailable or impractical. The
actual fare plus a reasonable tip (15-18%) are reimbursable. In the case of a free hotel shuttle to
the airport, tips are included in the per diem rates and will not be reimbursed separately.
F. Parking & Tolls
When parking at the airport, employees must use longer term parking areas that are measured
in days as opposed to hours. Park and fly options located near some airports may also be used.
For extended trips that would result in excessive parking charges, public transportation to/from
the airport should be considered. Tolls will be reimbursed when receipts are presented.
Lodging
Tyler’s TMC will select hotel chains that are well established, reasonable in price, and
conveniently located in relation to the traveler's work assignment. Typical hotel chains include
Courtyard, Fairfield Inn, Hampton Inn, and Holiday Inn Express. If the employee has a discount
rate with a local hotel, the hotel reservation should note that discount and the employee should
confirm the lower rate with the hotel upon arrival. Employee memberships in travel clubs such
as AAA should be noted in their travel profiles so that the employee can take advantage of any
lower club rates.
“No shows” or cancellation fees are not reimbursable if the employee does not comply with the
hotel’s cancellation policy.
Tips for maids and other hotel staff are included in the per diem rate and are not reimbursed
separately.
Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb,
VRBO, and HomeAway. Employees who elect to make such reservations shall not be reimbursed.
Meals and Incidental Expenses
Employee meals and incidental expenses while on travel status within the continental U.S. are in
accordance with the federal per diem rates published by the General Services Administration.
Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
68
E-3
expenses. Per diem rates are available at www.gsa.gov/perdiem.
Per diem for Alaska, Hawaii, U.S. protectorates and international destinations are provided
separately by the Department of State and will be determined as required.
Overnight Travel
For each full day of travel, all three meals are reimbursable. Per diems on the first and last day of
a trip are governed as set forth below.
Departure Day
Depart before 12:00 noon Lunch and dinner
Depart after 12:00 noon
Return Day
Dinner
Return before 12:00 noon Breakfast
Return between 12:00 noon & 7:00 p.m. Breakfast and lunch
Return after 7:00 p.m.* Breakfast, lunch and dinner
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
The reimbursement rates for individual meals are calculated as a percentage of the full day per
diem as follows:
Breakfast 15%
Lunch 25%
Dinner 60%
Same Day Travel
Employees traveling at least 100 miles to a site and returning in the same day are eligible to claim
lunch on an expense report. Employees on same day travel status are eligible to claim dinner in
the event they return home after 7:00 p.m.*
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
Internet Access – Hotels and Airports
Employees who travel may need to access their e-mail at night. Many hotels provide free high
speed internet access and Tyler employees are encouraged to use such hotels whenever possible.
If an employee’s hotel charges for internet access it is reimbursable up to $10.00 per day.
Charges for internet access at airports are not reimbursable.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
69
E-4
International Travel
All international flights with the exception of flights between the U.S. and Canada should be
reserved through TMC using the “lowest practical coach fare” with the exception of flights that
are six (6) or more consecutive hours in length. In such event, the next available seating class
above coach shall be reimbursed.
When required to travel internationally for business, employees shall be reimbursed for photo
fees, application fees, and execution fees when obtaining a new passport book, but fees related
to passport renewals are not reimbursable. Visa application and legal fees, entry taxes and
departure taxes are reimbursable.
The cost of vaccinations that are either required for travel to specific countries or suggested by the
U.S. Department of Health & Human Services for travel to specific countries, is reimbursable.
Section 4, Meals & Incidental Expenses, and Section 2.b., Rental Car, shall apply to this section.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
70
F-1
EXHIBIT F. TYLER INVOICING AND PAYMENT POLICY
.
Invoicing: Tyler will invoice the City for the applicable software and services in Exhibit B (the Fee
Schedule) as set forth below. If there is a conflict between the terms of this Exhibit F and Exhibit B
the terms of Exhibit B take precedence.
1. SaaS Fees. SaaS Fees are invoiced on an annual basis beginning on the commencement of the
initial one (1) year term as defined in Exhibit C. The City’s annual SaaS fees for the initial one
(1) year term and first four (4) renewals are set forth in Exhibit
B. Upon expiration of the initial term, the City’s annual SaaS fees will be at the rates specified
in Exhibit B for each year through year 5. After that, the SaaS fees will be at the then negotiated
rates.
2. Other Tyler Software and Services.
2.1 VPN Device: The fee for the VPN device will be invoiced upon installation of the VPN.
2.2 Implementation and Other Professional Services (including training): Implementation
and other professional services (including training) are billed and invoiced as delivered,
at the rates set forth in Exhibit B.
T
2.3 Conversions: Fixed-fee conversions are invoiced 50% upon initial delivery of the converted
Data, by conversion option, and 50% upon City acceptance to load the converted Data
into the Live/Production environment, by conversion option. Where conversions are
quoted as estimated, we will bill the City the actual services delivered on a time and
materials basis.
2.4 Requested Modifications to the Tyler Software: Requested modifications to the Tyler
Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the
applicable modification. The City must report any failure of the modification to conform
to the specifications within thirty (30) days of delivery; otherwise, the modification will
be deemed to be in compliance with the specifications after the 30-day window has
passed. The City may still report Defects to us as set forth in this Agreement
2.5 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates
set forth in Exhibit B. For the avoidance of doubt, where “Project Planning Services” are
provided, payment will be due upon delivery of the Implementation Planning document.
3. Travel Expenses. Travel expenses for Tyler delivered services will be billed as incurred and in
accordance with Tyler’s then-current Business Travel Policy, plus a 10% travel agency
processing fee where applicable. Tyler’s current Business Travel Policy is attached as Exhibit
E. Copies of receipts will be provided upon request; we reserve the right to charge the City
an administrative fee depending on the extent of the City’s requests. Receipts for
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
71
F-2
miscellaneous items less than twenty-five dollars and mileage logs are not available.
4. Credit for Prepaid Maintenance and Support Fees for Tyler Software. The City will receive a
credit for the maintenance and support fees prepaid for the Tyler Software for the time
period commencing on the first day of the SaaS Term.
Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. Tyler
prefers to receive payments electronically. Tyler’s electronic payment information is available by
contacting AR@tylertech.com.
DocuSign Envelope ID: F70CC9D0-9D21-4A92-A508-3BD2D75AFA67
72
MEMORANDUM
TO: Mayor and City Council
FROM: Alixandra Feeley, Wheeler Business Manager
THROUGH: Lisa Rigsby Peterson, Wheeler Executive Director
Craig Moxon, Wheeler Production Manager
MEMO DATE: August 23rd, 2022
MEETING DATE: September 13th, 2022
RE: Equipment Purchase | Resolution #103, project 2022-51518
REQUEST OF COUNCIL: Approval of the contract between the City of Aspen and
Clearwing Systems Integration for the purchase of intelligent theatrical Lighting Fixtures
for the Wheeler Opera House. This contract is for $70,952.
SUMMARY AND BACKGROUND: This purchase is necessary to bring the Wheeler
Opera House’s technical package in line with industry standards and artistic
requirements.
DISCUSSION: The Intelligent Lighting Package is a replacement of the current, dated
conventional on-stage lighting equipment with new intelligent lighting fixtures. Intelligent
lighting allows for creative effects, real-time movements/repositioning, and color mixing
that traditional stage lighting does not offer all while being controlled remotely and without
needing to be manually refocused. Technicians working from the ground can remotely
focus intelligent lights, which increases safety, promotes staffing efficiency, and reduces
labor costs. Intelligent lighting has increasingly become the centerpiece of many lighting
packages, and this purchase will bring the Wheeler’s lighting package to industry
standard thereby enhancing the experience for our staff, performers, and audiences alike.
This purchase is required to replace many of the Wheeler’s dated conventional
instruments, allowing our venue to maintain the highest quality productions, align with
industry standards, and make good on our commitment to green technology. These
intelligent lighting fixtures will be used for each event that occurs in the theatre.
FINANCIAL IMPACTS: Denver-based Clearwing Systems Integration, LLC. thoroughly
assessed our lighting needs with special consideration to lifetime use, integration with
existing systems, and venue limitations. As a leading consultant and supplier of highly
technical audio-visual and lighting systems equipment and software they offered the most
competitive price, ensured compatibility of components, and offered a complete purchase
option with timely delivery for a system that must be in place prior to the Wheeler’s peak
performance season. Given their ability to meet the technical needs and delivery timeline,
73
it was decided to move forward with Clearwing Systems Integration as the preferred
vendor under a sole-source arrangement.
The 2022 budget includes an appropriation for $80,000 for this project and the contract
with Clearwing Systems Integration, LLC is within the approved appropriation.
•The equipment purchase is part of the Capital Asset Program, project 51518
Intelligent Lighting Fixtures
•The project is funded in 2022
•The project was budgeted for $80,000 and the selected vendor bid is $70,952. No
additional funds are needed for this purchase
•Once staff are trained on the equipment there will be labor savings related to
lighting design and programming.
ENVIRONMENTAL IMPACTS: The instruments will replace many high energy
consuming fixtures that will reduce energy consumption considerably going from 750W
conventional to under 200W per fixture.
ALTERNATIVES: The Wheeler Opera House could continue using the currently installed
static theatrical lighting fixtures. Intelligent lighting fixtures are a mainstay of Artist’s riders,
which may affect artist’s decision to perform at the Wheeler. Another alternative could be
to rent intelligent fixtures on an as-needed basis, which are not readily available within
the Roaring Fork Valley. As-needed rental spending, which would include additional
shipping, labor, and coordination costs, would exceed purchase costs over time.
RECOMMENDATIONS: Staff recommends approval of Resolution #103, Project 2022-
51518
CITY MANAGER COMMENTS:
74
DocuSign Envelope ID: 2D72E6FD-C75E-4F51-8F79-70911B831AE5
RESOLUTION #103
(Series of 2022)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN
AND CLEARWING SYSTEMS INGETRATION AUTHORIZING THE CITY
MANAGER TO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF
ASPEN, COLORADO.
WHEREAS, there has been submitted to the City Council a contract for, the
purchase of intelligent theatrical lighting fixtures between the City of Aspen and
Clearwing Systems Integration, a true and accurate copy of which is attached
hereto as Exhibit “A”;
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 that Contract
for, the purchase of intelligent theatrical lighting fixtures between the City of
Aspen and Clearwing Systems Integration a copy of which is annexed hereto and
incorporated herein, and does hereby authorize the City Manager to execute said
agreement on behalf of the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 13th day of September 2022.
Torre, 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 meeting held, September 13th, 2022.
Nicole Henning, City Clerk
75
76
77
78
79
80
81
82
83
84
85
MEMORANDUM
TO:Mayor and City Council
FROM:Andy Rossello, Project Manager III
THROUGH:Ryan Loebach, Sr. Project Manager
Tyler Christoff, Director of Utilities
MEMO DATE:August 23
rd, 2022
MEETING DATE:September 13th, 2022
RE:Resolution #105 Series of 2022 – Purchase of Switchgear to Replace
Puppy Smith Substation
REQUEST OF COUNCIL:Staff requests a contract award to Stuart C. Irby Co. in the amount
of $209,260.00 for the purchase of an electric switchgear that will replace the Puppy Smith
Substation that supplies electricity to the City of Aspen.
PREVIOUS COUNCIL ACTION: Council has reviewed funding for this project through the
2022 budget approval process.
BACKGROUND:The City of Aspen Puppy Smith Substation consists of 30-plus-year-old
electric distribution equipment that was retrofitted for indoor use at the time of installation.
City staff and their consultant engineers determined the existing substation equipment to be
approaching the end of its useful life and due to its indoor location, presented a potential
safety hazard to staff and City assets.
In 2022, City staff hired consultant engineers Atwell to design replacement electric equipment
that addresses these identified issues. Atwell recommended the installation of proprietary
switchgear located exterior to the Puppy Smith Substation that will provide improved operator
safety, accessibility, and control. City staff is seeking sole-source and supply contract
approval from Council to purchase the recommended switchgear.
DISCUSSION:City staff and consultant engineers considered several replacement
equipment alternatives and are proposing to purchase the proprietary switchgear through a
sole-source supply contract based on the following:
The off-the-shelf switchgear provides remote monitoring and operation. These
features are integrated into switchgear design and not “add-ons” or options, as was
the case with other replacement equipment alternatives.
Switchgear is a solid-state device utilizing dielectric insulation which requires no
insulating oil or gas.
86
The switchgear can be installed exterior to the existing Puppy Smith Substation
building therefore addressing future operator safety and providing continuous use of
the existing facility during installation.
The switchgear footprint requires minimal earthwork, screening, or modifications to
accommodate its installation exterior to the existing Puppy Smith Substation building.
Switchgear pricing provided on-site training, and an included 2-year maintenance and
service contract at no additional cost.
Purchasing the switchgear equipment nowmitigates current delays in the supply chain
and will ensure delivery in time for scheduled installation in Summer/Fall 2023.
FINANCIAL/BUDGET IMPACTS: Staff requests the sole-source purchase authority for the
switchgear based on the above discussion. Stuart C. Irby Co. is the only authorized distributor
in Colorado for the recommended switchgear. Installation costs have been planned for within
the 2023 budget cycle.
Total Project Expenditures
Stuart C. Irby Company Supply Contract $209,260.00
Total Contract $209,260.00
Existing Budget
51309 Electric System Assessment Projects - 2021 $450,000.00
Project Design Expenditures to Date ($132,479.00)
Total Budget $317,521.00
ENVIRONMENTAL IMPACTS:Staff is recommending purchasing a solid-state electric
switchgear that does not utilize oil and/or gases for insulation. If released to the
atmosphere, these materials could potentially be environmentally harmful.
ALTERNATIVES: Staff believes this is a critical project to continue to provide reliable
electrical service to all customers within our service territory and provide that service in a
manner that meets industry standards for operator safety. Alternatively, City staff can
continue to maintain the existing substation equipment and perform spot repairs which
typically results electric service disruptions for utility customers due to lead time for parts and
materials.
RECOMMENDED ACTION:Staff requests the council approves the contract with Stuart C.
Irby Co. in the amount of $209,260.00 for the purchase of an electric switchgear.
PROPOSED MOTION:I move to approve Resolution #105 of 2022.
CITY MANAGER COMMENTS:
ATTACHMENTS:
A. Supply Procurement Agreement with Stuart C. Irby Co.
B. Resolution #105 of 2022
87
RESOLUTION #105
(Series of 2022)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN
AND STUART C. IRBY Co. AUTHORIZING THE CITY MANAGER TO
EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN,
COLORADO.
WHEREAS, there has been submitted to the City Council a supply
procurement agreement for the purchase of an Innovative Switch Gear (ISG)
between the City of Aspen and Stuart C. Irby Co., a true and accurate copy of
which is attached hereto as Exhibit “A”;
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 supply
procurement agreement for the purchase of an Innovative Switch Gear (ISG),
between the City of Aspen and Stuart C. Irby Co., a copy of which is annexed
hereto and incorporated herein, and does hereby authorize the City Manager to
execute said agreement on behalf of the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 13
th day of September 2022.
Torre, 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 meeting held, September 13th, 2022.
Nicole Henning, City Clerk
88
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
Attachment A
89
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
90
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
91
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
92
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
93
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
Quote
Date: August 10, 2022
CPS Proposal #: 23128876
ISG Job Reference: 220067
Expires: September 12,2022
Terms: Net 30
Shipping/Freight: FOB Origin Freight Allowed
Stuart C Irby
Attn: Joseph Snodgrass
Subject: City of Aspen – Puppy Smith Substation – 5‐Way Switchgear
Eaton‐ISG is proposing a Padmount 5‐Way switchgear solution based upon the Specification 22000102‐2701 and
provided 22102‐E‐100‐RB Rev B. Per your request, we are pleased to as follows:
Item #1 – PS505066666‐50XA‐A0X
Package includes:
(1) of Item #1A – 5 Way Padmount Single Side Switchgear
(1) of Item #1B – SEL 751 Control Cabinet
(1) of Item #1C – 27 kV Potential Transformers
Item #1A – ISG Catalog # PS505066666‐50XA – 5 Way Single Side Switchgear
Ratings
o 27 kV ratings
16 kA symmetrical ‐ Momentary, Make and Latch, Fault Close, and Fault Interrupting
25.6 kA asymmetrical ‐ Momentary, Make and Latch, Fault Close, and Fault Interrupting
41.6 kA Peak current
125 kV BIL ‐ Note: Reduced to 95 kV BIL when internal 15 kV voltage sensors are installed
Configuration – 5 Ways
o (5) VFI protected Ways with Visible Open Isolation Point device
(15) 600‐amp bushings
(5) 6‐pin Trip and Status Connector
(5) 4‐pin CT Connectors ‐ one per VFI‐protected Way
(15) Internally mounted 600:1 current transformers installed on each bushing
(5) CT Shorting Plugs
Switchgear Construction
o Switch tank ‐ 304 stainless steel Sealed, Dead‐front
o Single‐Side Padmount enclosure with Munsell Green Powder Coat Finish
o (5) Motor Operator bracket provisions installed on each Way
o (10) Visible Open Windows
o (15) Load‐break parking stands
o Provisions for future mounting of external potential transformers on bottom of the switch tank
o ½” Diameter Grounding Rod
Similar to Eaton‐ISG Drawing # PS505066666‐501A‐A02‐P2 with the following modifications:
o Paint Code:
P0 – Smooth Munsell Green 7GY3.29/1.5
o Remove:
Qty (2) – Motor Operators
Qty (1) – Potential Transformer
94
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
PAGE 2
Item #1B – CA‐201XX ‐ SEL 751 Padmount Overcurrent Protection Control Cabinet
Configuration
o (5) SEL 751 relay
MOT: 751002B3B0X0XL11F21 – Customer to Verify/Modify
1 Amp secondary CT inputs
DNP3
LEA inputs
o Power supply / charging system
Including 24v backup battery
o 8 Port Ethernet Switch – 8 copper / 2 Fiber ports
o (5) ABB FT1 test switch, one per VFI protected Way
Construction
o 304 stainless steel with utility green powder coat finish
o Padmount style door
o Heater and Thermostat
o Connectors will be located on the bottom of the control cabinet
o Cable enclosure will protect and enclose connectors to the high voltage enclosure
Connections on control cabinet
o (5) 6‐pin Connectors – Status and Trip Circuit
o (5) 4‐pin Connectors – CT Inputs
o (5) 7‐pin Connectors ‐ Motor Operators – power and status
o (1) 3‐pin AC voltage inputs from PTs for control power
o (2) Cord grip for communications
Cables
o (5) M/F cables for Source Trip and Status
o (5) M/F cables for CT inputs
o (2) F plug / pigtail – for 120v AC voltage input from external PT
Similar to Eaton‐ISG Drawing # CA‐20105‐SCH
Item #1C – 27 kV Potential Transformer
ABB 25 kV – VIL‐12S
XXXX kV / XXXXX kV line to ground (Customer to provide)
Includes:
o Padmount cradle and bracket with horizontal facing terminations
Requires but not supplied:
o 200 amp Feed‐throughs for 200 amp bushing wells or ETPs to be installed on back of 600‐amp T‐bodies on “B”
phase of both Source Ways
Item #1 – ISG Catalog # PS505066666‐50XA‐A0X
freight prepaid and allowed
95
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
PAGE 3
Exceptions and Clarifications to the Technical Specification
Section 1.2.A Clarification: Eaton‐ISG is tested to the IEEE standard C57.12.28, C37.74, C37.60 & IEEE 386. IEEE
C37.20 and C37.58 standards for Metal Clad switchgear does not apply to Padmount equipment being
proposed.
Section 1.2.B Exception: Eaton‐ISG is not tested to any IEC standards. IEC 60507 is not applicable to Eaton‐ISG
switchgear.
Section 1.3.B.2 Exception: Section 3.3.C.5 not provided at the time of quote. Eaton‐ISG switchgear is a 304 stainless
steel solution.
Section 1.3.B.4 Exception: Eaton‐ISG does not have a spare parts list or any special tools to operate the switchgear.
Section 3.1.C.3 Clarification: Eaton‐ISG switchgear is rated for 125 kV BIL. The rating is reduced to 95 kV BIL when
internal 15 kV voltage sensors are installed.
Section 3.2.O Exception: Eaton‐ISG switchgear is a solid welded dead‐front gear that doesn’t allow for cabinet
section. This is a typical requirement for Metal‐Clad or Metal‐Enclosed switchgear. The utility
metering cabinet will have to be provided by others, not included in this proposal.
Section 3.2.P Exception: The utility metering enclosure will have to be provided by others, not included in this
proposal.
Approval Drawings: First article submittal drawings for approval will be issued within 6 weeks after receipt of
acceptable purchase order. Engineering department will assign appropriate catalog number for this switchgear
assembly at that time. Note: Drawing approvals are only required on the initial order
Note: When the order is Hold for Approval Drawing Submittal, the Approval Drawings must be returned to the
submitting sales office with a Release for Manufacture within 45 days. Should the Release for Manufacture arrive after
45 days, an escalation schedule shall be applied as follows:
Greater than 45 days – 2% total price escalation
Greater than 90 days – 3% total price escalation
Greater than 120 days – 4% total price escalation
Greater than 150 days – Order cancelled with payment to Seller of reasonable termination charges, including progress
billings and all incurred direct manufacturing costs.
Manufacturing Lead‐time: For any of the switchgear packages, standard manufacturing lead‐time is 52 weeks after
receipt of signed approval drawings, and/or “release to manufacture” from our customer.
Project Benchmark Schedule: Based on the lead times presented above, and estimated placeholder for customer to
approve and return submittal drawings, below please find the estimated project schedule:
Week 0 – Receipt of acceptable purchase order
Week 6 – Submittal Drawings prepared and sent to customer for approval.
Week 8 – Customer to review, approve, sign, date and return submittal drawings. Production phase commences
Week 60 – Material is tested, packaged, and shipped
Week 61 – Material is delivered
Note: Quoted lead times are based on current factory loading and are subject to change. Project schedule may be
adjusted if Submittal Drawings & Customer Drawing Approval allocated time frames differ from above estimates.
96
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
PAGE 4
Pricing and lead times do not include the delays or costs associated with commodity scarcity, witness of testing or final
inspections. If required, price consideration and ship date change may be considered.
Programming Services – SEL Controls:
Eaton’s ISG‐SD Switchgear provides SEL Control programming services for the following:
o Auto‐Transfer programming with all ATS equipment ordered
o Push buttons operation for local motor operator
o Enter test values during factory testing to verify trip functionality
Eaton’s ISG‐SD Switchgear does not provide SEL Control programming services for the following:
o Over‐current protection settings
o SCADA mapping
Customer responsible for final Trip or other Protection settings per customer’s needs
Product/Design Testing
WITNESS / INSPECTON VISIT:
Customer Witness of Routine Test/Final Inspect: $2,300.00 USD per unit, +1 week
Customer Final Inspection: $1,700.00 USD per unit, +1 week
Commercial: In the event Buyer cancels this agreement after award, Buyer may terminate upon payment to Seller of
reasonable termination charges, including progress billings and all incurred direct manufacturing costs.
Proposal Details
Terms of Sale: FOB Origin, Freight Allowed
Payment Terms: Net 30 days from invoice date
Seller shall not be responsible for any failure to perform, or delay in performance of, its obligations resulting from the
COVID‐19 pandemic or any future epidemic, and Buyer shall not be entitled to any damages resulting thereof.
Pricing will be reviewed upon the announcement of any tariffs pertaining to the importation or exportation of key
components or power distribution products in their entirety.
Orders must be issued to “Cooper Power Systems, LLC” and are subject to Eaton’s Terms and Conditions of Sale that are
included or have been provided previously to the buyer.
97
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
98
Cooper Power Systems – Eaton‐ISG • 5069 Silver Peaks Avenue, Unit #6 • Dacono, CO 80514 • 720‐440‐9404
Confidential Information
99
Staff has reviewed the design of the City of Aspen Substation Replacement Project and has 90% design
drawings complete. The Switchgear design has investigated two products, Innovative Switch Gear (ISG)
and Vista Switch Gear. Both the devices the design team specified have automation and remote-control
capability. Staff believes the ISG is a superior device for the specific application and proposes sole
sourcing this product for the Substation Replacement project. ISG switchgear has a footprint
comparable to the current installation and should not require additional earthwork, screening, or
topographical modifications to accommodate its installation. The ISG is a solid-state device utilizing
dielectric insulation and no insulating oil or gas. The ISG also has integrated relays that allow for remote
monitoring and operation. These relays are integrated into the design and not “add-ons” or options.
Staff research indicates ISG is at the forefront of integration with software manufacturers and works
agnostically with SCADA and modeling software providers. The company’s goal is to deliver data in
whatever format is most convenient to the Utility. Additionally, ISG offers on-site training, and an
included 2-year maintenance and service contract at no additional costs. The City’s Design consultant,
Atwell, was convinced ISG is a superior device for our application. Staff is not aware of any other
products that meet these important requirements and goals for this project.
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
100
ROUTING SLIP Revision 12/08/2021
Page 1 of 1
ROUTING SLIP
Project Information
Project Name Purchase of Eaton-ISG Innovative Switch Gear
Project Number
Capital Project Number 51309
Project Manager Andy Rossello, P.E.
Department Utilities
Estimated Cost $209,260.00
Budgeted Amount $225,000
Account Codes 431.323.81200.57540.51309
Project Description
Give clear description of the
project, work to be done, or
items purchased
The Purchase of an Eaton-ISG Innovative Switchgear to replace existing
switches and reclosers at Puppy Smith Substation.
Vendor Selection Process
Describe how vendor was
selected
Sole Source (See attached)
Contract Value
Sole Source & State Bid Dept. Head Signature
Procurement Officer Signature
City Attorney Signature
City Manager Signature
Resolution: Meeting Date &
Number
(Required for Contracts
$50,000 +)
DocuSign Envelope ID: 50888B43-17D5-49D7-9CFE-BFC169A5B6E7
8/23/2022 | 10:51:10 AM MDT
2022-288
8/23/2022 | 10:52:36 AM MDT
8/23/2022 | 12:55:21 PM MDT
8/23/2022 | 4:27:45 PM PDT
101
MEMORANDUM
TO: Mayor and City Council
FROM: Alixandra Feeley, Wheeler Business Manager
THROUGH: Lisa Rigsby Peterson, Wheeler Executive Director
Nicole Levesque, Wheeler Marketing Manager
MEMO DATE: August 30th, 2022
MEETING DATE: September 13th, 2022
RE: Website Redesign | Resolution #108, project 2022-50519
REQUEST OF COUNCIL: Approval of the contract between the City of Aspen and Clique
Studios for the purchase of website development, design, and hosting for the Wheeler
Opera House. This contract is for $80,000.
SUMMARY AND BACKGROUND: This purchase is necessary to address the outdated
design and functionality of the Wheeler website. The intended outcome is to create a
website with responsive design, seamless navigation, and an intuitive content
management system. As a primary platform for information about upcoming events and
to highlight the rich history of the building, the review committee recognized the
importance of bringing the website up to Wheeler standards of excellence and
accessibility. The committee’s goal was to find a vendor that would understand Wheeler
needs for communicating with our audience and community, while putting technology first
in delivering the best solution.
DISCUSSION: Proposals were evaluated and reviewed on the following criteria:
experience and qualifications, project understanding, vendor approach, fee proposal and
schedule, and references. Criteria were individually weighted resulting in a final
cumulative score and the top three applicants met with the evaluation committee. The
RFP committee (comprised of Wheeler Staff) recommended that Clique Studios be
awarded the contract.
A primary factor in evaluating qualifications was experience with performing arts, venues,
and third-party ticketing systems. Of the 23 bids received, only 3 matched those very
specific qualifications, with another 6 having some adjacent experience with event based
or culture organizations. The review committee decided Clique Studios had the most
extensive experience working with performing arts venues and ticketing system
integrations, varied both in size and history or organizations and both simple and complex
ticketing system integrations.
