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HomeMy WebLinkAboutbocc.res.011.2009RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO ACCEPTING A GRANT OFFER(S) FROM THE FEDERAL AVIATION ADMINISTRATION AII2PORT IMPROVEMENT PROGRAM AND THE COLORADO DNISION OF AERONAUTICS TO ASSIST IN THE FUNDING OF CAPITAL IMPROVEMENTS AT THE ASPEN/PITKIN COUNTY AIRPORT Resolution No. d// , 2009 RECITALS 1. Pitkin County is the owner, operator and sponsor of the Aspen/Pitkin County Airport. 2. Pitkin County intends to complete certain airport improvement projects and has applied or will apply to the Federal Aviation Administration (FAA) for funding assistance through the Airport Improvement Program (AIP). 3. Pitkin County intends to complete certain airport improvement projects and has applied or will apply to the Colorado Division of Aeronautics for funding assistance through Aeronautics' Discretionary Grant Program. 4. The FAA could offer assistance through one or more A1P grant offer(s) for up to $1,500,000 for the Airport Master Plan Update. 5. The FAA could offer assistance through one or more AIP grant offer(s) for up to $1,000,000 for the Runway Extension Project Environmental Assessment. 6. The FAA could offer assistance through one or more grant offers for up to $6,000,000 as part of a National Economic Stimulus package for general aviation ramp rehabilitation and/or taxiway improvements. 7. The State of Colorado could offer assistance through one or more grant offer(s) for up to $500,000 for improvement projects at the airport as contained in the airport's approved five year capital improvement program. NOW, THEREFORE BE ff RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO Section 1: That future FAA grant offer(s) up to the amount of $1,500,000 of federal funds for projects associated with the Airport Master Plan Update aze approved. That future FAA grant offer(s) for up to $1,000,000 for the Runway Extension Project Environmental Assessment is approved. That future FAA grant offer(s) up to $6,000,000 for general aviation ramp rehabilitation and/or taxiway improvements aze approved. That County staff is hereby authorized and directed to execute the State Division of Aeronautics grant offer(s) on behalf of the County, and any other documents necessary to complete the transaction(s), subject to approval of form by the County Attorney. Further, that the Chairman is hereby authorized and directed to execute the AII' grant offer(s) on behalf of the County, and any other documents necessary to complete the transaction(s), subject to recommendation for approval by staff and approval as to form by the County Attorney. Section 2. This resolution and all grant agreement(s) shall be available for public inspection during normal business hours in the office of the Pitkin County Clerk and Recorder, Pitkin County Courthouse Annex Building, 530 East Main Street, Aspen, Colorado 8161 I, and the office of the Director of Aviation, 0233 East Airport Road, Suite A, Aspen, Colorado 81611. INTRODUCED, FIRST READ AND SET FOR PUBLIC HEARING ON JANUARY 28, 2009 NOTICE OF PUBLIC HEARING PUBLISHED IN THE ASPEN TIMES WEEKLY ON FEBRUARY 1, 2009 ADOPTED AFTER SECOND READING AND PUBLIC HEARING ON FEBRUARY 11, 2009. PUBLISHED BY TITLE AND SHORT SUMMARY, AFTER ADOPTION, IN THE ASPEN TIMES WEEKLY ON FEBRUARY 22, 2009. ATTEST: BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY e ette Jones, Patti Kay-Clapper, air D utv Clerk an Recorder Date Date APPROVED AS TO FORM: COUNTY MANAGER APPRO'(VAL: '~"~, John Ely, County Hilary ~ tcher, County ager U.S. Department of Transportation GRANT AGREEMENT Federal Aviation Administration Part I -Offer Date of Offer: February 12, 2009 Airport: Aspen-Pitkin County Airport/Sardy Field, CO Project Number: 3-08-0003-038 Contract Number: DOT-FA09NM-1051 DUNS Number: 111305090 To: Board of Pitkin County Commissioners, Colorado (herein called the "Sponsor") From: The United States of America (acting through the Federal Aviation Administration, herein called the ,~F~,~) Wbereas, the Sponsor has submitted to the FAA a Project Application, dated January 7, 2009, for a grant of Federal funds for a project at or associated with the Aspen-Pitkin County AirporUSardy Field, CO, which Project Application, as approved by the FAA, is hereby incorporated herein and made a part hereof; and Wbereas, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following: Conduct Airport Master Plan Study (ALP Update), Phase I all as more particularly described in the Project Application. FAA Form 510037 (7190) 1 l NOW THEREFORE, pursuant to and for the purpose of carrying out the provisions of Title 49, United States Code, as amended, herein called "the Act", and in consideration of (a) the Sponsor's adoption and ratification of the representations and assurances contained in said Project Application and its acceptance of this offer as hereinafter provided, and (b) the benefits to accrue to the United States and the public from the accomplishment of the Project and compliance with the assurances and conditions as herein provided, THE FEDERAL AVIATION ADMINISTRATION, FOR AND ON BEHALF OF THE UNITED STATES, HEREBY OFFERS AND AGREES to pay, as the United States shaze of the allowable costs incurred in accomplishing the Project, 95.00 per centum thereof. This Offer is made on and SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS: Conditions The maximum obligation of the United States payable under this offer shall be $560,878. For the purpose of any future grant amendments which may increase the foregoing maximum obligation of the United States under the provisions of Section 47108(b) of the Act, the following amounts aze being specified for this purpose: $560,878 for planning $0 for airport development and noise program implementation 2. The allowable costs of the project shall not include any costs determined by the FAA to be ineligible for consideration as to allowability under the Act. Payment of the United States shaze of the allowable project costs will be made pursuant to and in accordance with the provisions of such regulations and procedures as the Secretary shall prescribe. Final determination of the United States share will be based upon the final audit of the total amount of allowable project costs and settlement will be made for any upward or downwazd adjustments to the Federal shaze of costs. 4. The sponsor shall carry out and complete the Project without undue delay and in accordance with the terms hereof, and such regulations and procedures as the Secretary shall prescribe, and agrees to comply with the assurances which were made part of the project application. 5. The FAA reserves the right to amend or withdraw this offer at any time prior to its acceptance by the sponsor. 