102
Project and vendor approach were also evaluated in the areas of understanding ADA site
requirements and compliance, organizing content in ways that are intuitive to site visitors,
the ability to provide training on the new site, and vendor accessibility to the client
throughout the project schedule. It was important to the review committee to find a vendor
dedicated to the discovery process of understanding how our community and audience
utilize our website. Clique Studios’ presentation and proposal meeting excelled in all
these areas with a focus on leveraging technology to meet client and consumer needs.
Of the 23 bids received, 9 were above budget, and the remaining were at or below. While
cost was considered in evaluation, all applications were reviewed in entirety with criteria
weighted across experience & qualifications, project understanding, vendor approach,
cost and references.
Clique Studios has been in the creative digital transformation business for over a decade.
This award-winning team of strategists, designers, and engineers operates under the
philosophy of making a positive impact on their partners and communities through the
power of creativity.
Overall, our review committee awarded a top score to Clique Studios. Statements of
support included:
.
•Award-winning team of strategists, designers, and engineers.
•Commitment to removing barriers to access in the work they deliver.
•Experience integrating multiple ticketing platforms, including AXS, Salesforce,
Spectrix, Ticketmaster, Eventbrite, RocketRez, and BlackBaud.
•Forward thinking approach to technology to improve both user experience and
overall functionality
•Phased approach to launching features “as needed” during contract duration in to
promote seasonal goals without short cutting for the future.
•Professional references revealed positive experiences, meaningful discovery
process, reliable and responsive, vendor stayed on budget and was great at
communicating status and timeline of deliverables.
Top clients include:
•Red Rocks Amphitheatre – music venue
•Parker Arts, aka PACE – performing arts center
•Apollo in New York – historic theater
FINANCIAL IMPACTS: The 2022 budget includes $80,000 within the Arts and Culture
Fund capital project appropriations and is sufficient to fully fund this contract as
requested.
103
ENVIRONMENTAL IMPACTS: There are no perceived environmental impacts involved
in the execution and completion of this project.
ALTERNATIVES: If this project were not to move forward, the Wheeler website would
continue as is while we reengage in the RFP process. The outdated platform and
architecture would continue to cause issues in updating content and limit improved
functionality, accessibility, and visibility.
RECOMMENDATIONS: Staff recommends approval of Resolution #108, Project 2022-
50519
CITY MANAGER COMMENTS:
104
DocuSign Envelope ID: 2D72E6FD-C75E-4F51-8F79-70911B831AE5
RESOLUTION #103
(Series of 2022)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN
AND CLIQUE STUDIOS, LLC AUTHORIZING THE CITY MANAGER TO
EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN,
COLORADO.
WHEREAS, there has been submitted to the City Council a contract for, the
redesign of the Wheeler Opera House website between the City of Aspen and
Clique Studios, LLC, a true and accurate copy of which is attached hereto as
Exhibit “A”;
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 that Contract
for, the redesign of the Wheeler Opera House website between the City of Aspen
and Clique Studios, LLC a copy of which is annexed hereto and incorporated
herein, and does hereby authorize the City Manager to execute said agreement on
behalf of the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 13th day of September 2022.
Torre, 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 meeting held, September 13th, 2022.
Nicole Henning, City Clerk
105
Agreement Professional Services Page 0
CITY OF ASPEN STANDARD FORM OF AGREEMENT
PROFESSIONAL SERVICES
City of Aspen Contract No.: 2022-211.
AGREEMENT made this 24 day of August, in the year 2022.
BETWEEN the City:
Contract Amount:
The City of Aspen
c/o Sara Ott
427 Rio Grande Place
Aspen, Colorado 81611
Phone: (970) 920-5079
And the Professional:
Clique Studios
c/o Sean Maconachy
1644 Platte St
Denver, Colorado, 80202
United States
Phone: 312-319-4744
For the Following Project:
Wheeler Opera House Website
Exhibits appended and made a part of this Agreement:
The City and Professional agree as set forth below.
If this Agreement requires the City to pay
an amount of money in excess of
$50,000.00 it shall not be deemed valid
until it has been approved by the City
Council of the City of Aspen.
City Council Approval:
Date: September 2022
Resolution No.:_TBA
Exhibit A: Scope of Work.
Exhibit B: Fee Schedule.
Total: $80,000.00
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
106
Agreement Professional Services Page 1
1. Scope of Work. Professional shall perform in a competent and professional manner the
Scope of Work as set forth at Exhibit A attached hereto and by this reference incorporated herein.
2. Completion. Professional shall commence Work immediately upon receipt of a written
Notice to Proceed from the City and complete all phases of the Scope of Work as expeditiously as
is consistent with professional skill and care and the orderly progress of the Work in a timely
manner. The parties anticipate that all Work pursuant to this Agreement shall be completed no later
than 6 months after starting date Project start date will coincide with initial kick-off meeting date, to
be scheduled after final contract approval. Upon request of the City, Professional shall submit, for
the City's approval, a schedule for the performance of Professional's services which shall be
adjusted as required as the project proceeds, and which shall include allowances for periods of time
required by the City's project engineer for review and approval of submissions and for approvals of
authorities having jurisdiction over the project. This schedule, when approved by the City, shall not,
except for reasonable cause, be exceeded by the Professional.
3. Payment. In consideration of the work performed, City shall pay Professional on a time and
expense basis for all work performed. The hourly rates for work performed by Professional shall
not exceed those hourly rates set forth at Exhibit B appended hereto. Except as otherwise mutually
agreed to by the parties the payments made to Professional shall not initially exceed the amount set
forth above. Professional shall submit, in timely fashion, invoices for work performed. The City
shall review such invoices and, if they are considered incorrect or untimely, the City shall review
the matter with Professional within ten days from receipt of the Professional's bill.
4. Non-Assignability. Both parties recognize that this Agreement is one for personal services
and cannot be transferred, assigned, or sublet by either party without prior written consent of the
other. Sub-Contracting, if authorized, shall not relieve the Professional of any of the responsibilities
or obligations under this Agreement. Professional shall be and remain solely responsible to the City
for the acts, errors, omissions or neglect of any subcontractors’ officers, agents and employees, each
of whom shall, for this purpose be deemed to be an agent or employee of the Professional to the
extent of the subcontract. The City shall not be obligated to pay or be liable for payment of any
sums due which may be due to any sub-contractor.
5. Termination of Procurement. The sale contemplated by this Agreement may be
canceled by the City prior to acceptance by the City whenever for any reason and in its sole
discretion the City shall determine that such cancellation is in its best interests and convenience.
6. Termination of Professional Services. The Professional or the City may terminate the
Professional Services component of this Agreement, without specifying the reason therefor, by
giving notice, in writing, addressed to the other party, specifying the effective date of the
termination. No fees shall be earned after the effective date of the termination. Upon any
termination, all finished or unfinished documents, data, studies, surveys, drawings, maps, models,
photographs, reports or other material prepared by the Professional pursuant to this Agreement
shall become the property of the City. Notwithstanding the above, Professional shall not be
relieved of any liability to the City for damages sustained by the City by virtue of any breach of
this Agreement by the Professional, and the City may withhold any payments to the Professional
for the purposes of set-off until such time as the exact amount of damages due the City from the
Professional may be determined.
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
107
Agreement Professional Services Page 2
7. Independent Contractor Status. It is expressly acknowledged and understood by the parties
that nothing contained in this agreement shall result in, or be construed as establishing an
employment relationship. Professional shall be, and shall perform as, an independent Contractor
who agrees to use his or her best efforts to provide the said services on behalf of the City. No
agent, employee, or servant of Professional shall be, or shall be deemed to be, the employee, agent
or servant of the City. City is interested only in the results obtained under this contract. The
manner and means of conducting the work are under the sole control of Professional. None of the
benefits provided by City to its employees including, but not limited to, workers' compensation
insurance and unemployment insurance, are available from City to the employees, agents or
servants of Professional. Professional shall be solely and entirely responsible for its acts and for the
acts of Professional's agents, employees, servants and subcontractors during the performance of this
contract. Professional shall indemnify City against all liability and loss in connection with, and
shall assume full responsibility for payment of all federal, state and local taxes or contributions
imposed or required under unemployment insurance, social security and income tax law, with
respect to Professional and/or Professional's employees engaged in the performance of the services
agreed to herein.
8. Indemnification. Professional agrees to indemnify and hold harmless the City, its officers,
employees, insurers, and self-insurance pool, from and against all liability, claims, and demands, on
account of injury, loss, or damage, including without limitation claims arising from bodily injury,
personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind
whatsoever, which arise out of or are in any manner connected with this contract, to the extent and
for an amount represented by the degree or percentage such injury, loss, or damage is caused in
whole or in part by, or is claimed to be caused in whole or in part by, the wrongful act, omission,
error, professional error, mistake, negligence, or other fault of the Professional, any subcontractor of
the Professional, or any officer, employee, representative, or agent of the Professional or of any
subcontractor of the Professional, or which arises out of any workmen's compensation claim of any
employee of the Professional or of any employee of any subcontractor of the Professional. The
Professional agrees to investigate, handle, respond to, and to provide defense for and defend
against, any such liability, claims or demands at the sole expense of the Professional, or at the
option of the City, agrees to pay the City or reimburse the City for the defense costs incurred by the
City in connection with, any such liability, claims, or demands. If it is determined by the final
judgment of a court of competent jurisdiction that such injury, loss, or damage was caused in whole
or in part by the act, omission, or other fault of the City, its officers, or its employees, the City shall
reimburse the Professional for the portion of the judgment attributable to such act, omission, or
other fault of the City, its officers, or employees.
9. Professional's Insurance.
(a) Professional agrees to procure and maintain, at its own expense, a policy or policies
of insurance sufficient to insure against all liability, claims, demands, and other obligations
assumed by the Professional pursuant to Section 8 above. Such insurance shall be in
addition to any other insurance requirements imposed by this contract or by law. The
Professional shall not be relieved of any liability, claims, demands, or other obligations
assumed pursuant to Section 8 above by reason of its failure to procure or maintain
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
108
Agreement Professional Services Page 3
insurance, or by reason of its failure to procure or maintain insurance in sufficient amounts,
duration, or types.
(b) Professional shall procure and maintain, and shall cause any subcontractor of the
Professional to procure and maintain, the minimum insurance coverages listed below. Such
coverages shall be procured and maintained with forms and insurance acceptable to the
City. All coverages shall be continuously maintained to cover all liability, claims, demands,
and other obligations assumed by the Professional pursuant to Section 8 above. In the case
of any claims-made policy, the necessary retroactive dates and extended reporting periods
shall be procured to maintain such continuous coverage.
(i) Worker's Compensation insurance to cover obligations imposed by
applicable laws for any employee engaged in the performance of work under this
contract, and Employers' Liability insurance with minimum limits of ONE
MILLION DOLLARS ($1,000,000.00) for each accident, ONE MILLION
DOLLARS ($1,000,000.00) disease - policy limit, and ONE MILLION DOLLARS
($1,000,000.00) disease - each employee. Evidence of qualified self-insured status
may be substituted for the Worker's Compensation requirements of this paragraph.
(ii) Commercial General Liability insurance with minimum combined single
limits of TWO MILLION DOLLARS ($2,000,000.00) each occurrence and THREE
MILLION DOLLARS ($3,000,000.00) aggregate. The policy shall be applicable to
all premises and operations. The policy shall include coverage for bodily injury,
broad form property damage (including completed operations), personal injury
(including coverage for contractual and employee acts), blanket contractual,
independent contractors, products, and completed operations. The policy shall
include coverage for explosion, collapse, and underground hazards. The policy shall
contain a severability of interests provision.
(iii) Comprehensive Automobile Liability insurance with minimum combined
single limits for bodily injury and property damage of not less than ONE MILLION
DOLLARS ($1,000,000.00) each occurrence and ONE MILLION DOLLARS
($1,000,000.00) aggregate with respect to each Professional's owned, hired and non-
owned vehicles assigned to or used in performance of the Scope of Work. The
policy shall contain a severability of interests provision. If the Professional has no
owned automobiles, the requirements of this Section shall be met by each employee
of the Professional providing services to the City under this contract.
(iv) Professional Liability insurance with the minimum limits of ONE
MILLION DOLLARS ($1,000,000) each claim and TWO MILLION DOLLARS
($2,000,000) aggregate.
(c) The policy or policies required above shall be endorsed to include the City and the
City's officers and employees as additional insureds. Every policy required above shall be
primary insurance, and any insurance carried by the City, its officers or employees, or
carried by or provided through any insurance pool of the City, shall be excess and not
contributory insurance to that provided by Professional. No additional insured endorsement
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
109
Agreement Professional Services Page 4
to the policy required above shall contain any exclusion for bodily injury or property
damage arising from completed operations. The Professional shall be solely responsible for
any deductible losses under any policy required above.
(d) The certificate of insurance provided to the City shall be completed by the
Professional's insurance agent as evidence that policies providing the required coverages,
conditions, and minimum limits are in full force and effect, and shall be reviewed and
approved by the City prior to commencement of the contract. No other form of certificate
shall be used. The certificate shall identify this contract and shall provide that the coverages
afforded under the policies shall not be canceled, terminated or materially changed until at
least thirty (30) days prior written notice has been given to the City.
(e) Failure on the part of the Professional to procure or maintain policies providing the
required coverages, conditions, and minimum limits shall constitute a material breach of
contract upon which City may immediately terminate this contract, or at its discretion City
may procure or renew any such policy or any extended reporting period thereto and may pay
any and all premiums in connection therewith, and all monies so paid by City shall be
repaid by Professional to City upon demand, or City may offset the cost of the premiums
against monies due to Professional from City.
(f) City reserves the right to request and receive a certified copy of any policy and any
endorsement thereto.
(g) The parties hereto understand and agree that City is relying on, and does not waive or
intend to waive by any provision of this contract, the monetary limitations (presently
$350,000.00 per person and $990,000 per occurrence) or any other rights, immunities, and
protections provided by the Colorado Governmental Immunity Act, Section 24-10-101 et
seq., C.R.S., as from time to time amended, or otherwise available to City, its officers, or its
employees.
10. City's Insurance. The parties hereto understand that the City is a member of the Colorado
Intergovernmental Risk Sharing Agency (CIRSA) and as such participates in the CIRSA Proper-
ty/Casualty Pool. Copies of the CIRSA policies and manual are kept at the City of Aspen Risk
Management Department and are available to Professional for inspection during normal business
hours. City makes no representations whatsoever with respect to specific coverages offered by
CIRSA. City shall provide Professional reasonable notice of any changes in its membership or
participation in CIRSA.
11. Completeness of Agreement. It is expressly agreed that this agreement contains the entire
undertaking of the parties relevant to the subject matter thereof and there are no verbal or written
representations, agreements, warranties or promises pertaining to the project matter thereof not
expressly incorporated in this writing.
12. Notice. Any written notices as called for herein may be hand delivered or mailed by
certified mail return receipt requested to the respective persons and/or addresses listed above.
13. Non-Discrimination. No discrimination because of race, color, creed, sex, marital status,
affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
110
Agreement Professional Services Page 5
religion shall be made in the employment of persons to perform services under this contract.
Professional agrees to meet all of the requirements of City's municipal code, Section 15.04.570,
pertaining to non-discrimination in employment.
14. Waiver. The waiver by the City of any term, covenant, or condition hereof shall not
operate as a waiver of any subsequent breach of the same or any other term. No term, covenant, or
condition of this Agreement can be waived except by the written consent of the City, and
forbearance or indulgence by the City in any regard whatsoever shall not constitute a waiver of any
term, covenant, or condition to be performed by Professional to which the same may apply and,
until complete performance by Professional of said term, covenant or condition, the City shall be
entitled to invoke any remedy available to it under this Agreement or by law despite any such
forbearance or indulgence.
15. Execution of Agreement by City. This Agreement shall be binding upon all parties hereto
and their respective heirs, executors, administrators, successors, and assigns. Notwithstanding
anything to the contrary contained herein, this Agreement shall not be binding upon the City unless
duly executed by the Mayor of the City of Aspen (or a duly authorized official in his absence)
following a Motion or Resolution of the Council of the City of Aspen authorizing the Mayor (or a
duly authorized official in his absence) to execute the same.
16. Worker Without Authorization prohibited – CRS §8-17.5-101 & §24-76.5-101
Purpose. During the 2021 Colorado legislative session, the legislature passed House Bill 21-
1075 that amended current CRS §8-17.5-102 (1), (2)(a), (2)(b) introductory portion, and
(2)(b)(III) as it relates to the employment of and contracting with a “worker without
authorization” which is defined as an individual who is unable to provide evidence that the
individual is authorized by the federal government to work in the United States. As amended,
the current law prohibits all state agencies and political subdivisions, including the Owner, from
knowingly hiring a worker without authorization to perform work under a contract, or to
knowingly contract with a Consultant who knowingly hires with a worker without authorization
to perform work under the contract. The law also requires that all contracts for services include
certain specific language as set forth in the statutes. The following terms and conditions have
been designed to comply with the requirements of this new law.
Definitions. The following terms are defined by this reference are incorporated herein and in any
contract for services entered into with the Owner.
1. "E-verify program" means the electronic employment verification program created in Public
Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as
amended, that is jointly administered by the United States Department of Homeland Security and
the social security Administration, or its successor program.
2. "Department program" means the employment verification program established pursuant to
Section 8-17.5-102(5)(c).
3. "Public Contract for Services" means this Agreement.
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
111
Agreement Professional Services Page 6
4. "Services" means the furnishing of labor, time, or effort by a Consultant or a subconsultant not
involving the delivery of a specific end product other than reports that are merely incidental to
the required performance.
5. “Worker without authorization” means an individual who is unable to provide evidence that
the individual is authorized by the federal government to work in the United States
By signing this document, Consultant certifies and represents that at this time:
1. Consultant shall confirm the employment eligibility of all employees who are newly hired for
employment to perform work under the public contract for services; and
2. Consultant has participated or attempted to participate in either the e-verify program or the
department program in order to verify that new employees are not workers without authorization.
Consultant hereby confirms that:
1. Consultant shall not knowingly employ or contract with a worker without authorization to
perform work under the Public Contract for Services.
2. Consultant shall not enter into a contract with a subconsultant that fails to certify to the
Consultant that the subconsultant shall not knowingly employ or contract with a worker without
authorization to perform work under the Public Contract for Services.
3. Consultant has confirmed the employment eligibility of all employees who are newly hired for
employment to perform work under the public contract for services through participation in
either the e-verify program or the department program.
4. Consultant shall not use the either the e-verify program or the department program procedures
to undertake pre-employment screening of job applicants while the Public Contract for Services
is being performed.
If Consultant obtains actual knowledge that a subconsultant performing work under the Public
Contract for Services knowingly employs or contracts with a worker without authorization,
Consultant shall:
1. Notify such subconsultant and the Owner within three days that Consultant has actual
knowledge that the subconsultant is employing or subcontracting with a worker without
authorization: and
2. Terminate the subcontract with the subconsultant if within three days of receiving the notice
required pursuant to this section the subconsultant does not stop employing or contracting with
the worker without authorization; except that Consultant shall not terminate the Public Contract
for Services with the subconsultant if during such three days the subconsultant provides
information to establish that the subconsultant has not knowingly employed or contracted with a
worker without authorization.
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
112
Agreement Professional Services Page 7
Consultant shall comply with any reasonable request by the Colorado Department of Labor and
Employment made in the course of an investigation that the Colorado Department of Labor and
Employment undertakes or is undertaking pursuant to the authority established in Subsection 8-
17.5-102 (5), C.R.S.
If Consultant violates any provision of the Public Contract for Services pertaining to the duties
imposed by Subsection 8-17.5-102, C.R.S. the Owner may terminate this Agreement. If this
Agreement is so terminated, Consultant shall be liable for actual damages to the Owner arising
out of Consultant’s violation of Subsection 8-17.5-102, C.R.S.
It is agreed that neither this agreement nor any of its terms, provisions, conditions,
representations or covenants can be modified, changed, terminated or amended, waived,
superseded or extended except by appropriate written instrument fully executed by the parties.
If any of the provisions of this agreement shall be held invalid, illegal or unenforceable it shall
not affect or impair the validity, legality or enforceability of any other provision.
17. Warranties Against Contingent Fees, Gratuities, Kickbacks and Conflicts of Interest.
(a) Professional warrants that no person or selling agency has been employed or
retained to solicit or secure this Contract upon an agreement or understanding for a
commission, percentage, brokerage, or contingent fee, excepting bona fide employees or
bona fide established commercial or selling agencies maintained by the Professional for
the purpose of securing business.
(b) Professional agrees not to give any employee of the City a gratuity or any offer of
employment in connection with any decision, approval, disapproval, recommendation,
preparation of any part of a program requirement or a purchase request, influencing the
content of any specification or procurement standard, rendering advice, investigation,
auditing, or in any other advisory capacity in any proceeding or application, request for
ruling, determination, claim or controversy, or other particular matter, pertaining to this
Agreement, or to any solicitation or proposal therefore.
(c) Professional represents that no official, officer, employee or representative of the
City during the term of this Agreement has or one (1) year thereafter shall have any
interest, direct or indirect, in this Agreement or the proceeds thereof, except those that
may have been disclosed at the time City Council approved the execution of this
Agreement.
(d) In addition to other remedies it may have for breach of the prohibitions against
contingent fees, gratuities, kickbacks and conflict of interest, the City shall have the right
to:
1. Cancel this Purchase Agreement without any liability by the City;
2. Debar or suspend the offending parties from being a Professional, contractor or
subcontractor under City contracts;
3. Deduct from the contract price or consideration, or otherwise recover, the value of
anything transferred or received by the Professional; and
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
113
Agreement Professional Services Page 8
4. Recover such value from the offending parties.
18. Fund Availability. Financial obligations of the City payable after the current fiscal year
are contingent upon funds for that purpose being appropriated, budgeted and otherwise made
available. If this Agreement contemplates the City utilizing state or federal funds to meet its
obligations herein, this Agreement shall be contingent upon the availability of those funds for
payment pursuant to the terms of this Agreement.
19. General Terms.
(a) It is agreed that neither this Agreement nor any of its terms, provisions, conditions,
representations or covenants can be modified, changed, terminated or amended, waived,
superseded or extended except by appropriate written instrument fully executed by the
parties.
(b) If any of the provisions of this Agreement shall be held invalid, illegal or
unenforceable it shall not affect or impair the validity, legality or enforceability of any other
provision.
(c) The parties acknowledge and understand that there are no conditions or limitations
to this understanding except those as contained herein at the time of the execution hereof
and that after execution no alteration, change or modification shall be made except upon a
writing signed by the parties.
(d) This Agreement shall be governed by the laws of the State of Colorado as from time
to time in effect. Venue is agreed to be exclusively in the courts of Pitkin County,
Colorado.
20. Electronic Signatures and Electronic Records This Agreement and any
amendments hereto may be executed in several counterparts, each of which shall be deemed an
original, and all of which together shall constitute one agreement binding on the Parties,
notwithstanding the possible event that all Parties may not have signed the same counterpart.
Furthermore, each Party consents to the use of electronic signatures by either Party. The Scope
of Work, and any other documents requiring a signature hereunder, may be signed electronically
in the manner agreed to by the Parties. The Parties agree not to deny the legal effect or
enforceability of the Agreement solely because it is in electronic form or because an electronic
record was used in its formation. The Parties agree not to object to the admissibility of the
Agreement in the form of an electronic record, or a paper copy of an electronic documents, or a
paper copy of a document bearing an electronic signature, on the grounds that it is an electronic
record or electronic signature or that it is not in its original form or is not an original.
20. Successors and Assigns. This Agreement and all of the covenants hereof shall inure to
the benefit of and be binding upon the City and the Professional respectively and their agents,
representatives, employee, successors, assigns and legal representatives. Neither the City nor the
Professional shall have the right to assign, transfer or sublet its interest or obligations hereunder
without the written consent of the other party.
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
114
Agreement Professional Services Page 9
21. Third Parties. This Agreement does not and shall not be deemed or construed to confer
upon or grant to any third party or parties, except to parties to whom Professional or City may
assign this Agreement in accordance with the specific written permission, any right to claim
damages or to bring any suit, action or other proceeding against either the City or Professional
because of any breach hereof or because of any of the terms, covenants, agreements or conditions
herein contained.
22. Attorney’s Fees. In the event that legal action is necessary to enforce any of the
provisions of this Agreement, the prevailing party shall be entitled to its costs and reasonable
attorney’s fees.
23. Waiver of Presumption. This Agreement was negotiated and reviewed through the
mutual efforts of the parties hereto and the parties agree that no construction shall be made or
presumption shall arise for or against either party based on any alleged unequal status of the
parties in the negotiation, review or drafting of the Agreement.
24. Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion.
Professional certifies, by acceptance of this Agreement, that neither it nor its principals is
presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily
excluded from participation in any transaction with a Federal or State department or agency. It
further certifies that prior to submitting its Bid that it did include this clause without modification
in all lower tier transactions, solicitations, proposals, contracts and subcontracts. In the event
that Professional or any lower tier participant was unable to certify to the statement, an
explanation was attached to the Bid and was determined by the City to be satisfactory to the City.
25. Integration and Modification. This written Agreement along with all Contract
Documents shall constitute the contract between the parties and supersedes or incorporates any
prior written and oral agreements of the parties. In addition, Professional understands that no
City official or employee, other than the Mayor and City Council acting as a body at a council
meeting, has authority to enter into an Agreement or to modify the terms of the Agreement on
behalf of the City. Any such Agreement or modification to this Agreement must be in writing
and be executed by the parties hereto.
26. Authorized Representative. The undersigned representative of Professional, as an
inducement to the City to execute this Agreement, represents that he/she is an authorized
representative of Professional for the purposes of executing this Agreement and that he/she has
full and complete authority to enter into this Agreement for the terms and conditions specified
herein.
IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly
authorized officials, this Agreement of which shall be deemed an original on the date first written
above.
CITY OF ASPEN, COLORADO: PROFESSIONAL:
________________________________ ______________________________
[Signature] [Signature]
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
115
Agreement Professional Services Page 10
By: _____________________________ By: _____________________________
[Name] [Name]
Title: ____________________________ Title: ____________________________
Date: ___________________ Date: ___________________
Approve as to Form:
_____________________
City Attorney
General Conditions and Special Conditions can be found on City of
Aspen Website.
https://www.cityofaspen.com/497/Purchasing
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
Growth Director
Sean Maconachy
8/26/2022 | 9:23:53 AM MDT
116
Agreement Professional Services Page 11
EXHIBIT A PROFESSIONAL SERVICES AGREEMENT
See attached SOW
EXHIBIT B PROFESSIONAL SERVICES AGREEMENT
Fee Schedule
See attached SOW
BID
DocuSign Envelope ID: B2BE35CD-4E30-44BC-9AD3-0B991B3897E8
117
MEMORANDUM
TO:Mayor and City Council
FROM:Sara Ott, City Manager
MEETING DATE: September 13, 2022
RE:Resolution 109, Series of 2022, Approving City Attorney Contract
Amendment
REQUEST OF COUNCIL:
To consider the adoption of resolution 109, Series of 2022 to approve an amendment of the
employment contract for the continued employment of the Aspen City Attorney.
SUMMARY / BACKGROUND:
Recently City Council concluded the performance review of incumbent City Attorney James R. True.
Following the review, City Council and Mr. True agreed to a salary adjustment pursuant to the same
methodology used by the Compensation Consultant to complete the 2022 city-wide process. The
current contract requires an amendment to the contract for certain modifications, including increases
in salary. Attached is a proposed contract amendment reflecting the change in salary, together with
the original contract. No other terms of the contract are modified pursuant to this amendment.
RECOMMENDED ACTION:
The City Manager has no recommendation regarding Resolution 109, Series of 2022
118
RESOLUTION #109
(Series of 2022)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO,
APPROVING AN AMENDMENT TO THE CONTRACT BETWEEN THE CITY OF ASPEN
AND JAMES R. TRUE, CITY ATTORNEY OF THE CITY OF ASPEN AND AUTHORIZING
THE MAYOR TO EXECUTE SAID CONTRACT AMENDMENT ON BEHALF OF THE
CITY OF ASPEN, COLORADO.
WHEREAS, pursuant to Section 7.1 of the Home Rule Charter of the City of Aspen, the City
Council shall appoint a city attorney. James R. True was appointed to this position as of
February 21, 2012, following appointment as Special Counsel for the City of Aspen in December
of 2007;
WHEREAS, following his review by Council, the City Council and City Attorney agreed that it
would be appropriate to amend the existing employment contract to reflect modifications in the
City Attorney’s salary. A true and accurate copy of the proposed amendment is attached hereto as
“Exhibit A.”
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 Amendment to
Employment Contract by and between James R. True and City of Aspen, and hereby authorizes
the Mayor to execute such contract, a copy of which are annexed hereto and incorporated herein,
on behalf of the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of Aspen on
the 13
th day of September 2022.
Torre, 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 meeting held on the 13th day of September 2022.
Nicole Henning, City Clerk
119
AMENDMENT TO EMPLOYMENT CONTRACT
THIS AMENDMENT made this __ day of September 2022, modifies the
EMPLOYMENT CONTRACT for the City Attorney, dated April 27, 2021, (“Contract”) by and
between the CITY OF ASPEN (hereinafter referred to as "City"), and JAMES R. TRUE
(hereinafter referred to as "True"), as follows:
W I T N E S S E T H:
WHEREAS, Employee is currently employed by the City as the City Attorney; and,
WHEREAS, the City Council has performed its most recent review of Employee as required
pursuant to the Contract; and,
WHEREAS, the City and Employee desire to amend the previously entered Employment Contract
on terms mutually agreeable to the parties conditioned upon the adoption of this amendment
pursuant to a Resolution approved by City Council at a Regular Meeting of City Council;
NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good
and valuable consideration, the receipt and sufficiency of which are hereby mutually
acknowledged, the parties agree as follows:
1. Paragraph 3.A. of the Contract is hereby amended by the deletion of the
paragraph in its entirety and the replacement of such paragraph with the following:
3. A. Salary. True shall receive a salary of $216,590.40, effective as of February
21, 2022. True shall receive retroactive pay for any difference in salary and
benefits calculated from the effective date until paid. This retroactive pay shall be
paid no later than September 30, 2022. This compensation shall be paid in the
same manner as any other City employee as provided for in the City of Aspen
Policy Manual, or its successor document, as that document may be modified
from time to time.
2. All other terms and conditions of the Contract shall remain in full force and
effect.
EMPLOYEE:
Signature:________________________________________________________Date:_______
James R. True, City Attorney
CITY OF ASPEN:
Signature:________________________________________________________Date: _______
Torre, Mayor
120
EMPLOYMENT CONTRACT
ASPEN CITY ATTORNEY
2021
This contract is made and entered into as of this_day of 2021 between the City of
Aspen("City")and James R. True("True").
RECITALS
The City Council has offered continued employment to True in the capacity of City
Attorney as that position is defined in the Colorado Revised Statutes and the Charter of the City of
Aspen, and;
True has accepted this offer of employment with all of the duties and obligations associated
thereto, as those duties and obligations may be changed or amended by the City Council, from time
to time.
EMPLOYMENT
NOW THEREFORE, the Parties hereto agree to be bound by the mutual covenants
contained herein establishing their obligations concerning employment, remuneration, duties and
performance.
1. Scope of Duties. True will serve as City Attorney and be responsible as chief legal
counsel to the City of Aspen. True shall be responsible to defend the actions of the City Council,
prosecute actions to enforce the law of the State of Colorado and the City of Aspen, as applicable,
and advise other City staff so long as no conflict exists with his representation of the City Council.
These duties may be amended and supplemented by the City Council at any time during the course
of the initial term or any subsequent term of this contract.
2. Term. The term of this employment contract is for four years from the last anniversary
date of February 21, 2021. Prior to February 21'of each year of this contract and for each year the
contract is renewed, it is the intention of the parties to review True's performance in terms of
successful completion of City Council directives, defense of the City of Aspen and performance of
the attorney's office. The parties will also use such time to evaluate the terms and compensation of
this contract and modify those by mutual consent. Any future adjustments to terms or compensation
shall be reduced to writing and attached herein as an addendum to this Agreement and be fully
executed by both parties. The term of this contract shall renew for successive one-year periods
unless cancelled by either party as provided herein.
3. Compensation
A. Salary. True shall receive a salary of $ 194,808.36 per year effective
February 21, 2021. True shall receive retroactive pay for any difference in
1
27 April
121
salary and benefits calculated from the effective date until paid, as outlined
in subparagraph C, below. This retroactive pay shall be paid no later than
May 31, 2021. This compensation shall be paid in the same manner as any
other City employee as provided for in the City of Aspen Policy Manual, or
its successor document, as that document may be modified from time to
time.
B. Benefits. True will receive all benefits contained within the City of Aspen
Policy Manual, or its successor document, consistent with other City
employees.
C. Additional One-Time Retroactive Pay. True shall receive retroactive pay for
the period of February 21, 2020 to February 20, 2021 in the amount equal to
a 3.8% increase based upon a salary of$182,208 per year. True shall receive
any benefit based upon salary retroactively for this period.
True shall receive retroactive pay for the period of February 21, 2021 to the
date paid in the amount equal to a 3.0% increase based upon a salary of$
189,131.90 per year. True shall receive any benefit based upon salary
retroactively for this period.
This Additional One-Time Retroactive Pay shall be paid no later than May
31,2021.
This compensation shall be paid in the same manner as any other City
employee as provided for in the City of Aspen Policy Manual, or its
successor document,as that document may be modified from time to time.
D. Bonus Pay. True shall receive a one-time bonus pay in the amount of
1,500.00 to be paid no later than May 31, 2021. This payment is
considered taxable income and is subject to such taxation.
This compensation shall be paid in the same manner as any other City
employee as provided for in the City of Aspen Policy Manual, or its
successor document, as that document may be modified from time to time.
4. Termination. Notwithstanding the provisions of Paragraph 2 of this
Agreement,this Agreement may be terminated by:
A. Mutual agreement of the parties.
B. Disability of the Employee pursuant to Paragraph 5.
C. Discharge for good and just cause relating to the Employee's
duties. The term "good and just cause" shall include, but not be limited to, a
2
122
material breach of the terms and conditions of this Agreement, unsatisfactory
performance of duties such as malfeasance, misfeasance, or nonfeasance, and
other good and just cause. However, the City Council shall not arbitrarily and
capriciously dismiss the Employee. In the event the City Council believes that it
has good and just cause for dismissal as defined herein, it shall give the
Employee an enumeration of such cause in writing; a summary of the
evidence, including the names of witnesses and copies of any documents
supporting the alleged cause; and the opportunity for a hearing with respect to
such good and just cause before the City Council or, at the City Council's option,
before an arbitrator pursuant to the provisions of the paragraph below captioned
Alternate Dispute Resolution. The hearing may be in open session at Employee's
option. City shall pay the discharge proceedings in full with the exception of if
the Employee chooses, he may, at his sole expense, be accompanied by legal
counsel at any hearing, and shall pay his own attorney's fees.
D. Unilateral termination without cause by the City or a request from
the City Council for Employee's resignation of employment as City Attorney. In
the event that Employee is terminated pursuant to this Section 4. D., Employee
shall be entitled to severance in an amount equivalent of ten (10) months'
salary at his then base salary pay rate. The severance payment, along with any
cash out of accrued but unused leave pursuant to the City's policy manual, shall be
made within twenty (20) days of termination.
E. Death of the Employee.
F. Unilateral termination by the Employee by providing thirty (30)
days' written notice.
5.Disability. Should the Employee be unable to perform any or all of his duties by
reason of illness, accident, or other causes beyond his control and such disability exists for a period
of more than one month, the City may, in the discretion of the City Council, make a proportionate
deduction from the Employee's salary, and if such disability continues for more than three months
or is permanent or of such nature as, in the judgment of the City Council and subject to applicable
state and federal laws including, without limitation,the Americans with Disabilities Act,the Family
Medical Leave Act, and the Colorado Family Care Act, to make the performance of the essential
functions of his position with reasonable accommodation impossible,the City may, in the discretion
of the City Council,terminate this Agreement.
6. Assignability. This contract is not assignable by either party under any condition.
7. Annual Appropriations. The financial obligations of the City of Aspen contained in
this contact are subject to annual appropriation of funds by the City Council acting in its
governmental capacity.
3
123
8. Agreement Made in Colorado. The parties agree that this agreement was made in
accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be
exclusively in the Pitkin City District Court for the State of Colorado.
9. Attorney's Fees. In the event legal action is necessary to enforce or interpret any of
the provisions of this contract, the substantially prevailing party shall be entitled to its costs and
reasonable attorney's fees.
City of Aspen City Attorney
By: Torre James R. True
Mayor
4
124
MEMORANDUM
TO:Mayor and City Council
FROM:Nicole Henning
MEMO DATE:September 7, 2022
MEETING DATE:September 13, 2022
RE:Board Appointments
By adopting the Consent Calendar, Council is making the following appointments:
Commercial Core & Lodging Commission – Jeb Ball, Regular Member
Matthew Libanoff, Alternate
Gregory Lucier, Alternate
Kids First Advisory Board – Katherine Coleman, Alternate
Local Licensing Authority – Bill Murphy, Regular Member
Next Generation Advisory Board – Michaela Carpenter, Regular Member
Zachary Kops, Regular Member
Wheeler Opera House Advisory Board – Chip Fuller, Regular Member
125
1
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
At 5:00 p.m. Mayor Torre called the regular meeting to order with Councilors Doyle, Hauenstein,
Richards, and Mesirow present.
Mayor Torre introduced the Aspen International Mountain Foundation, who is hosting a global event
here in Aspen in a few weeks and said they are here to give an update.
John Starr and Karinjo Devore presented. Ms. Devore said thank you to the city who is a cohost of their
upcoming event on September 26th-29th. She spoke about all the support the city is giving them. She
said they will have delegates from all over the world and Governor Polis will open the program Tuesday
morning along with Mayor Torre. The most exciting thing is working with staff to put together a side
event focusing on regional municipalities and sustainable work that is being done. We will all learn from
each other. Mr. Starr agreed and said thank you to the City of Aspen. He is excited about the co-event
and spoke about the side event. He mentioned their website: aimf.org, which will direct them to
Mountains Matter, which will give them information on the event. We would love to have as many
locals as we can come and enjoy this.
Mayor Torre congratulated them and said it’s been a lot of work.
CITIZEN COMMENTS:
Mike Triplett – Mr. Triplett said he said he listened to the traffic report last night about the West end.
He said it was clear that there was an 85-point analysis that was concluded by the study, and several key
facts were excluded. We’ve been patient about waiting for this consultation to conclude and it showed a
problem. It’s now up to you guys to provide some relief. It’s puzzling that people are so resistant to try
something. The stop signs put in placed helped. He feels like these vehicles are residing down valley but
are not people who live in town. He said it’s the people who live in Aspen that you are supposed to be
helping.
Ms. Ott clarified that what she heard from council was that they don’t want to introduce a physical
infrastructure in the west end at this point.
Jeb Ball – Mr. Ball, Chairman of the Commercial Core & Lodging Commission, handed out a presentation
to the council members regarding the living lab. He gave CCLC feedback regarding the lab and input that
should be considered. Each CCLC member conducted face to face interviews with businesses in the core.
He discussed the findings of their research and said there were a lot of emotionally charged responses
to the questions, and he does acknowledge that. The feedback was negative overall. CCLC wants to be a
part of reimagining parking in the core. Mayor Torre thanked him and said this is a lot more work than
CCLC normally does, and we appreciate your presentation.
COUNCIL COMMENTS:
Councilor Doyle saidwe are all aware of the drought conditions. He spoke about Mexico and Chile. He
spoke about water levels and the use of more energy than ever before. These droughts are getting more
commonplace and hotter.
Councilor Mesirow said thank you to the CCLCmembers who are here and to everyone on the board.
This is a ton of work and said thank you for getting involved at the grassroots level. The feedback is
pretty clear. He likes partnering together to reimagine the downtown core. We are better working on
this together.
126
2
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
Councilor Richards spoke about the potential for wildfire.
Mayor Torre spoke about the living lab and said they will be having a discussion on that later in the
agenda. He announced the Mayors Cup on September 16th and said it’s not a shotgun start, and they are
offering tee times throughout the day. The Mayors Cup will be benefitting the Hope Center and Aspen
Strong this year. He spoke about mental health and said it’s ok to get help.
AGENDA AMENDMENTS: None.
CITY MANAGER COMMENTS:
Ms. Ott said she spent time with CDOT this afternoon regarding the entrance to Aspen. She gave an
update on the FBO selection process for the Airport Advisory Committee. There was a fairly in depth
review for the operations at the airport including nuances at our airport that are like no other. What are
some limiting factors with plane type and timing. She will forward the slides on to council from the FAA.
She also reminded them that they have agreed to special meetings on August 29
th and the 6th of
September.
Councilor Richards suggested starting at 4:00 p.m. on the 6
th.
Ms. Ott mentioned that she noticed tonight that the Aspen International Mountain Foundation event is
on Tuesday, and we had scheduled the lumberyard review for that night. We could do the work session
earlier in the day or a different evening, but she’s suggesting earlier in the same day.
BOARD REPORTS:
Councilor Richards said they spent most of APCHA in executive session.
Councilor Mesirow spoke about the Snowmass model, and said they reviewed the last years workplan
and looked over the draft of the 22/23 workplan. We now have 600 followers on Facebook, so we are
making progress on outreach.
Councilor Richards said she has upcoming Club 20 debates on Saturday the 10
th.
CONSENT CALENDAR:
Mayor Torre pulled Resolution #098, Series of 2022 – Civil and Electrical Design: Paepcke Park to City
Market Replacement – Andy Rossello and Ryan Lobach
Mayor Torre said he wants public awareness of this project and what the implications are. Mr. Rossello
said this is the second phase of this project and over the next 15 years, we are replacing the entirety of
the electric in the city. He mentioned disturbances and construction in the alleys, so please be prepared.
Councilor Hauensteinmotioned to approve; Councilor Richards seconded. Roll call vote: Doyle, yes;
Hauenstein, yes; Mesirow, yes; Richards, yes; Torre, yes. 5-0, motion carried.
FIRST READING OF ORDINANCES
Ordinance #10, Series of 2022 – Willoughby Ponds Subdivision: Water Service Agreement – Tyler
Christoff, Utilities Director along with John Bucksbaum and Jim Curtis
127
3
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
Mr. Christoff said the applicants have recently asked for a more formal agreement with the city as they
intend to develop an additional lot in this subdivision. He read the conditions and said staff recommends
approval of this ordinance.
Councilor Richards asked about stumbling blocks, and Mr. Christoff there have been none; negotiations
were lengthy, but reasonable.
Councilor Hauenstein motioned to read; Councilor Richards seconded.
Ms. Henning read the ordinance.
Councilor Richards asked if the ponds are naturally occurring.
Mr. Curtis said he has been involved with this property since 1983. The ponds are natural and fed by
water from Hunter Creek, and not man made in any fashion.
Councilor Richards motioned to approve; Councilor Mesirow seconded.
Councilor Hauenstein said it is outside the city and this will be put on consciousness of the developers.
Mr. Curtis said they will comply will city’s landscape codes.
ACTION ITEMS:
Resolution #101, Series of 2022 - 0.5% Open Space Sales Tax Renewal – Austin Weiss and Matt Kuhn
Mr. Weiss said this resolution reflects ballot language for an extension of the 0.5% Open Space Sales
Tax.
Assistant City Attorney, Kate Johnson confirmed this is a resolution that would place it on the ballot in
November.
Councilor Hauenstein moved to approve Resolution #101, Series of 2022; Councilor Doyle seconded.
Mayor Torre said thanks to you and staff. You guys have done an amazing job at maintaining and your
crews are out there working hard, and it shows.
Mr. Weiss said they couldn’t be prouder of the staff.
Mayor Torre said it’s a community amenity.
Roll call vote: Doyle, yes; Hauenstein, yes; Mesirow, yes; Richards, yes; Torre, yes. 5-0, motion carried.
Resolution #102, Series of 2022 – Aspen Public House Lease Amendment – Lisa Rigsby Peterson and
Diane Foster along with applicants, Bill Johnson, and Raphael Derly.
Ms. Foster introduced the item and said the idea is to give Raphael 51% of the ownership of the Aspen
Public House. She reviewed the pros and cons listed in the memo.
Councilor Mesirow said on the record that he is Raphael’s neighbor but feels like he can be objective. He
asked why now and how would bringing Raphael in change the staffing issue.
Mr. Johnson said he’s getting married in October and he has moved down to Carbondale, so this is
about life changes for him and would be a wise move for himself. In no way does he want to completely
128
4
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
step away. At this point, Raphael has a tremendous amount of experience and it’s better for the
community than what he can do on his own. How he hires is by word of mouth. He could double the
capacity with Raphael’s help for hiring for lunch. He feels the menu might expand the affordability.
Councilor Mesirow confirmed that this is a working opportunity together and not an exit. Mr. Johnson
confirmed that is the case. Mr. Johnson said he has no ambitions to pursue another restaurant project,
but he just wants to share the opportunity with someone else.
Councilor Richards said she’s wondering if the menu will still be affordable and asked about the local’s
burger. Mr. Johnson said there isn’t much disparity with what they are currently doing. He took the
burger off the menu a couple of years ago, but there are still locals who come in and order it. The shot
and beer deal will still stay put. They want to do tapas because they are easier to execute in a high-
volume kitchen.
Councilor Richards asked staff how long the lease would go for. Mayor Torre said the term goes until
next year and then an option of another five years.
Councilor Hauensteinasked if the five-year option is an auto extension. Ms. Ott thinks it’s a tenant
option and not mutual. City Attorney, James R. True, said that is correct.
Councilor Hauenstein said this gives him pause because we are transferring 50%of a whole new
business and we should have an RFP. If we get into something that doesn’t seem to be working, we are
stuck with another ten years.
Mr. Johnson is fully committed to staying and completing his business, but he just wants to split the
workload.
Councilor Hauensteinasked if they would be open to a review in April 2023. Councilor Richards asked
what recourse the city would have if they don’t like the situation they’ve gotten into.
Mr. Johnson said the assurance is the lease that he signed. He read a section of the lease regarding
affordability.
Ms. Ott said this was a challenging part of the lease because there used to be a guaranteed menu
requirement. There is a check in process with the director of the Wheeler and check ins with the City
Manager to ensure this is going in the right direction. It’s a negotiable item for the council. She would
suggest checking with the applicant to see if he’s willing to negotiate with council instead of negotiating
here at the table.
Councilor Mesirow said he’s concerned about the costs going up. With having the government as a
partner, it may put unwanted restrictions on what you are proposing.
Councilor Doyle said he struggles with 51% percent putting Raphael in control, and he feels like other
restaurateurs will complain to him if they move forward with this.
Councilor Mesirow said he is concerned about keeping a place available to the workers of this town and
not the tourists.
Councilor Richards said she wants to table it and give it more time and thought.
Councilor Mesirow wondered what it would look like if they gave this a path for other applicants as well.
129
5
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
Ms. Ott said city council would have to initiate the breaking of the lease, and we are not near that at all.
Mr. True said if the tenant is in compliance with the lease, renewing is with the tenant. The tenant is in
violation at this point, but he can’t predict what the status will be next April. He feels council can fairly
evaluate this transfer of ownership and can add conditions which make them feel more comfortable.
Councilor Mesirow said it needs more time. His hesitancy around it is around it is long-term
affordability.
Councilor Richards said they would all feel better if they were doing a 25% ownership transfer instead.
Mr. Derly said they started talking this winter and have known each other for years. He said he has
always been in love with the space and after they started talking, they started seeing more potential for
the space working together. He and Bill are both passionate about this and they would like to have a
vibrant locals spot. We thought teaming up together would bring something interesting to the city. We
want to work on creating more volume and being back open seven days a week. We want to push wine
sales. There is huge potential for this space and it’s a work in progress. We understand the beauty of the
place.
Mayor Torre said he appreciates the description of sustainability they have put into this. His other
consideration was about affordability and appropriateness for the Wheeler Opera House. He has a slight
concern about the remodel because it costs money just to get going and he doesn’t find it consistent
with the building. He goes over there quite a bit. He said he loves the work Raphael did at the Creperie
and is one of the most charming places even on a national level and he has tremendous respect for what
he did. He has concern about the price points. This is a place for all of Aspen. He spoke about when the
space changed from Bentley’s to Justice Snow, so he sits here now, having been burned once. He has
some fear. He’s concerned about the 51% as well because they typically go out for RFPs on this space.
He said more work needs to be done and there are more assurances that need to be made before
moving forward.
Ms. Ott asked the applicant if they are ok continuing this to the September 13th regular meeting. Mr.
Johnson said this is critical to his future, and he is happy to wait for the next meeting. Regarding the
split, we can step the percentage back as well. Ms. Ott said we should negotiate off the table.
Councilor Hauensteinmotioned to continue to September 13
th; Councilor Richards seconded.
Mr. True suggested that we could discuss this in the executive session, which wealready have scheduled
tonight. We may request that this item be added.
Roll call vote: Doyle, yes; Hauenstein, yes; Mesirow, yes; Richards, yes; Torre, yes. 5-0, motion carried.
Galena Cooper Living Lab – Post Lab Temporary Conditions
Ms. Ott said she is looking for direction from council so they can prepare documents for contractors of
what their expectations are.
Mayor Torre recapped the memo. He summarized council’s consensus regarding the three-way stop,
parallel parking on the right (west side), angle parking on the left (east side), and maintain the one-way
on Hyman.
130
6
REGULAR MEETING ASPEN CITY COUNCIL AUGUST 23, 2022
Mr. True introduced the executive session.
Councilor Doyle motioned to move into executive session; Councilor Mesirow seconded.
Roll call vote: Doyle, yes; Hauenstein, yes; Mesirow, yes; Richards, yes; Torre, yes. 5-0, motion carried.
_____________________________
Nicole Henning, City Clerk
131
MEMORANDUM
TO: Mayor and City Council
FROM: Tyler Christoff, Utilities Director
Kate Johnson, Assistant City Attorney
THROUGH: Scott Miller, Public Works Director,
Jim True, City Attorney
MEETING DATE: September 13th 2022
RE: Ordinance #10 - Willoughby Ponds Subdivision:
Water Service Agreement
REQUEST OF COUNCIL: Staff recommends Council approve Ordinance #10, Series
of 2022, approving and authorizing the Mayor and City Clerk to execute a Water Service
Agreement with Willoughby Ponds Trust (“Trust”), owner of the six lots that make up the
Willoughby Ponds Estates Subdivision (“Subdivision”). This is an opportunity to
formalize the terms of existing treated water service that Aspen has provided for
decades to two of the six lots in this Subdivision, and to provide terms for City water
service to currently unserved lots consistent with their County-approved development
plans.
BACKGROUND: Aspen’s home rule Charter, adopted in 1970, requires an ordinance
in order to extend water service beyond City boundaries. Until now, Council has never
been asked to authorize the extension of service to the Subdivision, even though two of
lots within the Subdivision have received City water services since the late 1990’s.
Representatives of the Subdivision have applied for extraterritorial water service. The
subject lots are located outside of the City but directly abuts City boundaries. The location
of the Subdivision is highlighted below in green:
132
Treated City water service has been provided to a single-family residence on Lot 3 since
approximately 1993 and to a barn on Lot 6 since approximately 1997. Lots 1, 2, 4 and 5
are vacant. The Trust seeks to obtain additional water service from the City for the
Subdivision, and to provide an option for future water service for residences on Lots 1, 2,
4, and 5, not to exceed a total grant of 15.13 ECUs.
The status of City water service within the Subdivision currently is as follows: Lot 3 is
allocated 5.69 ECUs to serve the existing residence on that lot, and Lot 6 is allocated
4.46 ECUs to serve the existing barn and planned single family residence on that lot. The
remaining 4.98 ECUs may be allocated among the four vacant lots or Lots 3 and 6
pursuant to the terms of the water service agreement as determined by the Trust. The
Trust acknowledges that if no ECUs are allocated to a vacant lot, that lot may not be
entitled to receive City water service and may only apply for an individual or shared wells
if certain conditions exist.
DISCUSSION: The City applies guidance, conservation programing, and regulation to
uniformly manage Aspen’s water resources. This community-based management
practice is considered while reviewing impacts of new service applications adjacent to
Aspen’s service boundary.
133
City staff have determined that current infrastructure, augmented by the applicant can
provide water service to the property.
The water service application requires the property to agree to annexation into the City.
Annexation of this parcel creates inconsistencies from a planning perspective as the
current Pitkin County approvals do not match Aspen municipal code provisions for
surrounding neighborhoods.
Owner, at his own cost will construct the water main and associated facilities in
accordance with the plans and specifications and the construction schedule outlined in
Exhibit A of the attached water services agreement. These proposed improvements
include two phases of approximately 1600 feet of 8” ductile iron pipe, removal and
installation of a check valve and associated vault infrastructure, a fire hydrants and
associated appurtenances. No construction shall occur between November 1 and April
1 without written approval of the City Water Department. Additionally, the owner agrees
to construct, install, and test, at its expense, the water system improvements in
accordance with City design, construction, installation, and testing rules, regulations,
policies, and protocols. The owner agrees to follow the City's Water Policy Resolution
(Resolution No. 5, (Series of 1993), as amended), and water conservation ordinances
including the City’s Water Efficient Landscaping Standards.
The proposed water service agreement (attached hereto) provides for sufficient water
service to each of the lots in the Subdivision to serve full development in accordance
with county approvals, while including recognition that City treated water service has
been provided for many decades, that certain as-built easements must be finalized and
recorded, and that the lot owners have historically used and may continue to use private
untreated water supplies for irrigation and amenities.
Annexation provisions are included, as required as part of the City’s water extension
policy, discussed more fully below. Although there is no request by these lot owners to
be annexed; there are no plans or discussions in the City to initiate annexation; the
agreement provides their consent to annexation if and when the City requests it.
The Ordinance also authorizes execution of additional documents relating to the Water
Service Agreement, which could include relocated easements, for example, without
further council action.
FINANCIAL/BUDGET IMPACTS:The proposed water service agreement is structured
to be cost neutral for Aspen’s current public water system and its customers. The lot
owners will, at their cost, obtain and record the needed easements for water system
infrastructure. The tap fees, payment in lieu of water rights, and well system
development fees are required to be paid under the proposed Water Service
Agreement. Additionally, the owner will design and construct the additional, upsized
and/or upgraded water transmission and distribution mains, lines, associated facilities
and internal distribution lines for the Project in accordance with and subject to the City's
design, materials, and construction specifications and approval, at Owner's own
expense.
134
The City has proposed, and the applicant has agreed to pay all applicable impact and
mitigation fees, including affordable housing mitigation, as if these properties were
situated within the City. The affordable housing mitigation fee will be calculated
pursuant to the methodology used to calculate affordable housing for a new subdivision.
Thus, the affordable housing fee is calculated is provided in an amount equal to at least
30% of the additional free market residential net livable are and based upon Category 2
FTE rates. For purposes of clarity, staff recommends that the mitigation calculation be
static and based upon the Land Use Code in existence on January 1, 2022. Pursuant
to the proposed water service agreement, the City may revisit the mitigation and impact
fee calculations after the initial term of the proposed agreement, which is 15 years, and
every 5 years thereafter. Credit will be given for any affordable housing mitigation paid
to Pitkin County in relation to land use approvals and building permits. Additionally,
staff requests that Council allow the Owner, or its successors to pay fee-in-lieu for
affordable housing mitigation without additional City Council approval as is required
pursuant to section 26.470.110 of the City Land Use Code. Exhibit D demonstrates the
applicable impact and mitigation fees, and calculation of affordable housing mitigation
fees.
ENVIRONMENTAL IMPACTS: Continued service to existing uses at the Subdivision
will not generate new environmental impacts. The Water Service Agreement also
includes a provision that development of these lots will comply with the City’s Urban
Runoff Management Plan and Construction Mitigation regulations whether or not
annexation occurs, which serves to minimize the impacts to the local environment.