6. This offer shall expire and the United States shall not be obligated to pay any part of the costs of the project unless this offer has been accepted by the sponsor on or before February 20, 2009, or such subsequent date as may be prescribed in writing by the FAA. The Sponsor shall take all steps, including litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misused in any other manner in any project upon which Federal funds have been expended. For the purposes of this grant agreement, the term "Federal funds" means funds however used or disbursed by the Sponsor that were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of such funds. It shall return the recovered Federal shaze, including funds recovered by settlement, order or judgment, to the Secretary. It shall furnish to the Secretary, upon request, all documents and records pertaining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or FAA Form 5700J7 (7190) other efforts taken to recover such funds. All settlements or other final positions of the Sponsor, in court or otherwise, involving the recovery of such Federal share shall be approved in advance by the Secretary. 8. The United States shall not be responsible or liable for damage to property or injury to persons which may arise from, or be incident to, compliance with this grant agreement. SPECIAL CONDITIONS 9. The sponsor will carry out the project in accordance with policies, standards, and specifications approved by the Secretary including but not limited to the advisory circulars listed in the Current FAA Advisory Circulars Required For Use In AIP Funded and PFC Approved Projects, dated March 21, 2007, and included in this grant, and in accordance with applicable state policies, standards, and specifications approved by the Secretary. 10. The sponsor agrees to monitor progress on the work to be accomplished by this grant. For consultant services, the Sponsor agrees to make payment only for work that has been satisfactorily completed. It is understood by and between the parties hereto that the approximate value of the final project documentation is ten percent (10%) of the total value of the engineering services contract, and that amount will not be paid to the Engineer until acceptable final project documentation is provided. 11. In accordance with Section 47108(b) of the Act, as amended, the maximum obligation of the United States, as stated in Condition No. 1 of this Grant Offer: a. May not be increased for a planning project; b. May be increased by not more than 15 percent for development projects; c. May be increased by not more than 15 percent for land projects. 12. It is understood and agreed by and between the parties hereto that the STANDARD DOT TITLE VI ASSURANCES executed by the Sponsor is hereby incorporated herein and made a part hereof by reference. 13. It is mutually understood and agreed that if, during the life of the project, the FAA determines that the maximum grant obligation of the United States exceeds the expected needs of the Sponsor by $25,000.00 or five percent (5%), whichever is greater, the maximum obligation of the United States can be unilaterally reduced by letter from the FAA advising of the budget change. It is further understood and agreed that if, during the life of the project, the FAA determines that a change in the grant description is advantageous and in the best interests of the United States, the change in grant description will be unilaterally amended by letter from the FAA. Upon issuance of the aforementioned letter, either the grant obligation of the United States is adjusted to the amount specified or the grant description is amended to the description specified. FAA Form 510037 (7/90) 14. Trafficking In Persons: a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not- i. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; ii. Procurt a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawazds under the award. 2. We, as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity - i. Is determined to have violated a prohibition in pazagraph a.l of this awazd term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.l of this award term through conduct that is either- A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this awazd, without penalty, if a subrecipient that is a private entity-- 1. Is determined to have violated an applicable prohibition in pazagraph a.l of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.l of this award term through conduct that is either-- i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standazds and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debazment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in pazagraph a.l of this award term. 2.Our right to terminate unilaterally that is described in pazagraph a.2 or b of this section: i. Implements section 106(8) of the Trafficking V ictims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(8)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this awazd. 3. You must include the requirements of paragraph a.l of this award term in any subaward you make to a private entity. FAA Form 5700-37 (7/80) d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost shazing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, hazboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). B. Afor-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). 15. This Phase I grant is intended to be the first phase of a two-phase project. The bidding of the entire project will be completed with sufficient time to properly apply for a Phase II grant prior to August 15, 2009. The Phase II grant funding will be the difference in funding necessary for Federal shaze of the entire project less the Phase I funding, subject to available Sponsor entitlements and/or the announcement of discretionary funds. The FAA makes no commitment of funding beyond the Sponsor's available entitlements pursuant to law. If the project does not receive acceptable bids, or sufficient funding is unavailable, the FAA has the option to close this grant and recover funds. ] 6. The Sponsor agrees to request cash drawdowns on the letter of credit only when actually needed for its disbursements and to timely reporting of such disbursements as required. It is understood that failure to adhere to this provision may cause the letter of credit to be revoked. FAA Form 5100-37 (7/90) V The Sponsor's acceptance of this Offer and ratification and adoption of the Project Application incorporated herein shall be evidenced by execution of this instrument by the Sponsor, as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by the Act, constituting the contractual obligations and rights of the United States and the Sponsor with respect [o the accomplishment of the Project and compliance with the assurances and conditions as provided herein. Such Grant Agreement shall become effective upon the Sponsor's acceptance of this Offer. UNITED STATES OF AMERICA FEDERAL AVIATION ADMINISTRATION Office Part II -Acceptance The Sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to in the foregoing Offer and does hereby accept this Offer and by such acceptance agrees to comply with all of the terms and conditions in this Offer and in the Project Application. Executed thi~ day of !fir , 2009. COUNTY OF PITKIN, COLORADO ~~ :c 'i ~ Sponsor's Designate Official Representative Attest: ~r„~Q~~jl l~/~„ Title: ~ Ai V Title: Certificate of Sponsor's Attorney I, ,acting as Attorney for the Sponsor do hereby certify: That in my opinion the Sponsor is empowered to enter into the foregoing Grant Agreement under the laws of the State of Colorado. Further, I have examined the foregoing Grant Agreement and the actions taken by said Sponsor and Sponsor's official representative has been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the Taws of the said State and the Act. In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there aze no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said Grant Agreement constitutes a legal and bjpding obligation of the Sponsor in accordance wi~th/j/th~e~teyrms thereof. Dated at F ! ~ this day of'~a~~~^T' 2009. Signature o n orney FAA Forrn 5100-37 (7190) CURRENT FAA ADVISORY CIRCU(ARS REQUIRED FOR USE IN AIP FUNDED AND PFC APPROVED PROJECTS Dated: 3/21!2007 View the most current versions of these ACs and any associated changes at httoa/www.faa.oov/aimorts airtrafficlairoortslresourcesladvisorv circulars!. ... _ 0/746D-1K' ,h I N. +..~•~ L ,~ ~~~ ~ iy..' .IBC n+wre~i' "~ R. ~ + - ' i.. _ Obstruction Marking and Lighting 150/5000-13 Announcement of Availability-RTCA Inc., Document RTCA-221, Guidance and Recommended Requirements for Airport Surface Movement Sensors 1501502D-1 Noise Control and Compatibility Planning for Airports 15D/5070-6B Airport Master Plans 15015070-7 The Airport System Planning Process 150/5200-28C Notices to Airmen (NOTAMS) for Airport Operators 150/52DD-3DA and Changes 1 through 8 Airport Winter Safety and Operations 15D/5200-33A Hazardous Wildlife Attractants On or Near Airports 150/5210-58 Painting, Marking and Lighting of Vehicles Usad on an Airport 150/5210-7C Aircraft Fire and Rescue Communications 15D/5210-13B Water Rescue Plans, Facilities, and Equipment 1 5 015 21 0-1 4A Airport Fire and Rescue Personnel Protective Clothing 150l521D-15 Airport Rescue & Firefighting Station Building Design 150/521D-18 Systems for Interacfive Training of Airport Personnel 15015210-19 Driver's Enhanced Vision System (DENS) 15015220~d8 Water Supply Systems for Aircraft Fire and Rescue Protection 150/522D-1 OC Guide Specification for Water/Foam Type Aircraft Rescue and Firefighting Vehicles 1 5 015220-1 3B Runway Surface Condition Sensor Specification Guide 15015220-16C Automated WeatherObserving Systems for Non-Federal Applications 15015220-17A and Change 1 Design Standards for Aircraft Rescue Firefighting Training Facilities 15D/5220-18 Buildings for Storage and Mainfanance of Airport Snow and Ice Control Equipment and Materials 15015220-19 Guide Specification for Small, Dual-Agent Aircraft Rescue and Firefighting Vehicles 150/5220-20 and Change 1 Airport Snow and Ice Control Equipment 15015220-21 B Guide Specification for L'rfts Used to Board Airline Passengers With Mobility Impairments (~ FAA Advisory Circulars P.equtred For Lase In AIP runded And PFC Approved Projects March 21, 2007 ~.. v f+fUM3 ~ t o tr m r 9 ~~ ~ •` .y N) .~ i 'i'1'f'LE', r < ~ ~v ~ ~ ~ ap 5 Y -.. ( 't_ N q 5 : ' { 5 } : t ., `i ? • _ 150/5220.22A Engineered Materials Arcesiing Systems (EMAS) for Aircraft Overruns 150/5300-13and Airport Design Changes 1 through 1 D 150/5300-14 and Design of Aircraft Deicing Facilities Changes 1 through 2 150/5300-16 General Guidance and Specifications for Aeronautical Surveys: Establishment of Geodetic Control and Submission to the National Geodetic Surve 150/5300-17 General Guidance and Specifications for Aeronautical Survey Airport Imo a Ac uisition and Submission to the National Geodetic Surve 150/5300-18 General Guidance and Specifications for Submission of Aeronautical Surveys to NGS: Field Data Collection and Geographic Information System GIS Standards 150/5320-5B Airport Dreinage 150/5320~D and Airport Pavement Design and Evaluation Changes 1 through 4 150/5320-12C Measurement, Construction, and Maintenance of Skid Resistant Airport and Changes 1 Pavement Surfaces through 8 150/5320-14 Airport Landscaping for Noise Control Purposes 150!5320-15 and Management of Airport Industrial Waste Change 1 150/5325-4B Runway Length Requirements for Airport Design 150/5335-SA Standardized Method of Reporting Pavement Strength PCN 150/534D-1J Standards for Airport Markings 150/5340-5B and Segmented Circle Airport Marker System Change 1 150!5340-18D Standards for Airport Sign Systems 150/5340-30B Design and installation Details for Airport Visual Aids 15D/5345-3E Spec~cafion for L821 Panels for Control of Airport Lighting 150/5345-5B Circuit Selector Switch 150/5345-7E Specification for L824 Underground Electrical Cable for Airport Lighting Circuits 150/5345-10F Specification for Constant Current Regulators Regu{ator Monitors 150/5345-12E Specification for Airport and Heliport Beacon 150/5345-13A Specification for L841 Auxiliary Relay Cabinet Assembly for Pilot Control of Airport Lighting Circuits 150/5345-26C Specification for L823 Plug and ReceptaGe, Cable Connectors FAA Advisory Circulars Required For Use In AIP Funded And PFC Approved PmjeCtr March 21, 20D7 ~IUW(Bia: F ¢ >i i'a~_.,. ~: 4. 'TJTL~~~r~-'"t 't-"e? r' '~xi~~'~.~~+ rr car -ray., ~ ~s.,~ h ~/F ~ 5 jn. t s~.}'~~ ~, ~1' tgn"Y~'~.tarr4. X r ~Ej~C' y.. 'r's,, ry .,.a ,iKa F~~ rrdxp:i"?t§+M1U~+~~"=9s 15015345-27D Specification for Wind Cone Assemblies 15D/5345-28F Precision Approach Path Indicator (PAPI) Systems 15015345-39C FAA Specification L853, Runway and Taxiway Retroreflective.Markers 15015345-42F Specification for Airport Light Bases, Transformer Housings, Junction Boxes and Accessories 1 5015 34 5-43F Specification for Obstruction Lighting Equipment 150!5345-44G Specification for Taxiway and Runway Signs 15D/534S-45B Low-Impact Resisfant (LIR) Structures 15DI5345-46C Specfcation for Runway and Taxiway Light Fixtures 150/5345-478 Specification for Series to Series Isolation Transformers for Airport Lighting Systems 15015345-49B Specification L854, Radio Control Equipment 150/5345-50A Specification for Portable Runway and Taxiway Lights 1 501534 5-5 1A Specification for Discharge-Type Flasher Equipment 150/5345-52 Generic Visual Glideslope Indicators (GVGI) 150/5345-53C Airport Lighting Equipment Certification Program 150/5345-54A and Change 1 Specification for L-1884 Power and Control Unit for Land and Hold Short 150f5345-55 Lighted Visual Aid to )ndicate Temporary Runway Closure 150/5345-56 Specification for L-890 Airport Lighting Control and Monitoring System (ALCMs) 15D/5360.9 Planning and Design of Airport Terminal Facilites at NonHub Locations 150/5360-12D Airport Signing and Graphics 1.50/5360-13 and Change 1 Planning and Design Guidance for Airport Temtinal Facilities 150l537D-2E Operational Safety on Airports During Construction 150/5370-10B Standards for Specifying Construction of Airports 1 5 015 370-1 1A Use of Nondestructive Testing Devices.in the Evaluation of Airport Paverrierit 150/5380-6A Guidelines and Procedures for Maintenance of Airport Pavements 15015390-26 Heliport Design 150/5390-3 Vertiport Design 150/5395-1 Seaplane Bases 'This AC is available at.htto:/lwww.faa.oov/ats/atalailindex.html or htto~Y/wwwairwebfaaoov/Reoulatorv and Guidance Library/raAdvisorvCircularnsf/MainFrame~OoenFrameSet. 