CONSISTENCY WITH POLICY RESOLUTIONS:Resolution No. 5 (Series of 1993) and
subsequently amended by Resolution No. 49 (Series of 1993) provides guidance in
providing water service outside of the City boundaries and identifies implementation
steps. Staff has determined that the service to be provided under the Water Service
Agreement meets the requirements of Resolution No. 5. Locating existing infrastructure
and finalizing easements will indirectly improve the water delivery capacity of the
system and not adversely impact services to existing water system users. The City has
sufficient water and water treatment capacity to provide the new or expanded service
without jeopardizing water reserves and the treatment facilities. The water service to be
provided will not result in an operational financial deficit nor will the required capital
costs, if any, be borne by the City.
A dedication of water rights is not provided for; instead, the lot owners will make a
payment in lieu of water rights for additional service. This subdivision has historically
been irrigated with raw water supplies owned by the lot owners, despite the long-
standing delivery of treated water service by the City. Staff has determined that in this
unique case, it is appropriate to permit continuation of the lot owners’ current and
historical practice of using their own untreated water supplies for irrigation and other
amenities, consistent with Colorado water law. The Water Service Agreement limits
treated water irrigation to 3,000 square feet per lot and requires a payment in lieu of
water rights for expanded service.
135
Resolution No. 5 also requires consistency with the Aspen Area Community Plan and
an agreement to annex the served property if requested by the City. The annexation
provisions in the proposed water service agreement, addressing the extent to which the
county vested rights will be recognized in the event of annexation during the vested
rights period, were developed jointly by the Community Development, Engineering, and
Building Departments, the City Attorney’s office, and representatives of the lot owners.
RECOMMENDED ACTION:Staff recommends Council approve Ordinance #10, Series
of 2022, approving and authorizing the Mayor and City Clerk to execute a Water Service
Agreement with the owners of the six lots that make up the Willoughby Ponds
Subdivision.
ALTERNATIVES: The Council may decline to authorize a Water Service Agreement.
This will result in uncertainty as to current City water service obligations to the
Willoughby Ponds Subdivision, and the current inability of the Willoughby Ponds
Subdivision lot owners to develop their vested rights, inasmuch as their existing county
approvals require a City Water Service Agreement.
PROPOSED MOTION: “I move to approve Ordinance No.10, Series of 2022, approving
the Water Service Agreement with owners of lots within the Willoughby Ponds
Subdivision, in substantially the form attached as Exhibit A, subject to final approval by
the City Attorney.”
CITY MANAGER COMMENTS:
______________________________________________________________________
______________________________________________________
______________________________________________________________________
_______
ATTACHMENTS:
-Ordinance No. 10, Series of 2022
-Proposed Water Service Agreement
-Exhibit A - C - Exhibits to Water Service Agreement
-Exhibit D – Fee Calculations
136
ORDINANCE NO. 10
Series of 2022
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO,
APPROVING A WATER SERVICE AGREEMENT WITH THE OWNER OF WILLOUGHBY
PONDS SUBDIVISION FOR PROVISION OF TREATED WATER SERVICE OUTSIDE THE
CITY LIMITS.
WHEREAS, Willoughby Ponds Estate Subdivision (“the Subdivision”) consists of six lots,
known as Lots 1, 2, 3, 4, 5, and 6, comprising 15.791 acres, situated in Pitkin County, Colorado,
as more particularly described in the most recent plat of the subdivision, recorded with the Pitkin
County Recorder on December 16, 2021, at Reception No. 683528. All six lots are owned by
Willoughby Ponds Trust (“the Trust”).
WHEREAS, the Trustsubmitted a requestfor Water Service to the City Water Department,
requesting that extraterritorial water service from the City to serve six lots in the Subdivision.
WHEREAS, treated water service has been provided to a single-family residence on Lot 3
since approximately 1993 and Lot 6 since approximately 1997. Lots 1, 2, 4, and 5 are vacant.
WHEREAS, the Trust seeks to obtain additional municipal water service from the City for
the Subdivision, including expanding the existing water service for Lot 6 for purposes of serving
a single-family residence, and to provide options for future water service for residences on Lots 1,
2, 4, and 5 if developed during the terms of the Water Service Agreement, for a total of 15.13
ECUs for all uses within the Subdivision.
WHEREAS, the property to be served is located in Pitkin County, and not within the City
limits of the City of Aspen; and
WHEREAS, Section 25.12.020 of the Aspen Municipal Code provides that any extension
of City water service outside the Corporate limits of the City of Aspen shall be made pursuant to
an agreement with the City and in accordance with the City of Aspen water main extension policy
137
2
and, further, that the City may grant water service only upon a determination that no conflict exists
between the best interests of the City and the prospective water use, and that the City may impose
such contract, water rights dedication and bond requirements as it deems necessary to safeguard
the best interests of the City; and
WHEREAS, City staff have determined that the proposed Water Service Agreement will
comply with the requirements of the Municipal Code of the City of Aspen, Colorado (the "Code"),
and the expanded service will comply with the requirements of the City’s Water Service Extension
Policy, which permits extension of City water service extraterritorially only upon demonstration
that such extension will meet the policy goals and requirements of Resolution No. 5, Series of
1993, as amended (codified at Section 25.12.020(b) of the Aspen Municipal Code, as the same
may be further amended from time to time, and referred to here as “Resolution No. 5”); and
WHEREAS, City Council must make a determination that the proposed water service
extension complies with the above policies and is in the best interests of the City of Aspen; and
WHEREAS, the City Council has had an opportunity to review with City staff the proposed
terms and conditions under which the City is willing to extend water service to the Subdivision. ,
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
ASPEN, COLORADO, THAT
Section 1.The City Council of the City of Aspen hereby determines that the proposed
provision of City water service to serve six lots in the Willoughby Ponds Estates Subdivision,
comprising approximately 15.791 acres, situated in Pitkin County, Colorado outside the City limits
of the City of Aspen as set forth in the Water Service Agreement, is in the best interest of the City,
and complies with requirements of the Municipal Code of the City of Aspen, Colorado (the
"Code"), and with the requirements of the City’s Water Service Extension Policy and Resolution
138
3
No. 5, series of 1993, and the City Council approves the Water Service Agreement in substantially
the form attached hereto as Exhibit A and incorporated herein by reference. All City officials and
employees are hereby directed to take such actions as are necessary and appropriate to fulfill the
obligations of the City pursuant to the Water Service Agreement. The Mayor, City Manager, City
Clerk and the Water Director are hereby authorized and directed to execute the Water Service
Agreement and any related documents necessary or desirable to effectuate the transactions
provided for in the Water Service Agreement, provided that neither the Water Service Agreement
nor any other documents are authorized for execution until the City Attorney has approved the
form thereof.
Section 2.This ordinance shall not have any effect on existing litigation and shall not
operate as an abatement of any action or proceeding now pending under or by virtue of ordinances
repealed or amended as herein provided, and the same shall be construed and concluded under
such prior ordinances.
Section 3.If any section, subsection, sentence, clause, phrase or portion of this
ordinance is for any reason held invalid or unconstitutional in a court of competent jurisdiction,
such portion shall be deemed a separate, distinct and independent provision and shall not affect
the validity of the remaining portions thereof.
Section 4.A public hearing on the ordinance shall beheld on the 13th day of September
2022, in the City Council Chambers, Aspen City Hall, Aspen, Colorado.
139
4
INTRODUCED, READ AND ORDERED PUBLISHED as provided by law by the City
Council of the City of Aspen on the 23rd day of August 2022.
___________________________
Mayor
Attest:
___________________________
City Clerk
FINALLY ADOPTED, PASSED AND APPROVED THIS _______ DAY OF
_______________, 2022.
___________________________
Mayor
Attest:
___________________________
City Clerk
140
CITY OF ASPEN
WATER SERVICE AGREEMENT
(Development Outside City Limits)
This Water Service Agreement (the “Agreement”) is entered into this ______day of
______________,_____, (“the effective date”) in Aspen, Colorado, between THE CITY OF
ASPEN, a Colorado municipal corporation and home rule city whose address is 427 Rio Grande
Place, Aspen, Colorado 81611 (hereafter the "City"), and Willoughby Ponds Trust, a trust
organized under the laws of Colorado whose address is 71 S. Wacker Drive, Suite 2130, Chicago,
IL 60606 (“Owner”).
RECITALS
A. The City owns and operates the City of Aspen water system in accordance with the
laws of the State of Colorado, and in accordance with the charter, ordinances, rules, regulations,
policies and resolutions of the City of Aspen, and this Agreement is entered into in conformity
with, and subject to, such charter, and all such ordinances, rules, regulations, policies and
resolutions.
B. Owner is the owner of all six lots in the Willoughby Ponds Estates Subdivision,
comprising approximately 15.791 acres, situated in Pitkin County, Colorado, as more particularly
described in the most recent plat of the subdivision, recorded with the Pitkin County Recorder on
December 16, 2021, at Reception No. 683528 and referred to collectively in this Agreement as the
"Subject Property" or individually as lot(s) or by lot number. The Subject Property and current lot
configurations are depicted on Exhibit A attached hereto.
C. Treated City water service has been provided to a single-family residence on Lot 3
since approximately 1993 and to a barn on Lot 6 since approximately 1997. Lots 1, 2, 4 and 5
are vacant.
D. Owner seeks to obtain additional municipal water service from the City for the Subject
Property, seeking to expand the existing service for Lot 6 to include a single family residence, and
to provide an option for future municipal service for residences on Lots 1, 2, 4 and 5 if developed
during the term of this Agreement, for a total of 15.13 ECUs for all uses within the Subject
Property, including the existing uses on Lots 3 and 6.
E. The Subject Property is located outside the corporate limits of the City.
F. Additional municipal water service provided to the Subject Property pursuant to this
Agreement will require Owner to provide easements to the City, to record covenants running with
the Subject Property, and to design and construct certain water lines and water system
infrastructure, all as provided in this Agreement.
141
2
G. The Municipal Code of the City of Aspen, Colorado (the "Code"), §25.12.020(b),
requires that the extension of water service outside the boundaries of the City shall be made only
pursuant to a written agreement with the City, that the City shall not be obligated to extend such
service, that such service will be provided only upon a determination that it is in the best interests
of the City, and that the City may impose such requirements by agreement as it deems necessary
to protect its best interests.
H. The City requires a loop system or a cross-tie system such that when water main
extensions are made, such extensions shall be made in a manner that will allow cross-connection
with another of the City's treated water mains to create a looped system.
I. The City's Water Service Extension Policy permits water service extension only upon
demonstration that such extension will meet the policy goals and requirements of Resolution No.
5 (Series of 1993) as amended [codified at Section 25.12.020(b) of the Code, as the same may be
further amended from time to time], including the requirement that the City must recover its costs
associated with such extraterritorial service.
J. The City has determined that this Agreement and all covenants herein are necessary to
comply with the Code and the City's water policies, and will allow the City to recover its costs of
providing such extraterritorial service.
K. The City is not hereby representing that it is a regulated public utility, or holding itself
out to the public in general as capable of or intending to provide water service extraterritorially.
L. The Code provides for the rating of new or expanded water service based on potential
water demand as expressed in equivalent capacity units (hereafter "ECU").
M. The City desires to encourage the use of raw water supplies for certain outdoor
irrigation where practical and feasible to do so while still protecting decreed instream flows, so as
to reduce the dependence on treated water for this purpose and to minimize the costs of providing
treated water service to the Subject Property.
N. . The City is willing to provide water service to the Subject Property on the terms and
conditions of this Agreement.
THEREFORE, in consideration of the premises and the mutual promises and covenants
contained herein, the City and Owner agree as follows:
AGREEMENT
1. Water Service to Subject Property.
1.1 The City hereby agrees to provide treated water service to the Subject Property
142
3
under the terms of this Agreement in such quantities and to the extent herein provided so as to
serve the structures and uses authorized by Pitkin County for the lots within the Subject Property,
and subject to the additional terms and conditions as set forth in this Agreement.
1.2 Owner understands that the City will be the sole provider of treated water to the
Subject Property, provided however, that except as provided herein with respect to Lot 3, the
City shall not be required to supply water to serve outdoor irrigation uses, and further provided,
that the maximum annual volume of treated water the City shall be required to provide to the
Project and the Subject Property pursuant to this Agreement shall not exceed 5.35 acre-feet.
1.3 City water service will be available to serve 15.13 ECUs allocated among the six
lots included in the Subject Property. Lot 3 is allocated 5.69 ECUs to serve the existing
residence on that lot, and Lot 6 is allocated 4.46 ECUs to serve the existing barn and planned
single family residence on that lot. The remaining 4.98 ECUs may be allocated among the lots
within the Subject Property as determined by Owner at any time prior to application for water
service to a particular lot. Owner may also allocate any unallocated ECUs to Lot 3 and 6 at
Owner's discretion and subject to the terms of this Agreement. Owner acknowledges that if no
ECUs are allocated to a particular lot, that lot will not be entitled to receive City water service,
and will also not be entitled to receive water service from another source, such as a well, except
pursuant to paragraph 2 herein.
1.4 Any ECUs that have not been allocated as of the Termination Date (defined in
paragraph 2 below) will be deemed relinquished as of the Termination Date. Any ECUs that are
allocated to existing structures will not be relinquished or affected as of the Termination Date,
and any ECUs allocated and relied upon for purposes of a building permit that has been
submitted as of the Termination Date will not be relinquished as of the Termination Date unless
the building permit is denied, withdrawn, or otherwise not approved.
1.5 Only those structures and uses approved for each lot within the Subject Property
may be served under this Agreement.
1.6 The City intends to allow the existing single-family residence on Lot 3 to
continue to be served by its current ECU allocation (5.69 ECUs), and the Owner may allocate
some of the unallocated ECUs to Lot 3 at Owner's discretion. The Owner of Lot 3 shall be
exempt from the provisions of this Agreement unless or until:
(1) the single-family residence on Lot 3 is to be Substantially Remodeled or
Rebuilt as those terms are defined by the City of Aspen Municipal Code,
Title 25, Section 25.12.070, as it may be amended from time to time; or
(2) the then owner of Lot 3 constructs, builds or erects any additional
structures apart from the existing single-family residence that require water
service.
143
4
The occurrence described in either paragraph 1 or 2 above shall be referred to as a
“Lot 3 exemption termination event”.
Lot 3’s exemption status is not affected if the existing single-family residence on
Lot 3 is demolished or destroyed by an act of nature or through any manner not
purposefully or negligently accomplished by the owner, so long as any repairs or
reconstruction do not utilize more than the existing ECUs allocated to Lot 3 at the
time the single family residence on Lot 3 is demolished or destroyed.
Notwithstanding the exemption described herein, Lot 3 shall be subject to the
provisions of paragraphs 1.4 and 1.5.
1.7 Owner intends to maintain the existing barn on Lot 6 but to relocate it within Lot
6, and to construct a new single-family residence on Lot 6 in accordance with land use and
building permit approvals issued by Pitkin County (“the Lot 6 residence project”) The new
residence and the barn on Lot 6 will be served by a single water tap which will provide water
service currently estimated at 4.46 ECUs for both the residence and the barn. The owner may
allocate some of the unallocated ECUs to serve the single-family residence and barn in
accordance with the Lot 6 residence project. Lot 6 shall be exempt from building the “Shady
Lane Line” in compliance with paragraph 3.4.3 herein unless or until:
(1) the single-family residence as constructed pursuant to the Lot 6 residence
project plans or barn is to be Substantially Remodeled or Rebuilt as those
terms are defined by the City of Aspen Municipal Code, Title 25, Section
25.12.070, as it may be amended from time to time; or
(2) the then owner of Lot 6 constructs, builds, or erects any additional structures
apart from the Lot 6 residence project and the existing barn that require
water service.
The occurrence described in either paragraphs 1 or 2 above shall be referred to as
a “Lot 6 exemption termination event”.
Lot 6’s exemption from building the Shady Lane Line shall not be affected if the
as-built Lot 6 residence project or barn is demolished or destroyed by an act of
nature or through any manner not purposefully or negligently accomplished by
the owner, so long as any repairs or reconstruction do not utilize more than the
existing ECUs allocated to Lot 6 at the time the Lot 6 residence project or barn is
demolished or destroyed. Notwithstanding the exemption described herein, Lot 6
shall be subject to the provisions of this Agreement.
1.8 Payment of all fees provided for in this Agreement, including impact and
144
5
mitigation fees owed to the City in addition to tap fees and system development fees, will be
made on a per lot basis. The owner of an individual lot must pay all impact and mitigation fees
for any lot or lots upon which development is to occur upon submission of a building permit
application for improvements resulting in new construction on such lot (including the Lot 6
residence project).
2. Term and Termination.
2.1 Termination by City; Termination Date. The City's obligation to provide treated
water service to the maximum commitment of 15.13 ECUs to the Subject Property pursuant to
paragraph 1 of this Agreement shall remain in full force and effect for fifteen (15) years from the
effective date (“Initial Term”). Following the Initial Term, this Agreement will automatically
renew for four (4) additional five (5) year terms (each an “Extension Term”) unless the City
provides written Notice of Termination to Owner and all lot owners as shown in the records of
the Pitkin County Assessor, at least one-hundred and eighty (180) days prior to the expiration of
the Initial Term or the then applicable Extension Term. During each Extension Term, the
Agreement shall continue in force upon the same covenants, terms, and conditions, subject to
any impact or mitigation fee increases as may be imposed pursuant to paragraph 6. The
Termination Date will be the earlier of (1) the calendar day after the last day of the notice period
following a Notice of Termination as described above or (2) the expiration of the final Extension
Period. If the Agreement is terminated by the City as provided in this paragraph, this Agreement
shall nevertheless remain in full force and effect following the Termination Date with respect to
any Lots which are then receiving City treated water service, or have constructed or are in the
process of constructing improvements that will require City treated water service, or have
applied for building permits as of the date of the Notice of Termination. As of the Termination
Date, the City’s obligation to provide treated water service pursuant to this Agreement shall
cease as to all lots to which City treated water service has not been provided, or on which there is
no ongoing construction that will utilize treated City water service, or as to which no building
permits have been applied for prior to the Notice of Termination provided that such building
permit is approved. As of the Termination Date, all ECUs that are not in use or allocated to
then-ongoing construction or building permits that have been applied for shall be deemed
relinquished by Owner and the current owners of all lots affected by the Notice of Termination.
2.2 Termination by Owner. At any time during the Initial Term or any Extension
Term of this Agreement, Owner may terminate this Agreement with respect to all vacant lots as
provided in this paragraph. Owner may terminate this Agreement as to all vacant lots to which
City treated water service has not been provided, or on which there is no ongoing construction
that will utilize treated City water service, or as to which no building permits have been applied
for prior to the date of the Notice of Termination, provided that such building permit is approved
(“lots subject to termination”) by providing Notice of Termination, signed by Owner and any
then owners of lots subject to termination to the City prior to the filing of an application for a
building permit for any of said lots. This Agreement shall remain in full force and effect with
145
6
respect to any lots which are then receiving City treated water service, or have constructed or are
in the process of constructing improvements that will require City treated water service, or have
applied for building permits as of the date of the Notice of Termination. Upon exercise of
Owner’s termination right hereunder, the parties agree to execute and record a statement of
termination of this Agreement as to the lots subject to termination including a statement that the
Agreement remains in effect as to any lot that is not a lot subject to termination. The following
terms and conditions shall apply to any such termination: (1) the 50-foot easement for the Shady
Lane Line, described in Exhibit C shall remain in place; (2) any of the 15.13 ECUs that have not
been allocated to any lot that is not a lot subject to termination shall be deemed relinquished by
Owner and owners of all lots subject to termination; (3) the lots no longer subject to this Water
Service Agreement will not be subject to the requirements of this Agreement, provided, however,
that the Loughran and Overflow Ditch water rights will continue to be operated as provided in
paragraph 2.3.5; and (4) the Owner or owners of any vacant lots subject to the termination may
apply for individual or shared wells to provide water service to said lot(s). The Termination Date
pursuant to this paragraph shall be the date on which Notice of Termination is provided to the
City. If this Agreement is terminated by Owner pursuant to this paragraph, the City makes no
representation, guarantee, or assurance that it can or will provide treated water service to a lot or
lots subject to the termination should the Owner or owners of such lot or lots seek treated water
service from the City in the future.
3. Easements, Covenants, Restrictions, and Construction by Owner.
3.1 Easements, Covenants and Restrictions. Non-exclusive public utilities easements
for current and future water utility infrastructure, including construction and access easements,
will be identified, mapped, dedicated and recorded by Owner simultaneously with recording of
the covenants provided for herein. Such easements, covenants and restrictions shall be binding
upon and shall run with all of the lots within the Subject Property, shall be in form approved by
the City, and shall contain provisions set forth below. The easements, covenants and restrictions
shall be finalized and recorded prior to the earlier of (1) transfer or sale of any lot to a new owner
(including any transfer by operation of law or by means of bequest, devise or inheritance or trust
distribution) or (2) application for a building permit for any lot, with the exception of any
permits that may be needed for the relocation of the barn located on Lot 6, or construction of the
Lot 6 residence project and any infrastructure work associated with the barn and residence, but in
no event shall such easements, covenants and restrictions be recorded later than December 1,
2022 or as mutually agreed to by the parties in writing, signed by the parties. Notwithstanding
the foregoing sentence, the easement shown on Exhibit C shall be dedicated and recorded as
provided in paragraph 3.2.4.
3.2 Required Terms for Easements. The easements will be in form approved by the
City and shall include the following terms and such other terms and conditions as the City deems
necessary or appropriate.
3.2.1 The easements will be of the size and scope and at the locations shown on
146
7
the maps attached hereto as Exhibit A (the Third Amended Subdivision Plat depicting the
Utility Easement extending from Red Mountain Road through Lots 4, 5 and 6), Exhibit B
(the Upper Bench Waterline Plan & Profile and the Vault Plan), and Exhibit C (the
Proposed Willoughby Way & Shady Lane Waterline Interconnection). All easements
shall be fifty (50) feet in width and consistent with the City’s requirements, standards and
specifications
.
3.2.2 The easements will be surveyed following installation of the water system
infrastructure provided for in the covenants, and the easements will be re-recorded with
the final as-built surveyed locations and legal descriptions.
3.2.3 The easements may be relocated by mutual written agreement of the City
and the owner of any lot encumbered by an easement. If an agreement is made to
relocate an easement at the request of a lot owner, the lot owner shall be responsible for
all costs associated with relocation of the easement, including recording costs.
3.2.4 The Shady Lane Line easement shown on Exhibit C will be dedicated and
recorded as an amendment to the subdivision plat within 30 days of approval of the
Water Service Agreement by the City Council or at such other time as may be mutually
agreed to by the parties in writing signed by the parties. Said easement shall be a
permanent, perpetual easement.
3.3 Required Terms for Covenants and Restrictions. The covenants and restrictions
will be in a form approved by the City and shall include the following terms and such other terms
and conditions as the City deems necessary or appropriate.
3.3.1 The covenants and restrictions will be binding upon all lots within the
Subject Property; however, Lot 3 shall be exempted from the application of said
covenants and restrictions until a Lot 3 exemption termination event occurs as set forth in
paragraph 1.6.
3.3.2 No lot within the Subject Property shall ever be further subdivided into
smaller lots or conveyed or encumbered in any less than the full original dimensions as
shown on the recorded plat; provided however, grants or dedications of easements for
utilities may be made to encumber less than all of one lot. Notwithstanding the foregoing,
lot line adjustments between or among the lots in the subdivision shall not be prohibited,
subject to approvals required by Pitkin County.
3.3.3 Each lot within the Subject Property to which ECUs are allocated must
connect to the City treated water system if it is available to serve such lot when such lot
requires water service. Except as provided in this paragraph, no wells or independent
water sources or supplies, other than the Loughran Ditch and Overflow Ditch water rights
used as described herein, may be used to provide raw or treated water service to any lot
147
8
within the Subject Property. If treated water service is not available to service a lot or lots
to which ECUs have been allocated at the time a building permit is requested, and such
service is not expected to be available at the time service will be needed because
reasonable and good faith efforts have been made to construct the Shady Lane Line as
contemplated under paragraph 3.4.3 herein, but construction of the Shady Lane Line in
accordance with paragraph 3.4.3 herein is not possible despite such efforts, then such lot
owners(s) may apply for individual or shared wells for their water service. Should the
City later construct infrastructure that allows City treated water service to become
available to serve such lot or lots, the owner(s) of the lot or lots may connect to the City
water line and will connect to said City water line at such time as any individual well
serving such lot or lots becomes inadequate to serve such lot or lots and must be redrilled
or replaced. In order to connect to the City water line, the lot owner must pay all then-
applicable tap fees and other applicable fees, and abandon its well or its interest in a
shared well. The City will provide treated water service to such lot pursuant to this
Agreement in such amounts and at such levels of service as determined by the number of
ECUs allocated to the lot.
3.3.4 The Owner holds the following interests in the water rights decreed to
Loughran Ditch (a/k/a Laughran Ditch) and the Overflow Ditch in Case No. CA4033
(October 24, 1955), with change in point of diversion of both ditches decreed May 11,
1978, in Case No. W-3267 (Water Court, Water Division No. 5): 1.51 cfs of the 1.76 cfs
decreed to decreed to the Loughran Ditch and 0.75 cfs of the 1.0 cfs decreed to the
Overflow Ditch (“Owner Water Rights”). Upon execution of this Water Service
Agreement, Owner, and subsequent lot owners, may continue to use the Owner Water
Rights for irrigation within the Subject Property, in accordance with the decrees for the
Owner Water Rights, and subject to the following restriction: Diversions of the Owner
Water Rights shall be limited to 1/6th of the amount of the Owner Water Rights that are
legally and physically available measured at the Hunter Creek headgate during times that
decreed instream flows on Hunter Creek are not being met as determined by a validly
administered Colorado Water Conservation Board call for such decreed instream flow
water rights, including the Hunter Creek Flume & Pipeline water right that was decreed
for instream flow use in Case No. 80CW61 (Water Court, Water Division No. 5). The
1/6th interest that may be diverted pursuant to this paragraph during an instream flow call
may be used for irrigation on any lot within the Subject Property at the discretion of
Owner or as otherwise provided for in the covenants. When the 5/6ths interest is being
curtailed, the curtailment shall occur at the point of diversion on Hunter Creek.
3.3.5 Except as provided in this paragraph with respect to Lot 3, no outdoor
irrigation will be permitted within the Subject Property using treated water. All lots shall
comply with the City of Aspen Water Efficient Landscape Standards in effect at the time
of building permit application for any structure on any lot within the Subject Property.
Until a Lot 3 exemption termination event occurs as set forth in paragraph 1.6, Lot 3 shall
be exempt from the restrictions contained in this paragraph and the owner of Lot 3 may
148
9
continue to irrigate with treated water up to a maximum area of 3,000 square feet of
lawns and gardens.
3.4 Water Lines and Infrastructure. At its own expense, Owner will design, construct,
install and test the water lines and infrastructure described below, and shown on Exhibits A and
B in accordance with and subject to the City's design, materials and construction specifications
and approval; provided, however, that to the extent the City desires any lines or facilities with
capacities larger than necessary to meet the needs of Subject Property, the City will be
responsible for the incremental cost of such enlarged or additional lines or facilities.
“Incremental costs” are defined as the difference between the total cost of a particular facility
designed and constructed solely to meet the needs of the Subject Property and the total cost of
such facility as enlarged at the City's request.
3.4.1 The eight inch (8") water loop line within the easement described on
Exhibit A will be designed, constructed, installed and tested by Owner, at its expense, in
accordance with the City’s then-existing design, construction, installation and testing
rules, regulations, policies and protocols, prior to or concurrently with commencement of
construction of the new residence on Lot 6, The line shall be inspected by the City prior
to burial. Installation of the loop line on Lot 6 is expected to require relocation of the
existing barn and driveway. Owner acknowledges that any site work or construction
work undertaken on Lot 6 with regard to the water line and related barn relocation and
infrastructure, prior to final approval of this Agreement by the City Council, is
undertaken at Owner’s risk, and that Owner will not commence excavation for or
construction of the proposed new residence on Lot 6 prior to final approval of this
Agreement by the City Council.