1~ FAA Advisory Circulars Required ror U;e fn AIP Funded And PFC Approved Projects March 21, 2007 TH. FOLLOWING ADDITIONAL APPLY to AIP Pi2OJ=CTS ONLY Dated: 3/21!2007 LMB~2;` R'~(,"~a~t 7 .. ..r'"":trx'~`*re`a fTl'!'L - y i !I4 J,9 ~ Yt~k N yf F y4~tydyJN~~']S n ;, kv.±` r'ar~~,{yxl,,,:f. l 3.u.;l.e~a~x~u ~:', t IWxi'~+,~X~^s_ y ..~'. 150/5100-14D Arohftectural, Engineering, and Planning Consultant Services for Airport Grant Projects 150/5100-15A Civil Rlghts Requirements for the Airport Improvement Progrem 150/5100-17 and Changes 1 through 6 Land Acquisition and Relocation Assistance for Airport Improvement Program Assisted Projects i50/520D-37 Introduction to Safety Management Systems (SMS) for Airport Operators 150/5300.15 Use of Value Engineering for Engineering Design of Airports Grant Projects 150/5320-17 Airtield Pavement Surface Evaluation and Rating (FABER) Manuals 150!5370-8B Construction Progress and Inspection Report-Airport Grant Program 150/5370-11A Use on Npndes#ructive Testing.Devices in the Evaluation of Airport 150/5370-12 Quality Control of Construction for Airport Grant Projects 150/5370-13A Offpeak Construction of Airport Pavements Using Hot-Mix Asphalt 150/5380-7A Airport Pavement Management System 150/5380-8 Handbook for Identification of Alkali-S11ica Reactivity in Airtield Pavements 4 L THE FOLLOWING ADDITIONAL APPLY to PFC PROJECTS ONLY Dated: 3/21/2007 U.S. Department of Transportation GRANT AGREEMENT Federal Aviation Administration Part i -Offer Date of Offer: May 1, 2009 Airport: Aspen-Pitkin County/Sardy Field Project Number: 3-08-0003-39 Contract Number: DOT-FA09NM-1082 DUNS: 111305090 To: County of Pitkin, Colorado (herein called the "Sponsor") From: The United States of America (acting through the Federal Aviation Administration, herein called the "" "FAA") Whereas, the Sponsor has submitted to the FAA a Project Application dated March 12, 2009 for a grant of Federal funds for a project at or associated with the Aspen-Pitkin County AirportlSardy Field, which Project Application, as approved by the FAA, is hereby incorporated herein and made a part hereof; and Whereas, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following: Rehabilitate a portion of the general aviation aircraft-parking apron, all as more particularly described in the Project Application. ~Y NOW THEREFORE, pursuant to and for the purpose of carrying out the provisions of the American Economic Recovery and Reinvestment Act of 2009, herein called "the Act," to make grants for discretionary projects as authorized by subchapter 1 of Chapter 471 and subchapter 1 of Chapter 475 of Title 49 United States Code, as amended, and in consideration of (a) the Sponsor's adoption and ratification of the representations and assurances contained in said Project Application and its acceptance of this Offer as hereinafter provided, and (b) the benefits to accrue to the United States and the public from the accomplishment of the Project and compliance with the assurances and conditions as herein provided, THE FEDERAL AVIATION ADMINISTRATION, FOR AND ON BEHALF OF THE UNITED STATES, HEREBY OFFERS AND AGREES to pay, as the United States share of the allowable costs incurred in accomplishing the Project, one hundred (100) percentum thereof. This Offer is made on and SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS: Conditions 1. The maximum obligation of the United States payable under this Offer shall be $3,530,636. For the purposes of any future grant amendments, subject to the availability of funds, which may increase the foregoing maximum obligation of the United States under the provisions of the Act, and applicable provisions of Title 49, United States Code, the following amounts are being specified for this purpose: $ 0 for planning; $3,530,636 for airport development or noise program implementation. 2. The allowable costs of the project shall not include any costs determined by the FAA to be ineligible for consideration as to allowability under the provisions of the Act. 3. Payment of the United States' share of the allowable project costs will be made pursuant to and in accordance with the provisions of such regulations and procedures as the Secretary shall prescribe. Final determination of the United States' share will be based upon the fmal audit of the total amount of allowable project costs and settlement will be made for any upward or downward adjustments to the Federal share of costs. 4. The Sponsor shall carry out and complete the Project without undue delays and in accordance with the terms hereof, and such regulations and procedures as the Secretary shall prescribe, and agrees to comply with the assurances which were made part of the project application. 5. The FAA reserves the right to amend or withdraw this Offer at any time prior to its acceptance by the Sponsor. 6. This Offer shall expire and the United States shall not be obligated to pay any part of the costs of the project unless this Offer has been accepted by the Sponsor on or before May 29, 2009, or such subsequent date as may be prescribed in writing by the FAA. 7. The Sponsor shall take all steps, including litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misused in any other manner in any project upon which Federal funds have been expended. For the purposes of this grant agreement the term "Federal funds" means funds however used or disbursed by the Sponsor that were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of such funds. It shall return the recovered Federal share, including funds recovered by settlement, order, or judgment to the Secretary. It shall furnish upon request, all documents and records pertaining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or other efforts taken to recover such funds. All settlements or other final positions of the Sponsor, in court or otherwise, involving the recovery of such Federal shaze shall be approved in advance by the Secretary. 8. The United States shall not be responsible or liable for damage to property or injury to persons which may azise from, or be incident to, compliance with this grant agreement. i ~~ ' 9. Trafficking in persons: a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not i. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; ii. Procure a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawards under the award. 2. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity - i. Is determined to have violated a prohibition in paragraph a.l of this award term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a. l of this award term through conduct that is either- A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Govemmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity-- 1. Is determined to have violated an applicable prohibition in paragraph a.l of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragaph a.l of this award term through conduct that is either-- i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," asimplemented by our agency at 49 CFR Part 29. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a. l of this award term. 2.Our right to terminate unilaterally that is described in paragraph a.2 or b of this section: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this award. 3. You must include the requirements of paragraph a. l of this award term in any subaward you make to a private entity. d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the defmition of Indian tribe at 2 CFR 175.25(b). B. Afor-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). /~ Special Conditions 10. The Sponsor will carry out the project in accordance with policies, standazds, and specifications approved by the Secretary including but not limited to the advisory circulars listed in the "Current FAA Advisory Circulars required for use in AIP funded and PFC Approved Projects," dated March 21, 2007, and included in this grant, and in accordance with applicable state policies, standards, and specifications approved by the Secretary. 11. Compliance for Special Reporting Requirement It is agreed and understood that in accepting this Grant Offer, the sponsor acknowledges and agrees that it will provide all reports, in a format and with such frequency as determined by the FAA, for information related to the administration of this grant as required by Congress or any Federal agency with authority to require such reporting including, but not limited to, that required by Section 1201 and Section 1512 of the American Recovery and Reinvestment Act of 2009. This reporting will include, but not be limited to, schedules, construction progress, project expenditures, job creation, etc. as specified in the tables below. The Sponsor agrees to modify these tables and any other specific reporting requirements when requested by the FAA with respect to this grant. The Sponsor further agrees to provide the FAA with the certifications required by Sections 1201, 1511, and 1607 of the ARRA of 2009 in the format and at the time required by under the Act and related guidance issued by the FAA or another Federal agency. The following are the Government-wide standazds set of data elements for reporting information under Section 1512(c) and 1609(c) of the American Recovery and Reinvestment Act of 2009, Public Law 111-5 ("Recovery Act"). General Section -Award and award recipient Information to be completed by each ARRA grant recipient for each ARRA grant award --Please provide requested information regarding the award and awazd recipient. Item Data Elements Instruction ARRA-A Awazding Federal Agency and Organizational Element to which re ort is submitted Provide the name of the awazding Federal agency and organizational element identified in the award document or otherwise instructed by the agency. The or anizational element is a suba enc within an awazdin Federal a enc . ARRA-B Federal grant or other identifying number assigned by the awarding Federal a enc Provide the grant/awazd number contained in the award document. ARRA-C DUNS Number Provide the primary recipient organization's 9 digit Data Universal Numbering System (DUNS) number or Central Contractor Registration plus 4 extended DUNS number. ARRA-D EIN Provide the recipient organizations Employer Identification Number (EIN) rovided b the Internal Revenue Service. ARRA-E CFDA Provide Catalog of Federal Domestic Assistance (CFDA) number on the award document or rovided b the awazdin a enc . ARRA-F Recipient Organization Provide the legal name of recipient organization and address including zip code. This should be the same name and address that appeazs in recipient's Central Contractor Re istration rofile ARRA-G Recipient Account Number or Account Number. Provide the account number or any other identifying number assigned by the recipient to the award. This number is strictly for the recipient's use only and is not re uired b the awazdin Federal a enc . ARRA-H Project/Grant Period Indicate the project/grant period established in the award document during which Federal sponsorship begins and ends. Note: Some agencies awazd multi-yeaz grants for a project/grant period (e.g., 5 years) that are funded in increments known as budget periods or funding periods. These are typically annual increments. Please provide the total project/grant period, not the individual budget period or fundin eriod. l~ ARRA-I ' Reporting Period End Date The frequency of required reporting is quarterly. Provide the ending date of the reporting period. For quarterly reports, the following calendar quarter reporting period end dates shall be used: 6/300; 9/30; 12/31; or 3/31;. For fmal reports, the re ortin eriod end date shall be the end date of the ro'ect/ ant eriod. ARRA-J Final Report Mark appropriate box. Check "yes" only if this is the final report for the ro'ect/ ant eriod s ecified in Box 6. ARRA-K Re ort or Fre uenc Select " uarterl "for uarterl re orts and/or "fmal". Section 1 Project/activity information to be completed by each ARRA grant recipient for each ARRA grant award. Please provide reauested information for the nroiect or activity for which Recovery Act funds were awarded: Item Data Elements Instruction ARRA-I-O1 Name of Project or Activity Provide a brief descriptive title of the project or activity funded in whole or in part with Recovery Act funds. (If this award funds multiple projects or activities, provide a descriptive title that captures the general focus area, e.g., "COMMUNITY DEVELOPMENT." ARRA-1-02 Total Amount of Recovery Funds Provide the cumulative amount of actual cash received from the Federal Received from Federal Agency agency as of the reporting period end date. identified in Item ARRA-A ARRA-1-03 Amount of recovery funds received Provide the cumulative total for the amount of Federal fund expenditures. that were expended to projects or For reports prepared on a cash basis, expenditures are the sum of cash activities ("Federal Share of disbursements for direct charges for property and services; the amount of Expenditures") indirect expense charged; the value of third-party in-kind contributions applied; and the amount of cash advance payments and payments made