3.4.2 The water system improvements located in the Willoughby Way right of
way as shown on Exhibit B will be designed, constructed, installed and tested by Owner,
at its expense, in accordance with the City’s then-existing design, construction,
installation and testing rules, regulations, policies and protocols, prior to or concurrently
with commencement of construction of the new residence on Lot 6. The line shall be
inspected by the City prior to burial.
3.4.3 Owner is not required to design, construct or install the water loop line
between Willoughby Way and Shady Lane as shown on Exhibit C (“Shady Lane Line”)
prior to commencement of construction of a new residence on Lot 6. At such time as
Owner, or any subsequent lot owner, wishes to construct any residence, dwelling unit(s),
or structure(s) requiring water service on any of the four (4) currently vacant lots (Lots 1,
2, 4 and 5), or a Lot 3 exemption termination event occurs, or a Lot 6 termination event
occurs, and if the water loop line to be located in the easement for the Shady Lane Line
shown on Exhibit C has not yet been installed, Owner or any subsequent lot owner will,
at its cost, obtain the needed permits and design, construct, install and test said line in its
entirety subject to the City’s prior approval of the design and specifications, before or
149
10
concurrently with the construction of any residence, dwelling unit(s), or structure(s)
requiring water service on any of the four (4) vacant lots, or any Lot 3 or Lot 6 exemption
termination event. The City may, but need not, construct and install the Shady Lane Line
at any time at its discretion, and at its own cost. If the City has constructed and installed
the Shady Lane Line at its own expense, and the Owner or any subsequent owner of Lot
1, 2, 4 or 5 thereafter files an application for a building permit to construct a residence,
dwelling unit(s), or structure(s) requiring water service on Lot 1, 2, 4 or 5, or seeks a
building permit for Lot 3 or Lot 6 that results in an exemption termination event as set
forth in paragraph 1.6 and 1.7 herein, Owner or the lot owner filing for the building
permit shall reimburse the City for its costs incurred in constructing said line. This
reimbursement obligation will be included in the covenants described in paragraph 3.3.
Notwithstanding the foregoing, the reimbursement obligation shall cease on the
Termination Date if the City terminates the Agreement as provided herein, and has
installed the Shady Lane Line at its expense and no application for a building permit for a
water-using structure is filed by Owner or any subsequent owner of Lot 1, 2, 4 or 5, or
Lot 3 (to the extent Lot 3 remains exempt from this Agreement as set forth in paragraph
1.6) or Lot 6 (to the extent Lot 6 remains exempt from this provision as set forth in
paragraph 1.7) ) as of the date of this Agreement. The parties shall cooperate fully in
the application process to obtain all necessary permits and approvals required to construct
the Shady Lane Line, regardless of which party first seeks to construct the Shady Lane
Line, and if the party seeking to construct the line is ultimately unable to obtain all of the
necessary permits and approvals to construct the line, after using reasonable good faith
efforts to do so, the Shady Lane Line need not be constructed at that time, and the Owner,
or subsequent owners of Lots 1, 2, 4 and 5, may nevertheless obtain treated City water if
they are otherwise authorized to do so in accordance with this Agreement, including the
requirement that ECUs available pursuant to this Agreement have been allocated to the
lot owner, and their residences may be connected to then-existing City water lines upon
payment of all applicable fees, as provided in this Agreement. Nothing herein shall
prevent or prohibit the City from constructing the Shady Lane Line if it is able to do so at
a later date at its cost, and the City retains the discretion to require Lots 1, 2, 4, and 5, to
connect to the Shady Lane Line in the future and seek reimbursement for each lot’s share
of the costs to construct the Shady Lane Line.
3.5 Service Lines. Owner (or any subsequent lot owner) will install any service
lines required for such owner’s lot in accordance with and subject to the City's design,
materials and construction specifications and approval, at such lot owner's own expense.
Such lines will remain the property and sole responsibility of the lot owner. Other than
replacement of an existing service line (including replacement if required by construction
of the Shady Lane Line, as provided in 3.4.3 above) new service lines extended from the
existing water distribution system (or any new water lines that may be constructed
pursuant to this Agreement) will only be installed in conjunction with the actual
construction of a properly permitted building. A new service line may not be installed for
any lot until the building permit for that lot has been issued and all utility fees due under
150
11
this Agreement are paid.
4.Water Rights and Payment in Lieu. The parties acknowledge that it is the policy
of the City, if water rights are not transferred to it by a party seeking extraterritorial water
service, to require payment in lieu of water rights sufficient in quantity and quality to provide the
water required for the requested water service. The parties acknowledge that Owner owns, uses
or controls its interest in the decreed water rights in the Loughran and Overflow Ditches as
described in paragraph 3.3.4. The City has determined that it is in City’s best interest to permit
the Owner and subsequent owners of lots within the Subject Property to continue to use these
raw water rights on the terms and conditions set forth herein and to accept payment to the City in
lieu of water rights as provided in paragraph 4.2 There are no wells on the Subject Property
and Owner agrees not to install any wells on the Subject Property (except as provided in
paragraph 2.2 and paragraph 3.3.3), it being the parties’ intention that the only domestic, potable
water supplies to be used on or in connection with the Subject Property are those supplied by the
City pursuant to this Agreement. Notwithstanding the foregoing, should Owner initiate any
water court or administrative proceeding concerning the Owner Water Rights, or any other water
rights, the City reserves the right to participate in any water court or administrative proceedings
as it deems appropriate to protect its own water rights and supplies.
4.1 Use of Raw Water and Treated Water for Outside Uses on the Subject
Property. Owner understands and agrees that the City shall not provide any raw water or
treated water for irrigation or other outdoor uses pursuant to this Agreement, except with
respect to Lot 3 as provided herein. All raw water use on the Subject Property shall be in
accordance with this Agreement and with the decrees for the Owner Water Rights, and
otherwise in accordance with Colorado water law governing the appropriation and use of
water, provided, however that the City may take such actions as it deems appropriate to
protect its own water rights and supplies, if Owner seeks to change the Owner Water
Rights or to obtain decrees for any wells authorized by this Agreement. All lots shall
comply with the City of Aspen Water Efficient Landscape Standards in effect at the time
of building permit application for any structure on any lot within the Subject Property.
Until a Lot 3 exemption termination event occurs, Lot 3 shall be exempt from the
restrictions contained in this paragraph and the owner of Lot 3 may continue to irrigate
up to 3,000 square feet on Lot 3 with treated water. There will be no cross-connections of
the raw water supplies or infrastructure provided for irrigation on the Subject Property to
the City’s treated water system. Owner, or a subsequent lot owner, will demonstrate in
its plans, to the satisfaction of the City, and will be responsible for, the proper
installation, maintenance and testing of required backflow prevention devices and for
assuring that unprotected cross-connections, structural or sanitary hazards do not exist on
each lot within the Subject Property.
Each lot owner’s water systems (for both treated and raw water), including water systems
serving Lot 3 and Lot 6, whether or not an exemption termination event has occurred,
will be available for inspection as provided in the Code, to authorized City
151
12
Representatives to determine whether cross-connections or other structural or sanitary
hazards exist, and to confirm that no treated municipal water is being used for outdoor
irrigation or aesthetic purposes other than the use authorized for Lot 3 as provided herein.
4.2 Payment in Lieu of Water Rights. Each owner of a lot within the Subject
Property, will pay the amount in lieu of water rights for the ECUs allocated to such
owner’s lot (or such lesser amount of ECUs as may be determined based initially upon a
determination of ECUs requested for such lot owner’s intended construction per the
building permit request submitted for such owner’s lot, to be finalized after construction
is completed), in accordance with the Code. These initial fees shall be paid by a lot
owner prior to issuance of any building permit for such lot. The payment in lieu amount
will be determined in accordance with and in the amount as set forth in the Code at the
time of building permit application for such lot. Notwithstanding the foregoing, the
payment in lieu of water rights will be imposed on the owner of Lot 3 at such time as a
building permit is applied for that results in a Lot 3 exemption termination event as set
forth in paragraph 1.6 herein. Tap fees, hookup charges and system development fees
will be computed and paid as provided in paragraph 10.
4.3 Instream Flow Protection. Owner agrees to suspend deliveries of its raw
water rights described in paragraph 3.3.4 and any other raw water supplies, decreed or
undecreed, that it may now or hereafter acquire or use on the Subject Property, in the
manner described in paragraph 3.3.4 when the decreed instream flows for Hunter Creek
are not being met as determined by a validly administered CWCB call for such instream
flow rights as decreed at the time of this Agreement. In addition, Owner agrees to curtail
usage of its raw water in the same manner as if the raw water supplies were being
provided by the City, whenever the City declares a water shortage pursuant to the Code
provisions in effect at the time of any such declared shortage. Owner agrees that such
curtailment shall occur at the point of diversion on Hunter Creek. The requirements of
this paragraph shall be included in the covenants required by this Agreement and will be
binding upon all lots within the Subject Property.
5.Construction. Any construction or installation of new water lines shall occur only
in accordance with then applicable Code, rules, regulations, standards, specifications and policies
of the City. An automated meter reading system shall be installed for all lots that will be served
with City treated water pursuant to this Agreement.
6.Fees. Owner shall timely pay all fees imposed by the City in connection with
drafting, reviewing and approving this Agreement, including outside legal and consulting fees.
The Owner or its successor owner of any lot within the Subject Property, shall timely pay all fees
imposed by the City in connection with reviewing and approving design drawings and
construction plans for such lot, including outside legal and consulting fees. Owner or any
successor owner of any lot within the Subject Property shall also be responsible for timely
acquiring and paying for all permits and permit fees from entities other than the City (such as
152
13
Pitkin County and/or other regulatory agencies) necessary for construction of the water mains,
lines, and associated facilities, when and to the extent Owner or any successor owner is required
to construct said water mains, lines and associated facilities. Additionally, Owner or any
successor owner of any lot shall pay, in addition to applicable tap fees and system development
fees, all mitigation and impact fees imposed by the City pursuant to the applicable Code
provisions as required by paragraph 1.8 and this paragraph at the time of application for a
building permit for such lot, provided, however, that this paragraph will apply to Lot 3 at such
time as the owner of Lot 3 applies for a building permit that results in a Lot 3 exemption
termination event as set forth in paragraph 1.6 herein. All City mitigation and impact fees, which
include School Land Dedication, Transportation Demand Management (TDM)/Air Quality,
Parks, and Affordable Housing, shall be calculated pursuant to the Aspen City Land Use Code in
effect on January 1, 2022. Affordable housing mitigation shall be calculated using the
methodology described in Exhibit D attached hereto. As an example, the impact and mitigation
fees for the proposed development on Lot 6 are shown in Exhibit D. Affordable housing
mitigation fees paid to Pitkin County for each lot shall be deducted as a credit toward the
affordable housing mitigation fees due to the City for the same lot pursuant to this Agreement in
an equal dollar amount. Owner or its successor owner may pay fee-in-lieu for affordable
housing mitigation, extinguish Certificates of Affordable Housing as allowed by the City of
Aspen Land Use Code, or mitigate on-site with deed restricted affordable housing. City Council
approval is not required for fee-in-lieu payment. The City, at its sole discretion, may adjust the
City mitigation and impact fee rates, including the affordable housing mitigation fee calculation
methodology, to reflect current Code requirements by providing thirty (30) days written notice
prior to the beginning of any Extension Term, and those adjusted mitigation and impact fees will
be applicable until further adjustment by the City as provided in this paragraph.
7.Inspection of Construction.Any inspection, connection, and payment of fees
required of Owner or any lot owner shall be in accordance with then applicable Code, rules,
regulations, standards and policies of the City.
8.Testing. Upon completion of construction by Owner or any lot owner of any of
the water lines described herein, and before any new water service is delivered to a lot pursuant
to this Agreement or additional water service is delivered to Lot 3 or Lot 6 due to an exemption
termination event as described in paragraphs 1.6 and 1.7 herein, all water service lines and
facilities (both new and existing) shall be tested and approved by the City in accordance with
then applicable Code, rules, regulations, standards and policies of the City.
9.Treated Water Service. The City will provide treated water service in accordance
with the Code and applicable policies, rules and regulations, to Lots 1, 2, 4 and 5, and additional
water service to Lot 6 as herein provided, and will continue to provide treated water service to
Lot 3 as herein provided, to the lesser of the total number of ECUs allocated to the particular lot,
or the number of ECUs provided for by the final approved design drawings for that lot, provided
that the maximum volume of water the City shall be required to supply each year shall not
exceed the amount set forth in paragraph 1.2 above. Any increase in the maximum amount of
153
14
treated water service or ECUs requested for the Subject Property will require approval by the
City, and amendment of this Agreement, which approval may or may not be granted.
The treated water to be delivered by the City pursuant to the terms of this Agreement may
be used for all lawful in-building residential purposes and for fire protection, and may be used
for swimming pools and hot tubs, but not for other outdoor uses such as irrigation, ponds
(including ponds for fire protection use) or aesthetic water features, except as authorized herein
for Lot 3. All water use, including use of Owner’ raw water rights, will be consistent with this
Agreement, the City's Water Policy Resolution (Resolution No. 5, Series of 1993, as amended),
and water conservation requirements and, whether or not the Subject Property is annexed to the
City, water use within the Subject Property shall be subject to the City’s water shortage
ordinances, and the City’s Water Efficient Landscaping Standards. The recording of this
Agreement (which may occur before or after the covenants required by this Agreement are
recorded) shall constitute a covenant running with the Subject Property and with each lot within
the Subject Property.
10.Tap Fees, Hookup Charges and System Development Fees - Computation and
Payment; Scheduling of Taps. All tap fees for treated water service herein provided shall be
assessed at the time of application for a building permit for the structure for which service is
sought. No water service shall be provided to any structure absent payment of the appropriate tap
fee and any applicable hookup charges. Tap fees and hookup charges shall be paid at the time of
building permit issuance. The City Water Department shall determine scheduling of all physical
taps or connections to the main lines, which scheduling shall be done in accordance with then
applicable Code, rules, regulations, standards and policies of the City.
The Owner or subsequent owner of any lot at the time of application for a building permit for
that lot shall also pay to the City any applicable system development fees pursuant to the existing
Code requirements prior to building permit issuance for all ECUs required to provide the new
water service (or additional water service in the case of Lots 3 and 6) for such lot owner’s
planned improvements, based upon a determination of ECUs requested for such lot owner’s
intended construction per the building permit application accepted for such owner’s lot, and
modified, with additional payment or refund as needed, after completion of construction and
final ECU determination.
11.Service Lines. Each existing and new service line shall be metered in accordance
with the Code at the sole expense of the lot owner receiving water service. Owner acknowledges
that service lines, meters and cross-connection or backflow prevention devices, that may
presently exist on Lot 3 and Lot 6 may not meet the City's standards, and that those lots may not
have cross-connection or backflow prevention devices. Service lines will on Lot 3 and Lot 6 will
be replaced if they fail or are damaged, or if replacement is required as part of any building
permit sought for Lot 3 or Lot 6, and such service lines must meet the City's standards. Meters,
cross-connection and backflow prevention devices will be installed at the lot owner’s expense.
Prior to commencement of any construction, the City will inspect the existing service lines and
154
15
will determine the extent to which replacement may be necessary. In addition, as provided in the
Code, and whether or not an exemption termination event has occurred, the City may also
inspect the existing service lines serving Lot 3 and Lot 6 for cross-connection and backflow
prevention devices, and may require installation of devices to prevent cross-connections and
backflow as provided in the Code.
12.Limitations on Provision of Water Service. This Agreement is only for the
supply of treated water service as herein described and no expansion of uses, connections, or
water service beyond those set forth herein is in any way authorized by this Agreement. The
City is not by this Agreement prejudging, certifying or guaranteeing its ability to provide treated
water service to any use or structure except as provided herein, nor may this Agreement be used
as evidence of approval of any land use requests, or as evidence of approval of water service for
any land use request, except as provided herein.
13.Service Subject to the City's Charter, Codes, Rules, Regulations and Policies.
The Owner and its successors in interest shall be bound by, and all water service provided
hereunder shall be subject to, all applicable provisions of the Charter of the City of Aspen and
the Code, as well as all applicable rules, policies or regulations of the City now in effect or as
may be hereafter adopted as to provision of water service by the City and use of water on the
Subject Property; except as otherwise provided for by the “Annexation” provisions in paragraph
below.
Said Charter, Code, rules and regulations shall be covenants running with the land on the
Subject Property and all lots within the Subject Property, and shall be as fully enforceable on the
Subject Property as if the same were situated inside the City. The provisions required for the
covenants as set forth herein will be specifically included in the covenants. Owner agrees to
assist the City in every manner reasonably possible to enforce the City's ordinances, rules and
regulations made to protect purity, safety and supply of the water delivered pursuant to this
Agreement, and use of water on the Subject Property, including curtailment during times of
shortage, elimination of any actual or potential cross-connections, and the utilization of water
conservation devices as set forth in the Code. Owner also agrees to prohibit waste of water on
the Subject Property, and to make reasonable efforts to enforce such prohibition. The waste of
water shall be defined as set forth in the Code.
14.Source of Water Supply. Owner recognizes that the City's water supply is
dependent upon sources from which the supply is variable in quantity and quality and beyond the
City's reasonable control; therefore, no liability shall attach to the City under this Agreement on
account of any failure to accurately anticipate availability of water supply or because of an actual
failure of water supply due to inadequate runoff, poor quality, failure of infrastructure, or other
occurrence beyond the City's reasonable control.
15.No Guarantee of Water Quality, Quantity or Pressure. The City makes no
155
16
promise or guarantee of pressure, quantity or quality of water supply for any purpose, including
fire suppression, except as specifically provided herein or as is required by applicable federal,
state and local laws and regulations. The City agrees to treat its water to meet all mandatory
local, state and federal potable water standards and to exercise reasonable care and foresight in
furnishing water hereunder equal in quality to that furnished inside the City.
16.Property Rights in City Water. All water furnished under this Agreement is
provided on a contractual basis for use on the Subject Property as described in this Agreement,
and all property rights to the water to be furnished hereunder are reserved to the City. Water
service provided under this Agreement does not include any right to make a succession of uses of
such water, and upon completion of the primary use of the water on the Subject Property, all
dominion over the water provided reverts completely to the City. Subject to the prohibition
against waste and any other limitations on water use imposed in this Agreement, Owner shall
have no obligation to create any particular volume of return flow from the water furnished under
this Agreement. Owner agrees to cooperate with the City in measuring and reporting return
flows to the extent such measuring and reporting are required by the Colorado State Engineer or
his agents.
17.Enforcement by the City. The parties to this Agreement recognize and agree that
the City has the right to enforce its rules, policies, regulations, and ordinances and the terms of
this Agreement in accordance with then applicable enforcement provisions of the Code, rules,
regulations, standards and policies of the City. Additionally, in the event that Owner, any lot
owner, or any users who have purchased or leased a portion of the Subject Property violate the
applicable rules, policies, regulations or ordinances of the City, the City shall have all remedies
available to it at law or in equity, or as provided in the Code with respect to Owner and such
subsequent lot owners or users, as if the Subject Property were located within the City limits.
Without limiting the foregoing rights and remedies, Owner agrees that the City may also enforce
such applicable rules, policies, regulations or ordinances by injunction, the parties agreeing that
the damages to the City from such violations are irreparable, and there is no adequate remedy at
law for such violations. The City shall be free from any liability arising out of the exercise of its
rights under this paragraph.
18.Termination if Illegal. The parties agree, intend and understand that the
obligations imposed by this Agreement are conditioned upon being consistent with state and
federal laws and the Code. The parties further agree that if any provision of this Agreement
becomes in its performance inconsistent with the Code or state or federal laws, or is declared
invalid by a court of competent jurisdiction, the parties shall in good faith negotiate to modify
this Agreement so as to make it consistent with the Code or state or federal laws as appropriate,
and if, after a reasonable amount of time, their negotiations are unsuccessful, this Agreement
shall terminate. The City agrees that its contractual obligations hereunder will not be impaired by
any amendment to the Code unless such amendment (or impairment) is mandated by state or
federal law.
156
17
19.Annexation. (a) Upon the written request of the City, at its sole discretion, Owner
and/or its successors in interest shall petition for and/or consent to annexation of the Subject
Property, or those portions thereof as deemed appropriate by the City, to the City of Aspen at
such time(s) as determined by the City. Such annexation(s) shall not divest or diminish any land
use approvals or development rights awarded by Pitkin County for any lot in the Subject
Property, to the extent such approvals and rights for a lot are legally vested on behalf of Owner
or its successors in interest prior to annexation to the City, subject to the following:
(i)If a building permit for a lot has been accepted by and is pending in the county or
if a permit has been issued by the county and construction is not complete at the
effective date of annexation, the following provision shall apply:
The lot owner shall proceed, at such lot owner’s sole expense, to have the county
take action on its pending building permit application and have the permit issued
by the county, with any fees due through the time of building permit issuance paid
in accordance with the county vested rights approval. Once the permit has been
issued by the county, the City will then have jurisdiction to do necessary
inspections, change orders and any other functions and services the City provides
during the construction process, all in accordance with City code. To the extent
that the lot owner has paid building review and inspection fees in advance to the
county prior to the effective date of annexation and any City department thereafter
incurs any costs in reviewing, inspecting, or otherwise in relation to completion of
construction in accordance with the county-accepted building plans, the lot owner
is responsible for paying all City fees in accordance with City fee schedules in
effect at the time of annexation, notwithstanding there may be duplication of
effort between the City and the county. It is the lot owner’s responsibility in such
circumstance to obtain refunds from the county, if available.
(ii)If no building permit for a lot has been accepted by the county at the effective
date of annexation and the vested rights have not expired, the county approval and
vested right is not diminished except that the dimensional allowances permitted
(specifically Floor Area) by the county under the vested right will be reviewed
and calculated under the allowances and limitations of the City’s municipal code
in effect at the time of building permit application and all fees due at the time of
or in connection with the building permit application shall be calculated in
accordance with applicable City code.
(iii)On any lot for which land use or development approvals are not vested in
accordance with law at the effective date of annexation, or for which vesting has
expired, development on such lot shall be subject to the terms, conditions, and
regulations of the City code.
157
18
(iv)Notwithstanding annexation of all or any part of the Subject Property, any new
development on any lot shall be subject to the City urban runoff management
requirements., including payment to the City of applicable fees related to such
requirements. Urban runoff management plans shall be submitted to and approved
by the City prior to issuance of any building permit for new development by the
City or the County.
(b) Notwithstanding annexation of all or any part of the Subject Property, this Agreement will
remain in full force and effect, subject to termination as herein provided.
(c) Failure of Owner or its successors in interest to commence and complete annexation
proceedings as herein required shall constitute a material breach of this Agreement authorizing
the City to terminate the same. Alternatively, failure of Owner or its successors in interest to
commence and complete annexation as herein required shall authorize the City to commence
and/or complete such annexation on their behalf, in which event the City shall charge, and
Owner and their successors in interest shall pay, all costs and fees associated with such
annexation.
20.No Regulated Public Utility Status. The parties agree that by this Agreement the
City does not become a regulated public utility compelled to serve other parties similarly
situated. Owner agrees that neither it nor its successors in interest shall at any time petition the
Colorado Public Utilities Commission to acquire jurisdiction over any water rate set by the City.
The parties agree that in the event the City is held to be a regulated public utility by virtue of this
Agreement, this Agreement shall terminate and be of no further force or effect.
21.No Waiver. Failure of a party hereto to exercise any right hereunder shall not be
deemed a waiver of any such right and shall not affect the right of such party to exercise at some
future time said right or any other right it may have hereunder.
22.Notices. All notices required to be given shall be deemed given upon deposit in
the United States mail, first class postage prepaid, properly addressed to the person or entity to
whom directed at his or its address shown herein below, or at such other address as shall be
given by notice pursuant to this paragraph.
Owner: Willoughby Ponds Trust
c/o John Bucksbaum
71 S. Wacker Drive, Suite 2130
Chicago, IL. 60606
City of Aspen: City of Aspen Utilities Director
158
19
427 Rio Grande Place
Aspen, CO 81611
Copies of such notices shall also be sent in the same manner to the City Attorney, City of
Aspen, 427 Rio Grande Place, Aspen, Colorado 81611.
23.Force Majeure. No party shall be held liable for a failure to perform hereunder
due to wars, strikes, acts of God, natural disasters, drought or other similar occurrences outside
of the control of that party.
24.Amendment; Assignment. Neither this Agreement, nor the obligations of either
party hereto, nor the right to receive water service hereunder, may be amended or assigned
without the written consent of the parties hereto, provided, however, that subsequent owner of
any lot within the Subject Property shall be subject to the terms and conditions of this Agreement
and shall be entitled to receive water service pursuant to this Agreement as provided herein
without amendment of this Agreement.
25.Entire Agreement. Except as otherwise provided herein, this Agreement,
including its Exhibits, supersedes and controls all prior written and oral agreements and
representations of the parties and is the total integrated agreement among the parties governing
the matters provided for herein.
26.Interpretation. Titles and paragraph headings shall not be used to alter the
meaning of this Agreement.
27.Binding Agreement - Recording. This Agreement is binding upon the parties
hereto, their successors and assigns, and any sale of the Subject Property, or any lot or other
portion of the Subject Property shall be subject to this Agreement as provided herein. This
Agreement, including the Exhibits hereto, shall be recorded with the Pitkin County Clerk and
Recorder at Owner’s expense and, together with the covenants required by this Agreement, shall
impose covenants running with the land upon all of the Subject Property. Deeds to subsequent
owners shall provide notice of this Agreement and the obligations contained herein.
28.Governing Law; Venue; Attorney Fees. This Agreement and the rights and
obligations of the parties hereunder shall be governed by and construed in accordance with the
laws of the State of Colorado. Venue for all actions arising under this Agreement shall be Pitkin
County, Colorado. In the event legal remedies must be pursued to resolve any dispute or conflict
regarding the terms of this Agreement or the rights and obligations of the parties hereto, the
prevailing party shall be entitled to recover costs incurred in pursuing such remedies, including
expert witness fees and reasonable attorney fees.
29.Authorization of Signatures. The parties acknowledge and represent to each other
that all procedures necessary to validly contract and execute this Agreement have been
159
20
performed and that the persons signing for each party have been duly authorized to do so
30.Counterparts. This Agreement may be signed using counterpart signature pages,
with the same force and effect as if all parties signed on the same signature page.
IN WITNESS WHEREOF, the parties have executed this Water Service Agreement the date and
year first above written.
THE CITY OF ASPEN, COLORADO
A Municipal Corporation and Home Rule City
Attest:____________________________ By_____________________________
City Clerk Mayor
APPROVED AS TO FORM:
______________________________
Aspen City Attorney
OWNER
WILLOUGHBY PONDS TRUST, a Colorado trust
By:___________________________
Ann Friedman, Co-Trustee
STATE OF }
} ss
COUNTY OF }
The foregoing instrument was acknowledged before me this ___ day of ____________, 2022, by
a person satisfactorily identified to me as _______________, Co-Trustee of the Willoughby
Ponds Trust.
Witness my hand and official seal.
NOTARY PUBLIC
My commission expires:
160
21
By:___________________________
John Bucksbaum Co-Trustee
STATE OF }
} ss
COUNTY OF }
The foregoing instrument was acknowledged before me this ___ day of ____________, 2022, by
a person satisfactorily identified to me as _______________, Co-Trustee of the Willoughby
Ponds Trust.
Witness my hand and official seal.