to subcontractors and subawardees. For reports prepared on an accrual basis, expenditures are the sum of cash disbursements for direct changes for property and services, the amount of indirect expense incurred; the value of in-kind contributions applied; and the net increase or decrease in the amounts owed by the recipient for (1) goods and other property received; (2) services performed by employees, contractors, subcontractors, subawardees, and other payees; and (3) programs for which no current services or performance are re uired. Do not include ro am income extended. Section 2 Project/activity information to be completed by each ARRA grant recipient for each AItRA grant award. Please provide reauested information for the nroiect or activity for which Recovery Act funds were awarded: Item Data Elements Instruction ARRA-2-O1 Description of Project or Activity For awards primarily funding infrastructure projects or activities, provide the (code(s)) North American Industry Classification System (NAILS) code(s) that describe the Recovery Act project or activities under this award a searchable code list is at http://nccsdataweb.urban.org/PubApps/nteeSearch.php?gQr ~~all- core&codeT e=NPC. ARRA-2-02 Description of Project or Activity A description of the overall purpose and expected outcomes or results of the (brief narrative) award and first-tier subaward(s), including significant deliverable and, if a ro riate, unit of measure. ARRA-2-03 Evaluation of completion status of the ro'ect or activi Please choose one of the following options: Not started; Less than 50% com leted; Com leted 50% or more; Full Com leted. /~ ARRA-2-04 A narrative description of the Provide a narrative description of the employment impact of the recovery Act employment impact of the Recovery funded work. This narrative should be cumulative for each calendar quarter Act funded work. and at a minimum, address the impact on the recipient's workforce, and if known, the impact on the workforces of subrecipients. At a minimum, the recipient shall provide - (i). A brief description of the types of jobs created and jobs retained in the United States and outlyin areas. "Jobs or positions recreated" means an estimate of those new positions created and filled, or previously existing unfilled positions that are filled, as a result of Recovery Act funding. "Jobs or positions retained" means an estimate of those previously existing filled positions that are retained as a result of Recovery Act funding. This description may rely on job titles, broader labor categories, or the contractor's existing practice for describing jobs as long as the terms used are widely understood and describe the general nature of the work; and (ii). An estimate of the number of jobs created and jobs retained in the United States and outlying areas. At a minimum, this estimate shall include any new positions created and any existing filled positions that were retained to support or carry out Recovery Act projects or activities managed directly by the recipient, and, if known, by subrecipients. The number shall be expressed as "full-time equivalent" (FTE), calculated cumulatively as all hours worked divided by the total number of hours in a full-time schedule, as defined by the recipient. For instance, two full-time employees and one part- time employee working half days would be reported as Z.5 FTE in each calendar quarter. viii). A job cannot be reported as both created and retained As used in this instruction, United States means the 50 States and the District of Columbia, and outl in areas means - (1) Commomvealths. (i)Puerto Rico (ii)The Northern Mariana Islands; (2) Territories (i)American Samoa (ii)Guam (iii)U.S. Virgin Island; and (3)Minor outlying islands. (i) Baker Island (ii) Howland Island (iii)Jarvis Island (iv)Johnston Atoll (v)Kingman Reef (vi)Midway Islands (vii)Navassa Island (viii)Pamyra Atoll ix Wake Atoll ARRA-2-OS For infrastructure investments made Provide the cumulative total cost of investment. by State and local governments: Total cost of infrastructure investment made by State and Local Governments:. /~ ARRA-2-06 For infrastructure investments made Explain how the infrastructure investment will contribute to one or more by State and local governments: purposes of the Recovery Act: What is the rationale of the award Recipient for funding the Purposes: infrastructure investment with funds (1) To preserve and create jobs and promote economic recovery. made available under this Act? (2) To assist those most impacted by the recession. (3) To provide investments needed to increase economic efficiency by spurring technological advances in science and health. (4) To invest in transportation, environmental protection, and other infrastructure that will provide long-term economic benefits. (5) To stabilize State and local government budgets, in order to minimize and avoid reductions in essential services and counte reductive state and local tax increases. ARRA-2-07 For infrastructure investments made Provide name, phone number, address and email address of the appropriate by State and local governments: contact in the state/local government. Who should we contact if we have concerns about this infrastructure investment? 12. It is agreed and understood that the Sponsor will have a fully executed contract in place for construction or manufacture of the project described within 15 calendar days of the date of this Grant Offer, and further, that the Sponsor will issue a Notice to Proceed within 30 days of the Grant Offer. The Sponsor further agrees and understands, if a contract is not executed within 15 days, and/or Notice to Proceed is not given within 30 days of the Grant Offer, the FAA may unilaterally cancel the grant and recover the grant funds for redistribution. 13. The FAA may unilaterally close this grant and recover the funds without prejudice if the Sponsor does not comply with any of these Special Conditions or other provisions of the American Recovery and Reinvestment Act of 2009. 14. The Sponsor shall make timely payments for costs incurred (construction, engineering, etc.) and shall request payment reimbursement or initiate ECHO drawdowns at least every 30 days as evidence of such payments. Payment requests or drawdowns shall only be for reimbursement of work completed and shall only be required if contractor payments have taken place in the preceding period. 15. The Sponsor is expected to take all appropriate actions necessary to promptly carry out and complete the project no later than February 16, 2011. For purposes of this Special Condition, the term "completed" means when the contractor or the manufacturer of equipment is fmished as evidenced by the project's Final Inspection Report. 