NOTARY PUBLIC
My commission expires:
Index of Exhibits
161
- LEGEND -Approved:Graphic ScaleIn U.S. Feet : 1" = 50'02550100Title:Third AmendedSubdivision PlatRevision#Sheet No.Job No.Drawn by:Date:File:2016-285.001HS10/13/2021RBWillPondsPlatAmend3118 West Sixth Street, Suite 200
Glenwood Springs, CO 81601
970.945.1004 www.sgm-inc.com
Date By:EXHIBIT A2Of :----PLS:Third Amended Subdivision Plat
Of Willoughby Ponds Estates
Pitkin County, Colorado
162
Lot 51.240 Acres±Lot 41.278 Acres ±Graphic ScaleIn Feet: 1" = 20'0102040Title:Revision#Dwg No.Willoughby Ponds Estates
Pitkin County, ColoradoJob No.Drawn by:Date:File:PE:QC:2016-285.002----09.24.2020----WillPondsLot6-WaterlinePlan----118 West Sixth Street, Suite 200
Glenwood Springs, CO 81601
970.945.1004 www.sgm-inc.com
Date By:EXHIBITBOf :Review SetProject Milestone:
163
.55675 sq. ft. ±1.278 ac. ±.54072 sq. ft. ±1.241 ac. ±PEM1C WETLAND
0.87 ACRE
FEN WETLANDS
1.51 ACRES
PEM1C WETLAND
0.69 ACRE
PEM1C WETLAND0.17 ACREPROPOSED WILLOUGHBY WAY &SHADY LANE INTERCONNECTIONWITH 50' EASEMENT50.00'50.00'50.00'RIO GRANDE TRAIL&R.O.W.
RIO GRANDE TRAIL
&R.O.W.
FEN WETLANDS
CONNECT TO EXISTING
WATER LINE
OPENSPACE
Approved:Graphic ScaleIn Feet: 1" = 60'03060120Title:Wetlands Map WithTopoRevision#Dwg No.Willoughby Ponds Estates
Pitkin County, ColoradoJob No.Drawn by:Date:File:PE:QC:2016-285.002----09.24.2020----Willoughby-WetlandsMap----118 West Sixth Street, Suite 200
Glenwood Springs, CO 81601
970.945.1004 www.sgm-inc.com
Date By:EXHIBIT C4Of :Notice:
Review SetProject Milestone:PLS:164
* The City reserves the right to based mitigation and impact fees on as built surveys
EXHIBIT D – FEE CALCULATIONS
AFFORDABLE HOUSING MITIGATION FEE CALCULATION FORMULA:
1. Determine the Net Livable area of the new development (review of approved building plan sets). The Net
Livable area shall be determined using the method described in section 26.575 of the Aspen Land Use
Code (LUC).
2. Multiply the Net Livable Area by 30%. Affordable housing Net Livable area shall be provided in an
amount equal to at least 30% of the additional free-market residential net livable area – LUC section
26.470.080(5).
3. Divide the affordable net livable area by 400 sq. ft. to obtain the number of full-time equivalent employee
(FTE) number. Whenever an affordable housing mitigation requirement is required to be converted
between a number of employees requirement and square footage requirement, the conversion factor shall be
1 employee per every 400 square ft. of net livable area. LUC section 26.470.050(e).
4. Multiply the FTE number by the fee-in-lieu per FTE, in this case Category 4 rate of $302,879. Affordable
housing must be provided at a Category 4 rate, which is $302,879 per FTE. LUC section 26.470.0.
5. Subtract affordable housing mitigation fees paid to Pitkin County on the subject lot.
Formula
(Affordable Housing Net Livable x 0.3) / 400 sq. ft. = FTE x $302,879 minus any fees paid to Pitkin
County for affordable housing mitigation on the subject lot = City Affordable Housing Fee.
_____________________________________________________________________________________
Water Services Agreement – Lot 6 Willoughby Ponds Subdivision
City of Aspen Net Livable Calculation per attached drawing:
7,138 sf *
City Affordable Housing Mitigation Calculation:
7,138 x .3 = 2,141.4 / 400sf = 5.35 FTE x $302,879 = $1,621,462.73
$1,621,462.73 – $677,330.44 (Pitkin County’s Mitigation Fee credit estimate) = $944,132.29
($677,330 – is based on Pitkin County Calculation of Gross Floor Area: 9,431 sf, per BOCC Resolution #19, of
2019)
Affordable Housing Mitigation Fee: $944,132.29
Remaining Impact Fees Calculation:
These are based on Floor Area of 8,966 sf per attached drawing and a land area (5.223 acres) and actual
value of land ($11.3M) per Pitkin County Assessor. (LUC chapter 26.620)
School Lands $12,841.77
896 x 0.8744 = 783.46 x $49.67 (per sf land valuation from assessor) x .33 = $12,841.77
Parks $48,864.70
($5.45 per sq. ft. of Floor Area)
TDM $5,469.26
($0.61 per sq. ft. of Floor Area)
TOTAL Mitigation and Impact Fees: $1,011,308.02
165
Resolution #099, Series 2022
Resolution to Adopt STR Program Guidelines
September 5, 2022
Page 1 of 4
MEMORANDUM
TO: Mayor Torre and Aspen City Council
FROM: Haley Hart, Long-Range Planner
THROUGH: Phillip Supino, Community Development Director
MEMO DATE: September 5, 2022
MEETING DATE: September 13, 2022
RE: Resolution #099, Series of 2022
Adoption of Short-term Rental Program Guidelines
REQUEST OF COUNCIL:
Staff requests City Council review and approve Resolution #099, Series 2022. This
resolution would approve the Short-term Rental (STR) Program Guidelines in support of
the regulatory framework established by Ordinance #09, Series of 2022, Short-term
Rental Regulations.
SUMMARY AND BACKGROUND:
In December 2021, Council passed Ordinance #26, Series of 2021, addressing the City’s
existing vacation rental program. Ordinance #26 extended existing Vacation Rental
Permits, issued as of December 8, 2021, through September 30, 2022. Pursuant to
Ordinance #26, Series of 2021, no new Vacation Rental Permits were issued after
December 8, 2021.
Council’s action in December of 2021 came in response to community concerns related
to the continued expansion of the STR market. As of December 8, 2021, there were
1,319 valid Vacation Rental Permits, making up 18% of all residential units in the City.
Consequently, Council stopped the issuance of new Vacation Rental Permits and directed
staff to amend the Land Use Code (LUC) to further regulate the STR market in Aspen.1
Council determined that establishing STR regulations for licensing, permitting, capping in
residential zones, inspecting, enforcing, and establishing a new fee structure for services
performed for STRs was needed to ensure that the City established an equitable balance
between the STR industry, the local community and the Aspen Area Community Plan.
1 It should be noted that the City previously referred to the market and permits as “Vacation Rentals.” The
currently accepted term is Short-term Rental (STR). This memo will refer to the program as STRs.
166
Resolution to Adopt STR Program Guidelines
September 5, 2022
Page 2 of 4
In response, Council passed Ordinance #09, Series 2022, on second reading June 28,
2022. This ordinance implemented a comprehensive set of regulations related to the
issuance of STR permits. During first reading of Ordinance #09, Council directed staff to
include a draft version of the STR Program Guidelines, a document created by staff to
assist operators and owners of STRs to understand and comply with the regulations in
Ordinance #09. On second reading, Council reviewed a draft of the STR Program
Guidelines with the intention and understanding that the document would be completed
and adopted prior to the expiration of Ordinance #26 on September 30th, 2022.
Following further development by staff and the consultant team, the current draft of the
STR Program Guidelines outlines the permit process and the difference between the
three permit types, which type of permit a unit qualifies for, fee and tax information for
each permit, zoning restrictions, inspection and life safety requirements, and general
application and explanation of Ordinance #09. The STR Program Guidelines assist
operators and owners of STRs in compliance with the new STR Regulations as adopted
in the City’s Municipal code Section 26.530.
Section 1 contains purpose and intent language explaining the rationale for the passage
of Ordinance #09 and why the City regulates STRs. Section 1 also includes a glossary of
the new codified definitions created by Ordinance #09. Terms such as ‘lodge’, ‘natural
person’ and ‘qualified owner’s representative’, are critical for the public’s understanding
as these set the basis for program details like permit type and non-transferability.
Using a flow chart exercise, Section 2 gives direction to owners and operators of STRs in
determining which STR permit a property or unit qualifies for. The three permits: STR-LE,
STR-OO, and STR-C, have distinct differences and this section’s primary purpose is to
clearly identify which permit an applicant may apply for.
Section 3 details the STR permit system with three distinct permit types, the application
requirements for each permit, and the fees associated with the permit. This section also
includes a table of the permit cap numbers in residential zones for the STR-C permit.
Section 4 provides the information that any permittee or qualified owner’s representative
needs to complete an STR permit application. The concept of a “qualified owner’s
representative” is defined and explained. Property information such as zoning and parking
requirements, occupancy limits and what required documents are needed for permit
submission are included within Section 4.
Section 5 includes operational requirements for an STR, describes the concept of permit
non-transferability and the procedures related to the waitlist for STR-C permits. This
section aids owners and operators to ensure that when a sale of a property occurs, any
potential impacts are fully transparent. Other content includes a 15-day noticing period
for neighbors within a 300-foot radius of any new STR permit applicant, required life safety
standards and in-unit messaging. Documents in support of these details such as the Good
Neighbor Guide created in collaboration with ACRA are linked in Section 5.
167
Resolution to Adopt STR Program Guidelines
September 5, 2022
Page 3 of 4
Section 6 details enforcement policies and procedures. The new Aspen 311 system
includes a subsection for STR complaints and is linked. Additionally, all grounds for
revocations or abandonment of an STR permit are outlined so that owners and operators
can understand when and why an STR permit may be withdrawn by the City.
Section 7 directs information regarding finances and links to the City’s Finance webpage
for documents such as business license applications.
The STR Program Guidelines were created with intention that owners and operators can
use the guidelines and prepare themselves for updates to STR operations and the new
permitting system prior to the expiration of the moratorium, October 1, 2022. The
Guidelines are part of Community Development staff’s focus on customer service,
transparency of process, and access to information as essential elements of the roll-out
of new STR regulations. The newly created Lodging and Downtown Services Program
Manager position is charged with ensuring that STR owners and operators can easily
access all the information needed to navigate the new regulations. The safe and legal
operation of STRs is staff’s primary objective. The Guidelines are an essential tool to
support those efforts.
STAFF DISCUSSION:
Included is the STR Program Guidelines document. This document describes in detail
the contents and processes created by Ordinance #09. Ordinance #09 is included as
Exhibit A for Council’s review. Staff has focused on the creation of the STR Program
Guidelines to support operators and owners of STRs in the adoption of the new code and
policy regulations. As a supplement to the Land Use Code, the Guidelines may be
amended and re-adopted as needed outside of the formal Land Use Code amendment
process. Council is the final review authority on the adoption of the Guidelines.
CONCLUSION AND NEXT STEPS:
With new regulations adopted, staff is completing the development of the STR program
and the systems needed to administer the regulations. Adopting the STR Program
Guidelines through Resolution is a critical step in the roll-out of the new STR program.
The guidelines as proposed give applicants the tools necessary to comply with the
regulations. Adoption at the 9/13/22 Council meeting will ensure the Guidelines are in
place prior to the 10/1/22 expiration of the STR permit moratorium.
FINANCIAL IMPACTS: N/A
ENVIRONMENTAL IMPACTS: N/A.
ALTERNATIVES: Should Council choose not to approve the draft STR Program
Guidelines, Council could direct staff to make amendments to the guidelines and return
for another Resolution at a later date prior to October 1, 2022. Given the timeline on
informing the public of the guidelines, an additional hearing will create time constraints to
staff’s ability to respond to that deadline.
168
Resolution to Adopt STR Program Guidelines
September 5, 2022
Page 4 of 4
RECOMMENDATIONS: Staff recommends that Council approve the STR Program
Guidelines via Resolution #099, Series of 2022.
CITY MANAGER COMMENTS:
EXHIBITS:
Exhibit A – Ordinance #09, Series of 2022
169
RESOLUTION #099, SERIES OF 2022
A RESOLUTION OF THE ASPEN CITY COUNCIL ADOPTING CITY OF ASPEN
SHORT-TERM RENTAL PROGRAM GUIDELINES
WHEREAS,at their regular meeting on June 28, 2022, City Council approved Ordinance #09,
Series 2022, (Ordinance #9), by a 5 to 0 vote, adopting Short-term Rental Regulations; and
WHEREAS,during such regular meeting, City Council was presented with proposed Short-term
Rental Program Guidelines; and
WHEREAS,in the Aspen Municipal Code Section 26.530.050 D., “Adoption of and Compliance
with STR Program Guidelines”, adopted pursuant to Ordinance #9, such guidelines shall set forth
the standards, procedures, and supplemental information necessary for the operation of a short-
term rental within the City of Aspen; and
WHEREAS,Section 26.530.050.D, approved pursuant to Ordinance #9, and Aspen Municipal
Code Section 26.208.010.H, Powers and Duties of the City Council, allows for Council’s adoption
of any guidelines that will be used in a guiding or regulatory capacity by the City and allows the
amendment of such guidelines by resolution of City Council; and
WHEREAS, since the adoption of Ordinance #09 on June 28, 2022, staff has built the short-term
rentalprogram to support the new policywhich establishes an equitable balance between the short-
term rental industry, the local community, and the Aspen Area Community Plan and in so, has
modified the previously proposed the Short-term Rental Program Guidelines; and
WHEREAS, the adoption of the Short-term Rental Program Guidelines describes new program
details that take effect October 1, 2022 to ensure compliance under the new permit regime and that
standards are met to increase governmental transparency and to direct operators and owners of
short-term rentals in understanding and applying the new policy; and
WHEREAS,the City determined that establishing the regulations for licensing, permitting,
capping, inspecting, enforcing, and establishing a fee structure for services performed for short-
term rentals in this Resolution furthers and is necessary for the promotion of public health, safety,
and welfare for the operation of short-term rentals; and.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO,
That City Council hereby adopts the “City of Aspen Short-term Rental Program Guidelines,”
attached as Exhibit A.
170
APPROVED by the Aspen City Council at its regular meeting on September 13, 2022.
Attest:
_____________________________ ____________________________
Nicole Henning, City Clerk Torre, Mayor
Approved as to form:
_____________________________
James R. True, City Attorney
171
1
Short-term Rental
Program Guidelines
172
2
TABLE OF CONTENTS
SECTION 1: Introduction to Short-term Rentals…………..……...........…………...............…..…...................1
Purpose & Intent………………………………………..…………………….…..……...........................................…1
Glossary of Terms…………………………………………..…………..…….…...........................................……….2
SECTION 2: Choosing a Permit……….........................................................................................................3
Permit Flowchart……..…………………………..………..……………………...........................................……4-5
SECTION 3: Description of Permit Types…………………………..………..…….............................................…6
3.A: Lodging Exempt Short-term Rental (STR-LE)……….…………...........................................…6
3.B: Owner-occupied Short-term Rental (STR-OO)…….........................................................7-8
3.C: Short-term Rental Classic (STR-C)……………..………............................................…..….....9-10
Short-term Rental Classic (STR-C) Permit Cap Details………...............................................….11
SECTION 4: Application Information…………………………….……….……...........................................……….12
Permittee Information………………………………………………….……............................................…......12
Qualified Owner’s Representative (QOR) ………………….……….........................................….12-13
STR Property Information………………………..……………………………............................................13-14
Supplemental Documents…………………..………..........................................................................14-15
Business Licensing.……..................……..................…….....................................................................15
SECTION 5: Operational Requirements…………………………............................................…………..………16
Non-Transferability & STR-C Waitlist………………….............................................………………..…..16
Neighborhood Noticing…………………………………..……............................................…………...….16-17
Life Safety & In-unit Compliance………………………………............................................……....……..18
SECTION 6: Enforcement……………………………..……………………...........................................…………………19
Complaints………………………………………………………………………….............................................………19
Violations & Penalties…………………………………………………............................................…….….19-20
SECTION 7: Financial Information………………..……………………..........................................…………………21
More information about the City of Aspen’s short-term rental program, including resources
mentioned in this document, can be found at aspen.gov/strs. Subscribe to the bi-weekly
Community Development newsletter here.
Disclaimer: The information outlined in this document is informative to help guide permittees and
qualified owner representatives comply with the City of Aspen’s short-term rental code per the Land
Use Code, Section 26.530. Information in this guide does not supersede the regulations as described in
Section 26.530.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES173
SECTION 1: INTRODUCTION TO SHORT-TERM RENTALS
Purpose & Intent
A Short-term rental (STR) is defined by the City of Aspen as the occupancy of a hotel, lodge, or
residential unit offered as a vacation rental for a period of less than 30 days. STR properties serve an
important role in supplementing Aspen’s lodging bed base, diversifying lodging options, and providing
economic benefit to property owners and the community.
There are community impacts from this activity. Resident quality of life, parking, wildlife protection,
affordable housing, transportation, and City services are all impacted from the operation of STRs. Due
to the potential for adverse impacts, STRs are regulated by the City to protect the health, safety, and
welfare of owners, neighbors, and visitors and to balance conflicting community needs and interests. The
City recognizes the importance of a diverse lodging bed base and will continue regulatory fine-tuning to
ensure the policy, over time, supports community policies and needs.
If you rent your unit for a period of less than 30 days, you are required to first obtain an STR permit
from the City’s Community Development Department and a business license from the City’s Finance
Department. All STR permits through the City are valid for a period of one year and must be renewed
annually within 14 days of their expiration date. STR permits are not available for employee, affordable, or
other deed or covenant restricted housing.
The first and last name of a “natural person” is required on all STR permits. The natural person, known as
the permittee, must have at least a 10% ownership interest in the property for which the STR permit is
issued. If a property is owned by an LLC, trust, or other organization, that business must designate one
of its owners to be listed as the permittee.
Permittees are responsible for providing a significant level of in-person service to guests renting their
property. If a permittee is unable to provide in-person service, they may designate a qualified owner’s
representative (QOR) on the permit to be a point of contact for the STR.
STR permits are non-transferable between people or property and are issued only to the natural person
and only for the property address named on the permit. If a change of ownership occurs during the valid
lifetime of a permit, the permit will be considered revoked, and the new owner must apply for a new STR
permit if they wish to rent the property on a short-term basis.
All new STRs are required to comply with life-safety and operational standards as described in this
document. STRs are subject to periodic inspections by City personnel. The permittee or QOR must be
present for inspections. Certain new permit types also require a neighborhood noticing period prior to
permit issuance. HOA properties are required to demonstrate HOA consent prior to issuance of an STR
permit via documentation required at time of STR permit application.
This STR Guidelines document is meant to serve as a comprehensive guide for STR owners and
operators to inform permit eligibility, application requirements, and how to maintain compliance with STR
regulations. All “Sections” refer to sections in the City of Aspen Land Use Code.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES1174
22
Glossary of Terms
Condo-hotel. A condo-hotel is a lodging property which meets the definition of Lodge in Section
26.104.110, Use Categories, and in which ownership of individual lodge units has been condominiumized
in accordance with The Colorado Condominium Ownership Act, C.R.S. § 38-33-101, et. seq.
Hotel. See definition of Lodge, Section 26.104.110 Use Categories.
Motel. See definition of Lodge, Section 26.104.110 Use Categories.
Lodge. See definition of Lodge, Section 26.104.110 Use Categories.
Natural Person. A living, individual human being, as distinct from a “legal person” for the purpose of
assigning certain legal rights.
Owner-Occupied. A residential property that serves as the primary residence of the title owner of the
property.
Owner-Occupant. For the purposes of permitting specific types of STRs, owner-occupant is a natural
person whose principal residence is the City of Aspen residential property or unit for which an STR
permit is sought.
Permittee. Permits shall only be issued in the name of one natural person who has an ownership interest
(of at least 10%) in the property for which the permit is issued.
Pillow. A unit of measure for assessing affordable housing generation and occupancy of lodge rooms/
units per bedroom in an STR. Each lodge and STR unit shall be considered to have two pillows for each
bedroom. For calculating occupancy in STRs, sleeper sofas, murphy beds, and similar sleeping
accommodations shall be considered as two pillows. Studio units shall be considered to have two
pillows.
Primary residence. The permanent residential address, as demonstrated by acceptable legal
documentation described in this title, of an owner-occupied STR permit holder.
Qualified Owner’s Representative (QOR). A natural person who is legally designated on the permit
application by the permittee to apply for and maintain compliance with a City of Aspen STR permit.
For each STR property, there may be only one qualified owner’s representative. All qualified owner’s
representatives must have a business license through the City of Aspen.
Short-term Rental (STR). The use or occupancy of a residential property or dwelling unit, in whole or in
part, by the general public for a fee, primarily for tourist accommodations, and for a period of less than
30 days. Timeshare, hotel, motel, and bed and breakfast uses are not STR uses.
SECTION 1: INTRODUCTION TO SHORT-TERM RENTALS
CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES175
SECTION 2: CHOOSING A PERMIT
There are three STR permit types available to property owners wishing to rent their units for periods of
less than 30 days. The STR permit is differentiated based on the permittee’s residency, zone district, and
usage of the unit. Each STR permit type has different regulatory and financial requirements which are
described in detail in this document.
When the permittee or QOR applies for a new STR permit or is renewing an STR permit, the permittee
or QOR will choose from one of the following permit types:
• Short-term Rental Classic Permit (STR-C),
• Owner-occupied Short-term Rental Permit (STR-OO), or
• Lodging Exempt Short-term Rental Permit (STR-LE).
Some units may be eligible for more than one type of permit, however only one permit is allowed per
unit. To determine which permit type a unit can apply for, use the flow chart on the following page.
Credit: C2 Photography CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES3176
44
Permit Flow Chart
To determine which STR permit you may apply for, please follow the below prompts:
MY UNIT IS CONSIDERED A “LODGE” PER THE CITY OF ASPEN MUNICIPAL CODE
DEFINITION IN SECTION 26.104.110, USE CATEGORIES:
Lodge uses have the following characteristics:
•At least fifteen individual units used for overnight lodging by the general
public, and
•With or without kitchens within individual units, and
•With or without meals provided, and
•Which has common reservation and cleaning services, combined utilities and
on-site management and reception services, and
•On-site, in-person management and reception services during normal
business hours (remote management and reception services may be
provided all other times).
To qualify as a Lodge use, the property must have at least three of the following amenities on-site:
•Commercial kitchen or other in-house food service.
•On or off-site fitness or gym facilities.
•Pool, hot tub, sauna, or spa facilities.
•Lounge.
•Entertainment facilities accessible to guests.
•Bar or restaurant.
•Retail or services (such as guide services, concierge, equipment rental or
repair, spa or beauty facility).
•Meeting, conference, entertainment, or ballroom facilities.
•Other amenities as may be provided to address the specific lodge needs.
YES, you can apply for an STR-LE permit.
Please see Section 3.A for details on the STR-LE
permit.
NO.
MY UNIT IS MY PRIMARY RESIDENCE, AND I CAN SUBMIT TWO OF THE FOLLOWING
VALID DOCUMENTS INDICATING THAT THE STR IS MY PRIMARY RESIDENCE:CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES177
5
i.Valid Colorado driver’s license;
ii.Valid motor vehicle registration;
iii.Voter registration;
iv.Federal or state tax return; or,
v.Other legal documentation deemed sufficient by the Community Development
Director which is pertinent toward establishing principal residence.
YES, see below.NO.
YOU CAN APPLY FOR THE STR-OO
PERMIT.
The STR-OO permit allows a maximum of
120 rental nights per year.
Please see Section 3.B for details on the
STR-OO permit.
WHAT IF I WANT TO RENT
MY UNIT FOR MORE THAN
120 DAYS PER YEAR?
YOU CAN APPLY FOR THE STR-C
PERMIT.
The STR-C permit allows an unlimited
number of rental nights per year.
In certain residential zones, there are
a limited number of STR-C permits
available; applicants may be subject to a
waitlist.
Please see Section 3.C for details on the
STR-C permit. CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES5178
66
3.A: Lodging Exempt Short-term Rental (STR-LE)
Who is it for?
The Lodging Exempt STR (STR-LE) permit is available solely to lodging and condo-hotel properties
which meet the definition of Lodge or Condo-hotel per Section 26.104.110, Use Categories. Some
characteristics of Lodges and Condo-hotels include, but are not limited to, common reservation and
cleaning services, combined utilities, and on-site, in-person management and reception services during
normal business hours. Properties eligible for STR-LE permits are required to be marketed under a
unified brand and marketing model where the individual ownership of units is secondary to the central
brand of the property. There is no limit to the number of rental nights allowed under the STR-LE permit.
Fractional ownership units and/or timeshares are not regulated under Ordinance No. 09, Series of 2022.
Multi-family condominiumized residential properties that do not meet the definition of Lodge or Condo-
hotel are not eligible for STR-LE permits and must instead apply for an STR-OO or STR-C permit.
Application Requirements
If desired, one STR-LE permit may be applied for to cover multiple properties within a lodge or condo-
hotel property. A QOR must be designated as the primary point of contact for the permit. The QOR
may apply for the STR-LE permit on behalf of multiple properties and is required to list the total number
of properties covered by the single permit. In addition to the QOR responsibilities as described within
the STR Program Guidelines, the QOR is responsible for filing taxes on behalf of any units covered
under the single STR-LE permit.
In the instance which a property owner chooses to obtain a permit solely for their lodge unit, they may
apply for a STR-C or STR-OO permit as the permittee and may designate a QOR if they desire to do so.
The QOR is responsible for filing taxes on behalf of the property and each permittee and QOR must
have a valid business license.
Each QOR and the owners of all units covered under STR-LE permits are required to maintain valid
business licenses through the City of Aspen’s Finance Department. The QOR will be responsible for
maintaining up-to-date business license information for each property covered in an STR-LE permit.
An affidavit attesting to eligibility for the STR-LE permit must be submitted with each STR-LE permit
application; only one affidavit is required per permit. STR-LE units are not required to provide public
noticing.
Permit Limits
Unlimited numbers of STR-LE permits are available in zone districts where STRs are a permitted use.
STR-LE permits are prohibited and not available for properties within in the A, OS, P, WP, A and PUB
zone districts.
SECTION 3: DESCRIPTION OF PERMIT TYPES
Requirements:Department & Process:Cost:
Business License Finance; annual renewal $150/year
Short-term Rental Permit Community Development; annual renewal $148/unit/year
Sales & Lodging Tax Finance; quarterly filings 11.3%*
Financial RequirementsCITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES*May be subject to change
179
3.B: Owner-occupied Short-term Rental (STR-OO)
Who is it for?
The Owner-occupied STR (STR-OO) permit is available only to City of Aspen residents who own and
can prove that the property is their primary residence. STR-OO permits are issued to full-time Aspen
residents and are limited to 120 rental nights per calendar year from the date of permit issuance. If an
applicant wishes to short-term their property for more than 120 nights per year, they may apply for an
STR-C permit.
Application Requirements
Applicants who wish to obtain an STR-OO permit are required to submit two forms of valid
documentation indicating that the property is the permittee’s primary residence. The following are
acceptable forms of proof of primary residence:
•Valid Colorado driver’s License
•Valid motor vehicle registration
•Voter registration
•Federal or state tax return
•Other legal documentation pertinent toward establishing principal residence may be deemed
sufficient by the Community Development Director.
Applications for STR-OO permits require the full name of a natural person as the “permittee” on the
application. If the title to the property is held by a corporation, partnership, association, or company,
the name and contact information of any officer, director or stockholder holding 10% or more of the
interests in the corporation, partnership, association, or company is required on the application.
If desired, permittees can designate a QOR to be the property manager for the STR property. The
QOR must live within the Roaring Fork River Drainage Area (see next page for map) so that they are
able to promptly respond, in-person, to emergencies at the property within two hours of being notified.
All contact information for a QOR must be included in the STR application, and any updates to QOR
contact information must be provided to the Community Development Department within 10 days or
the permittee will be subject to enforcement action.
All permittees and/or QOR of STRs are required to maintain valid business licenses through the City
of Aspen’s Finance Department. Applicants wishing to obtain an STR-OO permit are responsible for
maintaining compliance with life safety standards in Title 8 of the City’s Municipal Code and in these
STR Program Guidelines. A signed self-inspection affidavit indicating compliance with life safety items
will be a required submission with each permit application. STR properties may be subject to inspection
by City staff and their agents within 48 hours’ notice. In addition to the self-inspection affidavit, STR-OO
applicants must submit a signed document indicating that they have HOA approval to operate an STR
at the property.