16. It is understood and agreed that this grant can only be amended in three ways: a. With funds made available by the American Recovery and Reinvestment Act of 2009, if available. Further, it is understood and agreed that this grant cannot be amended after September 30, 2010; b. With funds available and in accordance with the Passenger Facility Charge program; and Retroactively reimbursed with available Sponsor entitlement funds. However, if Sponsor entitlement funds are used, the federal Share Percentage (FSP) is not 100% but, rather, the FSP applicable to the project using entitlement funds as normally used as AIP process. 17. The airport grant recipient of the American Recovery and Reinvestment Act of 2009 (ARRA) funds hereby agrees that it will strongly encourage the prime contractor of an airport project funded with ARRA funds to post signs identifying the project as one funded in whole or in part by ARRA funds. Airport signs should be visible to the public using the airport, such as on the main entrance road to the Airport or Terminal. The airport signs should, at a minimum prominently display the twa recovery logos (Recovery.gov and USDOT TIGER). The signs may also contain text explaining that the project is funded, fully or in part, with ARRA funds. The signs should be solely used to publicize ARRA funding of an airport project. 18. The Sponsor hereby acknowledges the requirement to apply the Buy American Preference Requirement (BAPR) (49 U.S,C. 50101) to the project(s) funded by this grant. This requirement includes the compliance with the following provisions: Required Use of American Iron, Steel, and Manufactured Goods-Section 1605 of the American Recovery and Reinvestment Act of 2009--Construction Materials (a) Definitions. As used in this award term and condition - "Building or work" means construction, maintenance, alteration, or repair. The terms include, without limitation, buildings, structures, and improvements of all types, such as bridges, dams, plants, highways, parkways, streets, subways, tunnels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, canals, dredging, shoring, rehabilitation and reactivation of plants, scaffolding, drilling, blasting, excavating, clearing, and landscaping. The manufacture or furnishing of materials, articles, supplies, or equipment (whether or not a Federal or State agency acquires title to such materials, articles, supplies, or equipment during the course of the manufacture or furnishing, or owns the materials from which they are manufactured or furnished) is not "building" or "work" within the meaning of this defmition unless conducted in connection with and at the site of such building or work as is described in the foregoing sentence, or under the United States Housing Act of 1937 and the Housing Act of 1949 in the construction or development of the project. "Construction material" means an article, material, or supply brought to the construction site by the recipient, subrecipient or a subcontractor for incorporation in the building or work. The term also includes an item brought to the site preassembled from articles, materials, or supplies. However, emergency life safety systems, such as emergency lighting, fire alarm, and audio evacuation systems, that are discrete systems incorporated into a public building or work and that are produced as complete systems, are evaluated as a single and distinct construction material regardless of when or how the individual parts or components of those systems are delivered to the construction site. Materials purchased directly by the Government are supplies, not construction material. "Domestic construction material" means- (1) An unmanufactured construction material mined or produced in the United States; or (2) A construction material manufactured in the United States. "Foreign construction material" means a construction material other than a domestic construction material. "Manufactured product, good or construction material" means any construction material that is not unmanufactured construction material. "Public building or public work" means building or work, the construction, alteration, maintenance, or repair of which, as defined in this award term, is carried on directly by authority of, or with funds of, a Federal agency to serve the interest of the general public regardless of whether title thereof is in a Federal agency. "Steel" means an alloy that includes at ]east 50 percent iron, between .02 and 2 percent carbon, and may include. other elements. "Unmanufactured construction material" means raw material brought to the construction site for incorporation into the building or work that has not been-- (1) Processed into a specific form and shape; or (2) Combined with other raw material to create a material that has different properties than the properties of the individual raw materials. "United States" means the 50 States, the District of Columbia, and outlying areas including: (1) Commonwealths. (i) Puerto Rico. (ii) The Northern Mariana Islands; ~~ (2) Territories. (i) American Samoa. (ii) Guam. (iii) U.S. Virgin Islands; and (3) Minor outlying islands. (i) Baker Island. (ii) Howland Island. (iii) Jarvis Island. (iv) Johnston Atoll. (v) Kingman Reef. (vi) Midway Islands. (vii) Navassa Island. (viii) Palmyra Atoll. (ix) Wake Atoll. (b) Domestic preference. (1) This award term and condition implements Section 1605 of the American Recovery and Reinvestment Act of 2009 (Recovery Act)(Pub. L. 111-5), by requiring that all iron, steel, and other manufactured goods used as construction material in the project are produced in the United States. (2) The recipient shall use only domestic construction material in performing this project, except as provided in paragraph (b)(3) and (b)(4) of this term and condition. (3) This requirement does not apply to the construction material or components listed by the Government as follows: [Award official to list applicable excepted materials or indicate "none "] (4) The award official may add other foreign construction material to the list in paragraph (b)(3) of this term and condition if the Federal government determines that (i) The cost of domestic construction material would be unreasonable. The cost of domestic iron, steel, or other manufactured goods used as construction material is unreasonable when the cumulative cost of such material will increase the cost of the overall project by more than 25 percent; (ii) The construction material is not mined, produced, or manufactured in the United States in sufficient and reasonably available quantities and of a satisfactory quality; or (iii) The application of the restriction of Section 1605 of the Recovery Act to a particular construction material would be inconsistent with the public interest. (c) Request for determination of inapplicability of Section 1605 of the Recovery Act. (1)(i) Any recipient request to use foreign construction material in accordance with paragraph (b)(4) of this clause shall include adequate information for Government evaluation of the request, including- (A) A