Upon application for a new STR-OO permit, the permittee is subject to a 15-day neighborhood noticing
period in accordance with the requirements in Section 26.304.060.E.3.b-c. Manner of Notice. The
permittee is responsible for posting signage and mailing notices to each property within 300 feet of the
subject property. Proof of noticing is required prior to permit issuance. Permit renewals do not require
neighborhood noticing.
SECTION 3: DESCRIPTION OF PERMIT TYPES
CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES7180
88 I-70
US 6
I-70
CO
8
2
Silt
Glenwood
Springs
Rifle
New
Castle
NOTE:
Data source for this map:
Federal/State Lands, Private Parcels,
Municipalities, Roads and Water Features
from Garfield County GIS Department.
Colorado River from USGS National
Hydrography Dataset Program.
This map/drawing/image is a graphical representation
of the features depicted and is not a legal
representation. The accuracy may change
depending on the enlargement or reduction.
Copyright 2010 Aspen/Pitkin GIS 031.5
Miles
Legend
Roads
Colorado River (Project Area)
Water Features
Adjusted 5 mi Buffer
Actual 5 mi Buffer
Private Parcels
Municipalities
BLM
STATE OF CO
DEPT OF ENERGY
USFS
APCHA OWNERSHIP
EXCLUSION ZONE
Roaring Fork Drainage Area
Permit Limits
Unlimited numbers of STR-OO permits are available in zone districts where STRs are a permitted use.
STR-OO permits are prohibited and not available for properties within in the A, OS, P, WP, A, and PUB
Zone Districts.
SECTION 3: DESCRIPTION OF PERMIT TYPES
Financial Requirements
Requirements:Department & Process:Cost:
Business License Finance; Annual Renewal $150/year
STR Permit Community Development; Annual Renewal $394/year
Sales & Lodging Tax Finance; Quarterly Filings 11.3%*CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES*May be subject to change
181
SECTION 3: DESCRIPTION OF PERMIT TYPES
3.C: Short-term Rental Classic (STR-C)
Who is it for?
The STR Classic (STR-C) permit may be issued to any natural person who owns a residence in the City
of Aspen. Unlike the STR-OO permit, STR-C permits are available to non-owner-occupied residential
properties in the City of Aspen, and proof of primary residence is not required. STR-C permits are also
available to owner-occupied residences where the permittee wishes to short-term rent the property for
more than 120 nights per year.
Application Requirements
The STR-C permit is available in limited quantities in certain zone districts (see STR-C Permit Cap
Details on page 11). STR-C permits are capped in residential zones. All STR-C permit applications for
properties within a capped zone district will be subject to a waitlist if the number of STR-C permits
issued does not meet the threshold for the total allowable permits. The STR-C waitlist is updated on a
regular basis and publicly available at aspen.gov/strs.
STR-C permit applications require the full name of a natural person as the permittee on the application.
If the title to the property is held by a corporation, partnership, association, or company, the name and
contact information of any officer, director or stockholder holding ten percent or more of the interests
in the corporation, partnership, association, or company is required on the application.
If desired, permittees may designate a QOR to be the primary point of contact for the property. The
QOR must live within the Roaring Fork River Drainage Area so that they are able to promptly respond,
in-person, to emergencies at the property within 2 hours of being notified. All contact information for
a QOR must be included in the STR application, and any updates to QOR contact information must be
provided to the Community Development department within 10 days or the permittee will be subject to
enforcement action.
All permittees and/or QOR of STRs are required to maintain valid business licenses through the City
of Aspen’s Finance Department. Applicants wishing to obtain an STR-OO permit are responsible for
maintaining compliance with life safety standards in Title 8 of the City of Aspen Municipal Code and in
this document. A signed self-inspection affidavit indicating compliance with life-safety items will be a
required submission with each permit application. STR properties will be subject to inspection by City
of Aspen staff and their agents within 48 hours’ notice. In addition to the self-inspection affidavit, STR-C
applicants must submit a signed document indicating that they have HOA approval to operate an STR
at the property.
Upon application for a new STR-OO permit, the permittee is subject to a 15-day neighborhood noticing
period in accordance with the requirements in Section 26.304.060.E.3.bc. Manner of Notice. The
permittee is responsible for posting signage and mailing notices to each property within 300 feet of the
subject property. Proof of noticing is required prior to permit issuance. Permit renewals do not require
neighborhood noticing.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES9182
1010
SECTION 3: DESCRIPTION OF PERMIT TYPES
Requirements:Department & Process:Cost:
Business License Finance; Annual Renewal $150/year
STR Permit Community Development; Annual Renewal $148/unit/year
Sales & Lodging Tax Finance; Quarterly Flings 11.3%*
Permit Limits
There is no annual limit on the number of nights per year an STR-C may operate; however limited
numbers of STR-C permits are available for issue in residential zone districts (see page 11). An
unlimited number of STR-C permits are available in the L, CL, CC, and C-1 Zone Districts and Lodge
and Lodge Preservation Overlay. STR-C permits are prohibited in the A, OS, P, WP, A, and PUB Zone
Districts (see page 11).
Financial Requirements
CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES*May be subject to change
183
SECTION 3: DESCRIPTION OF PERMIT TYPES
Zone District:Number of STR-C Permits:
RR – Rural Residential 2
R-3 - High Density Residential 1
R-6 – Medium Density Residential 81
R-15 – Moderate Density Residential 47
R-15A – Moderate Density Residential - A 8
R-15B – Moderate Density Residential - B 12
R-30 – Low Density Residential 1
R/MF – Residential Multi-Family 190
R/MFA - Residential Multi-Family - A 12
AH - Affordable Housing 9
MU – Mixed Use 39
NC – Neighborhood Commercial 1
SCI – Service/Commercial/Industrial 2
SKI – Ski Area Base 2
C-1 – Commercial Unlimited permits allowed
CC – Commercial Core Unlimited permits allowed
L - Lodge Unlimited permits allowed
CL – Commercial Lodge Unlimited permits allowed
Lodge Overlay Unlimited permits allowed
Lodge Preservation Overlay Unlimited permits allowed
A - Academic Prohibited
C – Conservation Prohibited
OS – Open Space Prohibited
PUB - Public Prohibited
P - Park Prohibited
WP – Wildlife Preservation Prohibited
* Caps by zone district may be amended time to time. All STR locations, allowable zones, permit information, and waitlist
status may be found on the City of Aspen’s STR website.
Short-term Rental Classic (STR-C) Permit Cap Details
Aspen City Council placed caps on the number of STR-C permits available for issue in residential
zone districts. Caps are designed to ensure zone districts function as intended and in harmony with
established uses. All permit types, including STR-C, are allowed with no cap in the L, CL, CC, and C-1
zone districts, and Lodge Overlay and Lodge Preservation Overlay Zones.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES11184
1212
SECTION 4: APPLICATION INFORMATION
When applying for an STR permit, the following information will be required and verified by City staff
on each application form. Applicants are urged to gather all necessary information prior to starting an
application for STR permit, as applications with incomplete or incorrect information will experience
delayed processing times and may be rejected altogether.
Permittee Information
Detailed permittee information is required on all applications. STR-LE permits are exempt from this
requirement if the permit covers multiple properties in a lodge. The QOR may enter their contact
information in the Permittee section of an STR-LE application.
The permittee must have a 10% (or greater) ownership interest in the property. If a property is owned by
an LLC, trust, or other organization, that business must designate one of its owners to be listed as the
permittee. The permittee must be a natural person, as distinct from a legal person, for the purposes of
this application. A first and last name is required on an application; LLC, trust, or organizational names
will not be accepted.
STR properties and permits are the legal responsibility of the permittee named in the application,
including compliance with regulations, enforcement, and responsiveness to visitors and City staff.
Required Permittee Information: First Name, Last Name, Mailing Address, Phone Number, Email
Address
Qualified Owner’s Representative (QOR)
All STR units and permits are the responsibility of the permittee, who is the owner of the property.
This is inclusive of compliance, enforcement, and responsiveness to visitors and City staff. The City
recognizes that many STR property owners live out of town and for this reason are unable to respond
to concerns at the STR property in person or in a timely manner. In other cases, property owners may
simply prefer to hire an individual or property management company to run the STR unit, even if they
reside at the property or live nearby. If for whichever reason the property owner is either unable or
unwilling to be the point of contact for the STR unit, the owner may designate a qualified owner’s
representative (QOR) in their place.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES185
SECTION 4: APPLICATION INFORMATION
If designated by the permittee, the QOR is responsible for maintenance of the STR property and timely
response to all inquiries from tenants and City officials. Any code or legal violations or revocation of
the STR permit will be the responsibility of the permittee, who is the property owner. The City will
not hold the QOR legally liable for the STR permit or STR unit, but if a QOR is designated, it is the
QOR responsibility to inform the permittee of any code violations against the unit. The QOR must
respond in-person to all emergencies at the STR property within 2 hours of a phone call by tenants
or emergency personnel. The QOR must respond to all non-emergency inquiries as appropriate to
the inquiry within 24 hours. Failure of a QOR to respond to a call or message from a tenant or the
Community Development Director within 24 hours shall result in an enforcement violation subject to
actions and penalties as described in Section 26.530.070.
Only one QOR may be designated per STR permit, and the QOR must have a valid business license
through the City of Aspen. The QOR must physically reside in Eagle, Pitkin, Garfield, or Gunnison
Counties, or within the Roaring Fork River Drainage Area. The QOR’s physical address will be verified
at time of application to ensure the QOR resides within a 2-hour driving distance from the STR address.
Other contact information for the QOR, including first and last name, email address, day and nighttime
phone numbers, business license information, and company affiliation, is required in the STR permit
application. Failure to provide or update QOR contact information for an STR permit within 10 days of
any change can result in an enforcement violation for the permittee. Should a permittee need to change
or update the contact information for a QOR on an issued permit, they may do so by contacting the
Community Development Department for instructions.
Required QOR Information: First Name, Last Name, Physical Address, Phone Number, Email Address
STR Property Information
The following information will be required on every application as it pertains to the STR unit.
Occupancy Limits
Operational requirements include adherence to the occupancy limits for the STR unit as listed on the
permit. Studio units shall have an occupancy of two plus one. All STR units with one or more bedrooms
shall have an occupancy of two plus two per bedroom. Bunkrooms will count as two occupants per
bedroom regardless of the number of pillows. Permittees and/or QORs must determine and list the
number of allowed occupants on the application for each STR unit. Occupancy may be verified by City
staff and failure to accurately list occupancy or exceeding the posted occupancy is a violation.
Pitkin County Assessor Information
Applicants will be required to list the Pitkin County Parcel ID number, Pitkin County owner’s name,
number of bedrooms, and size of heated area of the residence. This information can be accessed via the
Pitkin County Assessor’s Property Search website.
Pitkin County Assessor’s Property Search Website:
https://qpublic.schneidercorp.com/Application.aspx?AppID=1071&LayerID=26013&PageTypeID=2&PageID=10531 CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES13186
1414
Zoning
Zoning requirements limit the location and number of STRs in the community. They prevent
unreasonable burdens on services and impacts on neighborhoods posed by STRs. Special regulations
of these uses are necessary to ensure that STRs are compatible with surrounding land uses and do not
harm and alter the neighborhoods in which they are located. The applicant will be required to select
the zone district in which the STR unit is located on the permit application. Applicants may use the STR
Eligibility Map to determine their zone district.
STRs are permitted in the following zones: R-3, AH, R/MF, R/MFA, R-6, R-15, R-15A, R-15B, R-30, RR, SCI,
NC, MU, SKI, L, CL, CC, and C-1. STRs are prohibited in the A, C, OS, P, PUB, and WP Zone Districts,
and no STR permits will be issued to properties in these zones.
To determine which zone a property is located within, please visit the City’s STR Eligibility Map:
https://experience.arcgis.com/experience/48e993d78c324291a543b591fb082972/
Required STR Property Information
Supplemental Documents
Permittees and/or QORs must submit all required supplemental documents with each STR permit
application. Requirements vary by permit type and the required documents for the specific permit
application shall be listed on the application form. All supplemental documents can be accessed
via aspen.gov/strs. Prior to starting an application, the permittee and/or QOR should review these
documents and gather all necessary information and signatures. Supplemental documents must be
completed entirely and submitted as PDF file attachments with the application form. Blurry, incomplete,
or incorrectly formatted files will delay the processing time for an application and may be cause for
rejection of the application.
STR-C Supplemental Documents
HOA Compliance Affidavit
Self-Inspection Checklist and Affidavit
Public Notice Affidavit (required submission after permit approval, upon staff request)
Renewal applications are not subject to noticing requirements.
SECTION 4: APPLICATION INFORMATION
Physical address Size of heated residence (square feet)
Pitkin County parcel ID number Location of parking spaces
Pitkin County owner name Location of fire extinguisher
City of Aspen zone district Day of trash and recycle pickup
Number of bedrooms Day of compost pickup
Number of permitted occupants Listing numbers for 3rd party advertisements
CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES187
STR-OO Supplemental Documents
SECTION 4: APPLICATION INFORMATION
HOA Compliance Affidavit
Self-Inspection Checklist and Affidavit
Public Notice Affidavit (required submission after permit approval, upon staff request)
Renewal applications are not subject to noticing requirements.
STR-LE Supplemental Documents
Lodging Exempt affidavit
Previous notices of code violations or complaints filed against the property
Business Licensing
In addition to completing and submitting an STR permit application and all required supplemental
documents, business licenses are required for STR operations within the City of Aspen. Pursuant to
its municipal code Section 23.32.020, the City of Aspen requires that any entity doing business within
the City limits, either directly or indirectly, obtain a combined Sales Tax and Business License. This
means that both permittees and QORs (if designated) are required to obtain a combined sales tax and
business license from the City’s Finance Department. STR permits will not be issued until valid business
licenses have been verified for permittee(s) and QOR listed on a permit.
Business licenses can be applied for through the Finance Department website.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES15188
1616
SECTION 5: OPERATIONAL REQUIREMENTS
Non-Transferability & STR-C Waitlist
Non-Transferability
All STR permits issued on or after October 1, 2022, are non-transferable. STR permits are granted only
for the property address and permittee listed on the permit. If sale of a property with a permitted STR
occurs, the permit will be revoked. Permits may not be transferred between properties.
If a property is owned by a partnership, corporation, association, company, or other legal entity, a
transfer of ownership shall have occurred if the permittee name on the permit application changes.
STR-C Permit Waitlist
STR-C permits are available in limited numbers in residential zone districts. Applicants wishing to obtain
a new STR-C permit in a capped zone will be subject to a waitlist maintained by the City. To secure a
position on the waitlist, the permittee and/or QOR must submit a complete, compliant STR-C permit
application and pay applicable permitting fees. STR-C permits in capped zones are issued on a first
come first served basis based on date and time the application was received.
When a permittee and/or QOR has been notified that an STR-C permit is available, the permittee and/
or QOR has 14 days to respond to the City regarding the approved STR-C permit. If the permittee and/
or QOR fails to respond within 14 days, the waitlist spot will be forfeited, and the available STR-C permit
will be granted to the next approved applicant on the waitlist.
View the City of Aspen STR Waitlist at the following:
aspen.gov/strs
Neighborhood Noticing
Why Is Noticing Required?
Upon application for a new STR-OO or STR-C permit, permittees are subject to a neighborhood
noticing period in accordance with the requirements in Section 26.304.060.E.3.b-c. Noticing requires
that a permittee post signage at the STR property and mail notices to surrounding addresses that
are within 300 feet of the unit. The intent of neighborhood noticing is to make residents aware of the
applicant’s intention to use the subject property as a new STR. The noticing period gives neighbors
an outlet through which to provide feedback about proposed STR uses at subject properties. Permit
renewals do not require neighborhood noticing.
When to Notice
Applicants should expect to provide notice after a new STR-C or STR-OO application is submitted and
before it is issued. Once an STR-C or STR-OO permit is received, City staff will review the application
for completeness and compliance. If the review is approved, the applicant will be notified to initiate
the neighborhood noticing period. At the close of the notice period, the applicant will provide proof of
notice in the form of a signed Public Notice Affidavit including a photo and mailing list copy attached.
Community Development staff will review neighborhood feedback and proof of notice prior to permit
issuance.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES189
SECTION 5: OPERATIONAL REQUIREMENTS
How to Notice
When an applicant is notified to commence the neighborhood notice period at a property, the applicant
will obtain a public notice document from the Community Development Department that the applicant
must have professionally printed as a 24-inch by 36-inch poster made of waterproof materials. Lettering
on the signage should measure at least 1-inch tall. The poster should be secured in an obvious location
at the proposed STR property for a minimum of 15 days. The applicant must photograph the sign and
will be required to attach the photo to the Public Notice Affidavit to be submitted at the end of the 15-
day noticing period. Advertising signs, logos or realtor signs shall not be permitted on any STR-C and
STR-OO licensed property unless the property is listed for sale.
The applicant is also responsible for mailing or hand delivering the contents of the public notice to each
address within 300 feet of their property. The mailing of notice must be completed during the 15-day
noticing period in which the signage is also posted. The names and addresses of property owners can
be obtained from the Pitkin County Community Development website using the “Create Mailing List”
link and instructions below:
1. Click the “Create Mailing List” link at the left side of the screen.
2. Select “Search Parcels by Address ” and click the “Next” button.
3. Begin typing the STR property address in the box, select the STR address from the
dropdown menu, and click the “Next” button.
4. Confirm the requested distance as 300 feet, and click the “Next” button.
5. Your mailing list will populate as both a PDF file and an Excel file.
Pitkin County Maps & More ‘Create Mailing List’:
https://maps.pitkincounty.com/gvh/?viewer=ComDev
The addresses should be those on the current tax records of Pitkin County as they appeared no more
than 60 days prior to the start date of the notice period. The applicant should photocopy the mailing
labels before attaching to envelopes as a copy of the mailing list will need to be attached to the Public
Notice Affidavit to be submitted at the end. At their discretion, the applicant may include additional
notes, text, or graphics along with the required public notice.
Proof of Notice
Proof of noticing is required prior to
permit issuance. After the applicant has
finished the 15-day notice period, the
applicant should complete the Public
Notice Affidavit located at aspen.gov/strs,
and attach the photograph of the noticing
sign and mailing list used. Proof of notice
shall be emailed to strs@aspen.gov with
the STR property address in the subject
line. Permits shall be approved, approved
with conditions, or denied within 21 days
following the closure of the notice period
and submission of proof.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES17190
1818
SECTION 5: OPERATIONAL REQUIREMENTS
Life Safety & In-unit Compliance
Life Safety Requirements
STR properties must be regularly maintained for the safety of all inhabitants. Permittees are required to
submit a signed Self-Inspection Checklist and Affidavit with each STR permit application indicating basic
maintenance intended to support life safety at the property has been performed. The affidavit includes
language indicating that the subject property will comply with Municipal Code Title 8. If a permittee is
unsure whether their property meets the code requirements in Municipal Code Title 8, they may hire a
third-party home inspection agent at their own expense.
In-Unit Messaging Requirements
These requirements include the posting of permits, business licenses, and in-unit messaging documents
such as the Good Neighbor Guide that will be made available to the permittee via their MuniREVS
account upon issuance of a permit. Applicants are also required to produce a fire escape plan for their
residence.
STR regulations require that the Good Neighbor Guide, STR permit, associated business licenses, and
in-unit messaging be displayed inside each unit for renters to access. The Good Neighbor Guide is
available at aspen.gov/strs.
Issued permits, business licenses, and the in-unit messaging document will be made available to the
permittee upon issuance of an STR permit.
The Self-Inspection Checklist and Affidavit, as well as the Good Neighbor Guide, can be accessed
at:
aspen.gov/strs
Inspections
By signing and submitting an STR permit application, and subsequently being granted a permit,
the permittee or QOR shall consent to inspections of the property for the purpose of determining
compliance with City codes, regulations and laws.
Inspections will be made by City officials or their agents on an as-needed basis. If through a citizen
complaint or audit it is determined by the Community Development Director or that an inspection of
the STR property is warranted, the permittee or QOR will be made aware of the intent to inspect. No
inspection will be made without first giving the permittee, or if applicable, the QOR, 48 hours’ notice of
the inspection. Failure of the permittee or QOR to respond to a call from the Community Development
Director within 24 hours will result in a notice of violation issued to the permittee.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES191
SECTION 6: ENFORCEMENT
Complaints
The City of Aspen actively enforces its STR regulations through inspections, citizen complaints, audits,
and permitting. These measures ensure that STRs reinforce, not undermine, community policies and
character. Active enforcement ensures that visitors who choose to stay in STRs are informed of the
unique qualities of mountain living and enhance our community culture by being good visitors and
acting as neighbors and community members during their stay. The STR permittee, and if applicable,
QOR, play an essential role in supporting and advancing these policies and supporting the City’s
enforcement activities.
The City of Aspen takes enforcement of STRs seriously. If you have a complaint about an STR,
permitted or un-permitted, submit your Complaint to the City’s Code Enforcement Division:
aspen.gov/aspen311
Upon receipt of a complaint, Community Development staff will determine if the complaint is valid
and if a potential violation of City’s codes, regulations, or laws has occurred. Valid complaints will
first be referred to the permittee, or if applicable, the QOR for response and correction. Community
Development staff will follow up with any complaining party, the permittee, or their QOR for compliance
or resolution. The permittee or QOR must respond to all complaints or inquiries from occupants and
City officials within 24 hours. Failure to respond within 24 hours shall result in an enforcement violation.
All valid complaints will be recorded and kept on-file including the address, permittee name, permit
number, business license number associated with the complaint, and the complainer’s name and contact
information.
The City is not responsible for complaints against an HOA, hotel, or condo-hotel’s own guidelines
outside of the City’s code, rules, and regulations.
Violations & Penalties
What Constitutes a Violation?
The following offenses are grounds for issuance of a notice of violation; this list is for illustrative
purposes only and is not exhaustive or indicative of all violations that can occur:
• Failure of a permittee or, if designated, QOR, to respond to a complaint or inquiry from an
occupant within two hours.
• Failure of a permittee or, if designated, QOR, to respond to a complaint or inquiry from City
officials within 24 hours.
• Failure to adhere to the total allowed occupancy at a unit.
• Failure to adhere to rental night limits for an STR-OO permit.
• Failure to provide or update QOR contact information with the Community Development
Department within 10 days of a change.
• Failure to comply with applicable life safety standards in Municipal Code Title 8.
• Failure to display required in-unit messaging as described in operational requirements.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES19192
2020
SECTION 6: ENFORCEMENT
• Failure to provide the Good Neighbor Guide to occupants.
• Failure of an STR permittees to assist STR occupants in being ‘good neighbors’ by recognizing
their obligation to following the rules and customs of the community as described in the Good
Neighbor Guide.
• Failure to comply with any of the requirements in Section 26.530 or in this STR Guidelines
document.
Any repeat complaint or unaddressed notice of violation of City codes, regulations or the requirements
of any license issued under Section 26.530. shall be referred to either the Community Development
Director, City of Aspen Police Department, or the City of Aspen Attorney’s Office and investigated, if
appropriate.
How can a permit be revoked?
STR permits may be revoked by the Community Development Director for any of the following reasons:
• Property sale or transfer of ownership.
• Failure to renew a permit within 14 days of the expiration date.
• Failure to remit permit fees, taxes, or pay fines within a single permit cycle.
• Three notices of violation for a property within a single permit cycle.
• Failure to rent the property during the term of the permit as evidenced by one year of zero tax
filings.
Any permittee that violates or allows another to violate any section of Section 26.530 may be subject
to prosecution in Municipal Court and upon conviction subject to the fines and penalties set forth in
Section 1.04.080. A first offense shall be punishable by a fine of no less than five-hundred dollars ($500).
Each day of any violation of this section shall constitute a separate offense.
Civil Remedies
The City Attorney may institute injunctive, abatement, or other appropriate action to prevent, enjoin,
abate or remove a violation of Section 26.530 when it occurs. The same right of action shall accrue to
any property owner who may be especially damaged by violation of Section 26.530. An STR permit
shall be automatically revoked by the Community Development Director upon the third conviction of
a violation of Section 26.530 or the STR Program Guidelines by the permittee of the property subject
to the permit within the one year. Until paid, any delinquent charges, assessments, or taxes made or
levied by the City pursuant to this Title shall, as of recording, be a lien against the property on which
the violation has been found to exist. If not paid within 30 days from the date of assessment, the City
Clerk may certify any unpaid charges, assessments, or taxes to the Pitkin County Treasurer to be
collected and paid over by the Pitkin County Treasurer in the same manner as taxes are authorized to
be by statute together with a 10% penalty for costs of collection. Any lien placed against the property
pursuant to Section 26.530 shall be recorded with the Pitkin County clerk and recorder.CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES193
SECTION 7: FINANCIAL INFORMATION
Permittees and, if applicable, the QOR of a STR is required to maintain a City business license and must
collect and remit all applicable tax directly to the City through the MuniRevs platform https://aspen.
munirevs.com/ under the business license account for the STR property. The City of Aspen does not
accept any third-party tax payments from platforms such as Airbnb or VRBO.
Pursuant to Section 23.32.020, the City requires that any entity doing business within the City limits
obtain a business license. The City of Aspen issues annual business licenses that are valid for the
calendar year in which they are issued. Fees for the license are not prorated, regardless of when the
license is issued, or the business started.
MuniRevs is designed to assist STR owners and operators in routine tax filing process and will
automatically send an emailed reminder to submit tax return and payment based on the individual’s
filing schedule. Filing schedules can be monthly, quarterly or annually. Additionally, the software is
structured to send delinquent notice(s) if a return and/or payment is not completed by the routine
deadline which is the 20th day of the month following the end of the tax period, or the following
business day if a holiday or weekend.
For more information about business license requirements, visit:
aspen.gov/1386
For more information about the process for tax remittance, visit:
aspen.gov/1392
For general tax information, visit:
aspen.gov/1389 CITY OF ASPEN SHORT-TERM RENTAL PROGRAM GUIDELINES21194
Ordinance #09, Series of 2022
Short-term Rentals
Page 1 of 14
ORDINANCE NO. 09
(Series of 2022)
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO,
AMENDING THE VACATION RENTAL REGULATIONS IN THE CITY OF ASPEN
LAND USE CODE.
WHEREAS, the City of Aspen (the “City”) is a legally and regularly created, established,
organized and existing municipal corporation under the provisions of Article XX of the Constitution
of the State of Colorado and the home rule charter of the City (the “Charter”); and,
WHEREAS, the City of Aspen currently regulates land uses within the City limits in
accordance with Chapter 26.104 et seq. of the Aspen Municipal Code pursuant to its Home Rule
Constitutional authority and the Local Government Land Use Control Enabling Act of 1974, as
amended, §§29-20-101, et seq. C.R.S; and,
WHEREAS, Aspen is a tourists destination, attracting tens of thousands of visitors a year in
all seasons, visitors which require transient tourist accommodations and participate in and support
Aspen’s tourist economy; and,
WHEREAS, a variety of tourist accommodations at varied sizes, quality, and price points is
essential to supporting the City’s tourist economy; and,
WHEREAS, a tourist-based economy such as the City’s requires a sufficient number of
employees to provide the services required to serve such an economy. Without adequate
workforce housing, a tourist-based economy cannot thrive; and,
WHEREAS, to allow for a sufficient number of employees to be hired to provide the
services necessary to sustain a tourist-based economy there must be an adequate supply of
workforce housing; and,
WHEREAS, historically, the long-term rental of residential property, or at least the
long-term rental of space within a residential property, has been an important means for
providing workforce housing within the City; and,
WHEREAS, in addition to the required workforce housing, it is also essential to the
continued vitality of the City’s economy that adequate short-term housing be made available to
the many tourists who visit the City each year; and,
WHEREAS, short-term rentals are extremely valuable to the City’s economy and exist
in various locations throughout the City; and,
WHEREAS, the operation of a short-term rental in the City is the operation of a
business; and,
195
Ordinance #09, Series of 2022
Short-term Rentals
Page 2 of 14
WHEREAS, without regulations and limitations on their operation and extent, short-
term rentals also have adverse impacts on the character of residential neighborhoods and the
availability of long-term housing options; and,
WHEREAS, tourists visitation, the operation of tourist accommodations, the goods and
services demanded by tourists, and the transportation systems required to move tourist to and
throughout the community have environmental impacts, measured as Greenhouse Gas
Emissions; and,
WHEREAS, in keeping with the goal of the City’s Comprehensive Plan to preserve
small town character while maintaining livability, the City desires to minimize the negative
impacts of short-term rentals on Aspen’s neighborhoods, housing supply, economy, and
environment; and,
WHEREAS, during the moratorium, adopted Ordinance No. 26, Series of 2021, City
staff engaged in a robust public engagement process which included two online surveys
regarding community perception of short-term rentals and feelings toward specific regulations;
an open house at City Hall which included story boards and an opportunity for feedback; a public
work session to discuss the online survey results and expand further into certain topic areas;
and research into how other municipalities in Colorado regulate short-term rentals; and,
WHEREAS, the Planning and Zoning Commission received and considered the
information gathered through the public engagement process, as well as comments from the
public, during a Meeting held on May 17th, 2022, and voted 4 to 0 to recommend approval of
Ordinance #09, Series of 2022 to City Council; and,
WHEREAS, on December 12, 2021, City Council adopted Ordinance No. 26, Series of
2021 enacting a temporary moratorium in the issuance of new short-term rental permits until
September 30, 2022; and,
WHEREAS, at a regular meeting on May 24, 2022, City Council by a 5 to 0 vote, approved
Ordinance #09, Series of 2022, approving at First Reading a Code Amendment to Vacation Rental
Regulations; and,
WHEREAS, at a regular meeting and properly noticed public hearing on June 28th, City
Council by a 5 to 0 vote, approved Ordinance #09, Series of 2022 on Second Reading; and,
WHEREAS, the Aspen City Council finds that this Ordinance furthers and is necessary for
the promotion of public health, safety, and welfare; and,
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
ASPEN, COLORADO, THAT:
Section 1.
Section 26.104.100 “Definitions shall” be amended as follows:
196
Ordinance #09, Series of 2022
Short-term Rentals
Page 3 of 14
Condo-hotel. A condo-hotel is a lodging property which meets the definition of Lodge in
26.104.110, Use Categories and in which ownership of individual lodge units has been
condominiumized in accordance with The Colorado Condominium Ownership Act, C.R.S. § 38-33-
101, et. seq.
Hotel. See definition of Lodge, 26.104.110 Use Categories.
Motel. See definition of Lodge, 26.104.110 Use Categories.
Natural Person. A living, individual human being, as distinct from a “legal person” for the
purpose of assigning certain legal rights.
Owner Occupied. A residential property that serves as the primary residence of the title owner of
the property.
Owner Occupant. For the purposes of permitting specific types of short-term rentals, owner-
occupant is a natural person whose principal residence is the City of Aspen residential property or
unit for which a short-term rental permit is sought.
Pillow. A unit of measure for assessing affordable housing generation and occupancy of lodge
rooms/units per bedroom in a short-term rental. Each lodge and short-term rental unit shall be
considered to have two pillows for each bedroom. For calculating occupancy in short-term rentals,
sleeper sofas, murphy beds, and similar sleeping accommodations shall be considered as two
pillows. Studio units shall be considered to have two pillows.
Primary residence. The permanent residential address, as demonstrated by acceptable legal
documentation described in this title, of an Owner- Occupied Short-term Rental Permit holder.
Qualified Owner’s Representative. A natural person who is legally designated on the permit
application by the permittee to apply for and maintain compliance with a City of Aspen Short-term
Rental Permit. For each short-term rental property, there may be only one qualified owner’s
representative. All qualified owner’s representatives must have a business license through the City
of Aspen.
Short-term Rental (STR). The use or occupancy of a residential property or dwelling unit, in
whole or in part, by the general public for a fee, primarily for tourist accommodations, and for a
period of less than 30 days. Timeshare, hotel, motel, and bed and breakfast uses are not short-term
rental uses.
Vacation Rental. See short-term rental.
Section 2.
Valid 2021-2022 Permits. 2021 Vacation Rental Permits (2021 VRP) issued pursuant to
Section 26.575.020 “Vacation Rentals” on or prior to December 8th, 2021, shall be deemed to be
valid 2022 STR Permits and shall be valid until December 31, 2022. Valid 2022 permits may be
renewed annually thereafter, subject to the terms and conditions set forth in this chapter until
they are abandoned or revoked in accordance with this chapter. Valid 2022 permits which are
197
Ordinance #09, Series of 2022
Short-term Rentals
Page 4 of 14
renewed after December 31, 2022, may not be transferred to owners or properties other than that
listed on the 2022 STR permit. Upon renewal, 2022 STR permits issued to a corporation,
partnership, association, or company must update the permit application information to comply
with the requirements of Chapter 26.530. The number of Short-term Rental-Classic (STR-C)
permits as of January 1, 2023, may exceed the cap for zone districts, as defined in Chapter
26.530, until such time as they are revoked, abandoned, or otherwise eliminated. Owner-
occupied Short-term Rental Permits and Lodging Exempt Short-term Rental Permits may be
issued with the requirements of Chapter 26.530 beginning October 1, 2022.
Section 3.
Section 26.575.220 “Vacation Rentals” shall be deleted in its entirety.
Section 4.
Chapter 26.530 “Reserved” shall be deleted in its entirety and replaced with the following:
Chapter 26.530
Short-term Rental Regulations
Sec. 26.530.010 Purpose
Sec. 26.530.020 Applicability
Sec. 26.530.030 Permitting Requirements
Sec. 26.530.040 Permitting Procedures and Standards
Sec. 26.530.050 Occupancy and Operational Standards
Sec. 26.530.060 Enforcement
Sec. 26.530.070 Fees
Sec. 26.530.080 Appeals
26.530.010 Purpose
The purpose of this Chapter is to regulate short-term rentals (STRs) as a land use within the City
of Aspen. STRs are an important component of the City’s lodging bed base, support a vibrant
tourist economy, and provide real property owners with STR permits significant financial
benefit. STRs influence property value and occupancy patterns of residential dwelling units.
STRs influence neighborhood character by introducing commercial lodging uses in residential
neighborhoods. STRs require services and infrastructure to operate. STRs further reduce the
potential availability of long-term rental housing to support the local economy and community.
STRs require regulation as a distinct land use to ensure the health, safety, peace, and welfare of
the community through the application of zoning police powers. The following regulations
support the operation of STRs balanced with community policies related to housing,
development, growth management, and a sustainable economy as described in the Aspen Area
Community Plan.
26.530.020 Applicability
A. This chapter applies to all STRs in the City of Aspen. STRs are required to obtain a
permit in accordance with their type and operation as defined in this section. STRs
operating without a permit are subject to enforcement as defined in Section 26.530.060
Enforcement.
198
Ordinance #09, Series of 2022
Short-term Rentals
Page 5 of 14
B. It shall be unlawful for any person, whether a principal or agent, clerk, or employee,
either for him or herself, or for any other person for anybody, corporation or otherwise, to
lease or operate an STR without first obtaining an STR permit in accordance with the
provisions and procedures of this section.
26.530.030 Permitting Requirements
A. Permits.
Any property rented as an STR shall require a permit to operate. Permits shall be approved,
approved with conditions, or denied by the Community Development Director based on the
following criteria:
1) Permittee. Permits shall only be issued in the name of one natural person who has an
ownership interest in the property for which the permit is issued (“Permittee”).
2) Permit Number. STR permits are issued a unique permit number. That permit number
shall be clearly displayed in all advertising and listings of the STR, including but not
limited to all digital and print advertising. The permit number must be listed in the STR,
along with permittee and/or qualified owner’s representative and emergency contact
information as part of the in-unit Community Messaging Program described in the STR
Program Guidelines.
3) Permit Application Contents. The following information is required for STR permit
applications: the owner(s) of the property, the name and contact information of the
proposed permittee; if title to the subject property is held by a corporation, partnership,
association, or company, the name and contact information of any officer, director or
stockholder holding ten percent (10%) or more of the interests in the corporation,
partnership, association, or company; the property address, Pitkin County parcel
identification number; Pitkin County owner name; number of bedrooms and pillows in
the unit in its largest configuration; size of heated area of the STR residence, and all
previous notices of code violations or complaints filed against the property.
4) Licensing. STRs are required to maintain a City of Aspen Business License and are
required to remit lodging and sales tax in accordance with Municipal Code regulations
and Finance department policies. The STR Program Guidelines include details about
licensing and tax compliance standards and procedures.
5) Non-Transferability. Commencing October 1, 2022, STR permits shall be granted only
for the property for which it is issued and solely to the permittee to whom it is issued.
The permit shall not be transferable to any other person, legal entity, or residential
address. If the property is owned by a partnership, corporation, association or company, a
transfer shall be deemed to occur if the permittee transfers his or her interest in the
property to a third-party individual or entity or if more than ten percent (10%) of the
partnership, corporation, association, or company is transferred to a third-party individual
or entity, even if the permittee retains an ownership interest in the property. Upon such
transfer of ownership, the permit shall be deemed terminated and revoked and the new
199
Ordinance #09, Series of 2022
Short-term Rentals
Page 6 of 14
owner of the property shall be required to apply for a new STR permit if it wishes to
continue the use of the property as a vacation rental. The STR permit shall include a non-
transferability clause and notice that the permit shall be deemed terminated and revoked
automatically upon the sale or change of ownership of the property for which a permit
has been issued, as described herein.
B. Permit Types.
STRs shall be eligible for one of three permit types: Short-term Rental Classic, Owner-Occupied
Short-term Rental, or Lodging Exempt Short-term Rental. The ability to obtain an STR permit is
conditioned upon the permittees consent of the eligibility, requirements, and standards for each
permit type as follows:
1) Short-term Rental Classic (STR-C) – this permit is issued only to residential units
located in eligible zones and the approved use of which is not a Lodge use. (Condo-hotel
properties must apply for a Lodging-Exempt STR permit.)
a. STR-C permits shall be renewed annually and are assessed an annual
permit fee in accordance with Section 26.530.070 Fees.
b. STR-C permits are subject to the life-safety standards and the operational
standards described in this chapter and the STR Program Guidelines.
c. There is no annual limit on the number of nights an STR-C permittee may
operate the STR unit. Bedrooms, lock-offs, or portions of the residential
unit, in addition to the whole residential unit, may be rented. Occupancy
for the unit is limited by the standards described in Section 26.530.050.
2) Owner-occupied Short-term Rental (STR-OO) – this permit is issued only to owner-
occupied residential units, where the property is the primary residence of the permittee.
Part 700 of this Title describes the zone districts where STRs are a permitted use.
a. STR-OO rental permits shall be renewed annually and are assessed an
annual permit fee in accordance with Section 26.530.070 Fees.
b. STR-OO are subject to the life-safety standards for STRs described in this
chapter and the Program Guidelines, and who must have two (2) of the
following valid documents indicating that the STR is the applicant’s
primary residence:
i. valid Colorado driver’s license;
ii. valid motor vehicle registration;
iii. voter registration;
iv. Federal or state tax return; or,
v. other legal documentation deemed sufficient by the Community
Development Director which is pertinent toward establishing
principal residence.
3) Lodging Exempt Short-term Rental (STR-LE) – Lodges and condo-hotels which meet
the definition of Lodge are eligible for STR-LE permits.
a. For eligible properties, only one permit is required for all units under
management.
b. In addition to the limitations of the definition of Lodge and/or Condo-
hotel, Lodging Exempt eligible properties must offer STR units under a
200
Ordinance #09, Series of 2022
Short-term Rentals
Page 7 of 14
unified brand and marketing model where individual ownership of units is
secondary to the central brand of the property.
c. Lodging Exempt permittees must submit an affidavit attesting to their
eligibility.
d. STR-LE permits must be renewed annually and are assessed an annual
permit fee in accordance with Section 26.530.070 Fees. To ensure
ongoing eligibility for the STR-LE permit, permittees are subject to the
Lodging Occupancy Auditing regulations in Section 26.575.210.
C. Zoning Limitations.
STR-C permits are limited by number in residential zone districts. Refer to Part 700 of this title for
permitted uses by zone to assess where STR-Cs are permitted. In zones where STR is not a
permitted use, it is a prohibited use.
1) STR-C permits are limited by number in specific zone districts as follows:
a. RR: 2 permits;
b. R-3: 1 permit;
c. R-6: 81 permits;
d. R-15: 47 permits;
e. R-15A: 8 permits;
f. R-15B: 12 permits;
g. R-30: 1 permit;
h. R/MF: 190 permits;
i. R/MFA: 12 permits;
j. AH: 9 permits;
k. MU: 39 permits;
l. NC: 1 permit;
m. SCI: 2 permits;
n. SKI: 2 permits.
2) There is no limit to the number of STR-C permits in the following zone districts:
Commercial (C-1), Commercial Core (CC), Lodge (L), Commercial Lodge (CL), Lodge
Overlay (LP), Lodge Preservation Overlay (LO).
3) STR-OO are not limited by number in any allowable zone district. Refer to Part 700 of this
title for zone districts where STR is a permitted use.
4) STR-LE are not limited by number in any allowable zone district. Refer to Part 700 of this
title for zone districts where STR is a permitted or prohibited use.
26.530.040 Permit Procedures and Standards.
Prior to the issuance of an STR permit, the permit application will be reviewed for compliance
with the following standards.
A. Zoning Compliance.
All STR permits must comply with zoning regulations for the zone district in which they are
located. STR permit applications shall include the Parcel Identification Number and residential
201
Ordinance #09, Series of 2022
Short-term Rentals
Page 8 of 14
address including unit number for the property to ensure compliance with underlying zoning.
Zone district STR regulations, including permitted uses and cap limitations, may change over
time per City Council action. Possession of an STR permit does not supersede compliance with
zone district STR regulations.
B. Life-safety Compliance and Inspection.
1) Required Noticing. All new STR applicants shall comply with neighborhood noticing
requirements per Section 26.304.060.E.3.b-c, Manner of Notice.
2) Inspections. By signing and submitting an STR permit application, and subsequently
being granted a permit, the owner(s) of the property shall consent to inspections of the
property by City of Aspen personnel and their agents for the purpose of determining
compliance with City Codes, Regulations and Laws. No inspection will be made without
first giving the permittee and, if applicable, the qualified owner’s representative, 48
hours’ notice of the inspection.
3) Life-Safety. STRs are required to comply with all applicable life-safety standards in
Municipal Code Title 8 and the STR Program Guidelines, as amended from time to time.
Life-safety standards including: fire suppression, occupancy limitations, mechanical
codes, emergency contacts and procedures, and inspections.
C. Qualified Owner’s Representative.
Permittees who cannot meet requirement for regulatory compliance, in-person service,
emergency response and other regulations in this title may designate a qualified owner’s
representative. A qualified owner’s representative shall be a natural person residing in the
Roaring Fork River Drainage area situated in Eagle, Pitkin, Garfield or Gunnison Counties, or
within the Colorado River Drainage area from and including the unincorporated No Name area
to and including Rifle. The qualified owner’s representative is designated by the permittee who
is the property owner as the point of contact for the permitted STR. For permittees that designate
a qualified owner’s representative, the qualified owner’s representative shall be responsible for
responding to tenant and City inquiries, complaints, enforcement actions, and other on-site
needs.
1) If a qualified owner’s representative is designated for an STR, the qualified owner’s
representative must have a City of Aspen business license. The qualified owner’s
representative shall be listed on the STR permit for the property including the qualified
owner’s representative’s name, entity or company name, telephone number, email
address, and physical address.
2) STR permittees who designate a qualified owner’s representative are liable for
compliance with applicable Land Use Code and Municipal Code regulations. The
qualified owner’s representative is not legally liable for violations of this section or
compliance with applicable Municipal Code regulations but is responsible for notifying
the permittee when a violation has occurred.
3) The name, address, and telephone number(s) of the qualified owner’s representative, as
shown on the STR permit, shall be made available to the Community Development
202
Ordinance #09, Series of 2022
Short-term Rentals
Page 9 of 14
Department, the Aspen Police Department, and the Aspen Fire Protection District. Any
change to the qualified owner’s representative or permittees’ contact information shall be
promptly furnished to the City of Aspen via a revised STR permit application within ten
(10) days. Failure of the permittee to provide or update the qualified owner’s
representative contact information to the City shall constitute an enforcement violation
subject to actions and penalties as described in Section 26.530.070 Enforcement.
4) The permittee, or if designated, the qualified owner’s representative, shall be available 24
hours a day, year-round to ensure that the property is maintained and operated as required
by Land Use Code standards and the STR Program Guidelines. The permittee, or if
designated, the qualified owner’s representative, shall respond to service or compliance
inquiries from occupants and City officials, and shall be available to be at the property
within two (2) hours in an emergency. Failure of the permittee, or if designated, the
qualified owner’s representative, to respond to a call from a tenant or the Community
Development Director within 24 hours shall result in an enforcement violation subject to
actions and penalties as described in Section 26.530.070 Enforcement against the
permittee.
D. Permit Application, Fees, Issuance, Renewal, Revocation, and Abandonment.
1) Application. Permit applications shall be received and processed on a first come, first
served basis. The Community Development Director shall deem applications complete
based on the requirements of this Chapter and the standards in the STR Program Guidelines.
Only complete STR permit applications shall be accepted and reviewed.
2) Fee Payment. Permit fees shall be remitted at the time of permit application and cover the
cost of processing the application. Application fees are nonrefundable.
3) Neighborhood Noticing. Upon application for a new STR-C or STR-OO permit, the
applicant shall provide neighborhood noticing in accordance with Section 26.304.060.E.3.b-
c. Manner of Notice. Permit renewals do not require neighborhood noticing. Permits shall
be approved, approved with conditions, or denied following the notice period. STR-LE are
exempt from this provision.
4) HOA Compliance. Permit applications for residential properties which are in a
Homeowners Association (HOA) must include HOA approval for the applicant to operate
an STR in the form of a signed letter, including telephone and email contact information for
the HOA, with the permit application.
5) Issuance. Permits shall be approved, approved with conditions, or denied within 21
working days of the closure of the notice period described above. The Community
Development Director may issue permits with conditions based on review of the permit
application and public comment. The review and issuance period for individual permit
applications may be extended at the direction of the Community Development Director.
6) Waitlist. Once the permit limit is reached for each zone district, applicants will be placed
on a waitlist for the next available permit in the order in which the application was received.
203
Ordinance #09, Series of 2022
Short-term Rentals
Page 10 of 14
A waitlist applicant shall be a natural person. The residential address included in the waitlist
application must match the residential address for which the subsequent permit is issued.
Applicants who sell the property for which the permit is sought shall be removed from the
waitlist. As permits become available, waitlist applications shall be reviewed and approved,
approved with conditions, or denied. If the property has been found in violation of this
Chapter during the waitlist period, the application shall be denied.
7) Renewal. STR permits shall be renewed annually in accordance with the procedures in the
STR Program Guidelines. Failure to renew a permit within fourteen days (14) of the permit
expiration date shall result in the abandonment of the permit.
8) Tax Filing. STRs must be occupied by a short-term renter a minimum of once per year,
as shown in tax filings to be eligible for renewal. Permits with one year of zero tax
filings from the date of permit issuance or renewal will be considered abandoned and be
processed in accordance with the standards in this chapter.
9) Abandonment. STR-C and STR-OO permits shall be valid for one year from the date of
issuance and shall be renewed annually. Failure to renew a permit in accordance with the
STR Program Guidelines will result in the abandonment of the permit. STR permits may
be abandoned by permittees at any time by notifying the Community Development Director
of the intent to abandon the permit. Abandoned permits will be made available to the next
applicant on a first-come, first-served basis or the next applicant on the waitlist for that
zone district in accordance with the STR Program Guidelines. STR-LE are exempt from
this provision.
10) Revocation. STR permits may be revoked by the Community Development Director for
any of the following reasons: three violations of the requirements of this chapter and
applicable Municipal Code standards as described in the STR Program Guidelines, failure
to rent the property during the term of the permit, failure to pay STR taxes and fees, or
violations of the requirements of this section.
26.530.050 Occupancy and Operational Standards.
Prior to the issuance of an STR permit, the permit application will be reviewed for compliance
with the following standards.
A. Occupancy Limits and Unit Size.
STRs are limited to a total occupancy of two occupants per bedroom plus two additional
occupants, studios are limited to a total occupancy of two occupants plus one additional
occupant. Permit applications are required to list the number of bedrooms in the unit at its
largest configuration. STRs may be inspected for accuracy of bedroom count on the permit
application and for compliance with these occupancy requirements. For the purpose of
establishing unit occupancy, a studio shall have an occupancy of two occupants plus one
additional occupant. Occupancy for each STR shall be included in all STR advertising, the in-
unit messaging, and permit on display in each permitted STR. Bedrooms, lock-offs, or portions
of the residential unit, in addition to the whole residential unit, may be rented.
204
Ordinance #09, Series of 2022
Short-term Rentals
Page 11 of 14
B. Annual Rental Night Limits.
STR-OO are limited to 120 short-term rental nights per year from the date of permit issuance.
There is no annual limit on the number of nights per year an STR-C can be rented. There is no
annual limit on the number of nights per year an STR-LE can be rented.
C. Good Neighbor Guide.
STRs are required to operate in accordance with all applicable Municipal Code regulations
protecting the health, safety, and peace of the community and supporting the maintenance of
community character and values. STR owners and permittees are required to assist STR
occupants in being ‘good neighbors’ by recognizing their obligation to following the rules and
customs of the community. To support these community goals, the Community Development
Department maintains the Short-term Rental Program Guidelines, Good Neighbor Guide, and
collaborates with non-governmental organizations to promote good neighbor behavior by
visitors.
1) STR-C and STR-OO permittees, and if designated, their qualified owner’s representatives
must comply with the policies described in the City of Aspen Good Neighbor Guide and
provide that information at all times to occupants of the unit.
2) In-unit messaging is essential to assisting STR occupants in supporting the City’s good
neighbor policies, ensuring STRs in neighborhoods support community character, and
assisting in the promotion of Aspen’s community character. The following notices shall
be posted in a conspicuous location inside the rental unit:
i. A copy of the STR-C or STR-OO permit,
ii. STR license and business number,
iii. The name, address, and telephone number(s) of the permittee or qualified owner’s
representative,
iv. A statement which reads: Occupants shall comply with the City’s Noise
Ordinance,
v. The location of the required parking spaces,
vi. Wildlife protection policy,
vii. The location of the fire extinguisher,
viii. Information on the trash, recycling, and composting programs including:
a. Solid waste pickup schedules;
b. Guidelines on living with wildlife and instructions for operating wildlife
containers; and
c. A notice that trash and recycling containers must be stored indoors except
between 6:00 AM and 6:00 PM on the day of scheduled trash or recycling
pickup, where they may be placed at the curbside or in alleys.
ix. City of Aspen emergency services information and contact information,
x. The City of Aspen’s Good Neighbor Guide
D. Adoption of and Compliance with STR Program Guidelines.
The City Council hereby adopts the Short-term Rental Program Guidelines. The Community
Development Department shall keep on file and make available to STR permittees, and if
applicable, qualified owner’s representatives. These guidelines set forth the standards, procedures,
and supplemental information necessary for the operation of an STR within the City of Aspen. The
205
Ordinance #09, Series of 2022
Short-term Rentals
Page 12 of 14
Community Development Director may use the guidelines as a basis for enforcement actions in
accordance with the requirements of this Chapter. The Guidelines may be updated, amended, and
expanded from time to time by City Council Resolution.
26.530.060 Enforcement.
The City of Aspen actively enforces its STR regulations through inspections, citizen complaints,
audits, and permitting. These measures ensure that STRs reinforce, not undermine, community
policies and character. Active enforcement ensures that visitors who choose to stay in STRs are
informed of the unique qualities of mountain living and enhance our community culture by being
good visitors and acting as neighbors and community members during their stay. STR permittee,
and if applicable, qualified owner’s representative, play an essential role in supporting and
advancing these policies and supporting the City’s enforcement activities.
A. Complaints.
Any valid complaint received regarding the STR property will first be referred to the permittee,
and if applicable, qualified owner’s representative for response and correction. The Community
Development Director will follow up with any complaining party, the permittee, and if applicable,
qualified owner’s representative, for compliance or resolution. The permittee or qualified owner’s
representative must respond to all complaints or inquiries from City officials within 24 hours and
occupant complaints within two (2) hours. The City of Aspen is not responsible for complaints
against a HOA, hotel, or condo-hotel’s own guidelines outside of the City’s code, rules and
regulations. Failure to respond within 24 hours shall result in a notice of violation and demand to
cure. All valid complaints will be recorded and kept on-file including the address, permittee,
permit number, business license number associated with the complaint, and the complainer’s
name and contact information.
B. Enforcement and Penalties.
Upon receipt of a compliant, the Community Development Department shall investigate and if it
is determined there are grounds to believe a violation of this Chapter or any STR rules and
regulations may have occurred, the Community Development Director may issue an
Administrative Notice of Violation to the permittee. The Director shall revoke the STR permit
of any permittee who receives three (3) Administrative Notices of Violation within the one (1)
year permit cycle, effective upon mailing notice to the permittee’s address on file. The permittee
may appeal the decision to revoke the STR permit by providing notice of appeal to the
Community Development Director within fourteen (14) days of the date of the decision to revoke
the permit. The Administrative Hearing Officer shall hear appeals brought pursuant to this
section (B). Appeals shall be governed by the procedures set forth in Section 26.316.030.
1) Penalty. Any permittee that violates or allows another to violate any section of this Title
shall be subject to prosecution in Municipal Court and upon conviction subject to the
fines and penalties set forth in Section 1.04.080. A first offense shall be punishable by a
fine of no less than five-hundred dollars ($500). Each day of any violation of this section
shall constitute a separate offense.
2) Civil Remedies.
206
Ordinance #09, Series of 2022
Short-term Rentals
Page 13 of 14
a. The City Attorney may institute injunctive, abatement, or other appropriate action
to prevent, enjoin, abate or remove a violation of this Title when it occurs. The same
right of action shall accrue to any property owner who may be especially damaged by
violation of this Title.
b. In addition to the penalties and remedies set forth herein, an STR permit shall be
automatically revoked by the Community Development Director upon the third
conviction of a violation of this Title by the permittee of the property subject to the
permit within the one (1) year.
c. Until paid, any delinquent charges, assessments, or taxes made or levied by the
City pursuant to this Title shall, as of recording, be a lien against the property on
which the violation has been found to exist. If not paid within thirty (30) days from
the date of assessment, the City Clerk may certify any unpaid charges, assessments,
or taxes to the Pitkin County Treasurer to be collected and paid over by the Pitkin
County Treasurer in the same manner as taxes are authorized to be by statute together
with a ten percent penalty for costs of collection. Any lien placed against the property
pursuant to this Chapter shall be recorded with the Pitkin County clerk and recorder.
26.530.070 Fees.
STR permits are assessed an annual fee per unit, remitted at the time of permit application, in
accordance with the following table.
Annual Administrative Fee
STR-Classic: $394
STR-Owner-occupied: $394
STR-Lodging Exempt: $148/unit
Table 1: Fee Schedule
26.530.080 Appeals.
Permittees may appeal decisions made by the Community Development Director in the enforcement
of this chapter. Appeals will be heard by the Administrative Hearing Officer in accordance with
Section 26.316.020.D. Appeals shall be processed in accordance with Section 26.316.030.
INTRODUCED AND READ, as provided by law, by the City Council of the City of Aspen on the
24th day of May 2022.
ATTEST:
_____________________________ ____________________________
Nicole Henning, City Clerk Torre, Mayor
207
Ordinance #09, Series of 2022
Short-term Rentals
Page 14 of 14
FINALLY, adopted, passed and approved this 28th day of June 2022.
ATTEST:
_____________________________ ____________________________
Nicole Henning, City Clerk Torre, Mayor
APPROVED AS TO FORM:
_____________________________
James R. True, City Attorney
208