description of the foreign and domestic construction materials; (B) Unit of measure; (C) Quantity; (D) Price; (E) Time of delivery or availability; (F) Location of the construction project; (G) Name and address of the proposed supplier; and (H) A detailed justification of the reason for use of foreign construction materials cited in accordance with paragraph (b)(4) of this clause. (ii) A request based on unreasonable cost shall include a reasonable survey of the market and a completed price comparison table in the format in paragraph (d) of this clause. (iii) The price of construction material shall include all delivery costs to the construction site and any applicable duty. (iv) Any recipient request for a determination submitted after award shall explain why the recipient could not reasonably foresee the need for such determination and could not have requested the determination before award. If the recipient does not submit a satisfactory explanation, the award official need not make a determination. (2) If the Federal government determines after award that an exception to Section 1605 of the Recovery Act applies, the award official will amend the award to allow use of the foreign construction material. When the basis of the exception is nonavailability or public interest, the amended award shall reflect adjustment of the award amount or redistribution of budgeted funds, as appropriate, to cover costs associated with acquiring or using the foreign construction material. When the basis for the exception is the unreasonable price of a domestic construction material, the award official shall adjust the award amount or redistribute budgeted funds, as appropriate, by at least the differential established in 2 CFR 176.110(a). 9 ~` (3) Unless the Government determines that an exception to Section 1605 of the Recovery Act applies, use of foreign construction material is noncompliant with Section 1605 of the American Recovery and Reinvestment Act. (d) Data. To permit evaluation of requests under paragraph (c) of this clause based on unreasonable cost, the Recipient shall include the following information and any applicable supporting data based on the survey of suppliers: Foreign and Domestic Construction Materials Price Comparison Construction Material Unit of Price Description Measure Quantity (Dollars)* Item 1: Foreign construction material Domestic construction material Item 2: Foreign construction material Domestic construction material [List name, address, telephone number, email address, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary.] [Include other applicable supporting information. ] [* Include all delivery costs to the construction site.] 19. The Sponsor hereby acknowledges the requirement to adhere to certain recipient responsibilities regarding tracking and documenting Recovery Act expenditures. To this end, the Sponsor hereby agrees to the following: Recovery Act Transactions Listed in Schedule of Expenditures of Federal Awards and Recipient Responsibilities for Informing subrecipients - (a) To maximize the transparency and accountability of funds authorized under the American Recovery and Reinvestment Act of 2009 (Public Law 111-5)(Recovery Act) as required by Congress and in accordance With 2 CFR 215, subpart _. 21 "Uniform Administrative Requirements for Grants and Agreements" and OMB A-102 Common Rules provisions, recipients agree to maintain records that identify adequately the source and application of Recovery Act funds. (b) For recipients covered by the Single Audit Act Amendments of 1996 and OMB Circular A-133, "Audits of States, Local Governments, and Non-Profit Organizations," recipients agree to separately identify the expenditures for Federal awards under the Recovery Act on the Schedule of Expenditures of Federal Awards (SEFA) and the Data Collection Form (SF-SAC) required by OMB Circular A-133. This shall be accomplished by identifying expenditures for Federal awards made under Recovery Act separately on the SEFA, and as separate rows under Item 9 of Part III on the SF-SAC by CFDA number, and inclusion of the prefix "ARRA" in identifying the name of the Federal program on the SEFA and as the first characters in Item 9d of Part III on the SF-SAC. (c) Recipients agree to separately identify to each subrecipient, and document at the time of sub-award and at the time of disbursement of funds, the Federal award number, CFDA number, and amount of Recovery Act funds. When a recipient awards Recovery Act funds for an existing program, the information furnished to subrecipients shall distinguish the subawards of incremental Recovery Act funds from regular sub-awards under the existing program. (d) Recipients agree to require their subrecipients to include on their SEFA information to specifically identify Recovery Act funding similar to the requirements for the recipient SEFA described above. This information is needed to allow the recipient to properly monitor subrecipient expenditure of ARRA funds as well as oversight by the Federal awarding agencies, Offices of Inspector General and the Government Accountability Office, 20. The Sponsor hereby agrees to award contracts only after determining that the proposed contractor is not listed the General Services Administration (GSA) Excluded Parties List System available at hops://www.epls.gov/. 21. The Sponsor hereby agrees to be bound by and to comply with any and all future modifications to the ARRA funding requirements for Sponsors by the United States with respect to ARRA grants awarded prior to the date of said modifications. This is necessary due to the expedited nature of this program. 10 ~~ 22. It is mutually understood and agreed that if, during the life of the project, the FAA determines that the maximum grant obligation of the United States exceeds the expected needs of the Sponsor the maximum obligation of the United States can be unilaterally reduced by letter from the FAA advising of the budget change. Conversely, if there is an ovemm in the total actual eligible and allowable project costs, FAA may increase the maximum grant obligation of the United States to cover the amount of the overrun not to exceed the statutory percent limitation and will advise the Sponsor by letter of the increase. It is further understood and agreed that if, during the life of the project, the FAA determines that a change in the gant description is advantageous and in the best interests of the United States, the change in grant description will be unilaterally amended by letter from the FAA. Upon issuance of the aforementioned letter, either the grant obligation of the United States is adjusted to the amount specified or the grant description is amended to the description specified. 23. The Sponsor agees to perform the following: a. Furnish a construction management program to FAA prior to the start of construction which shall detail the measures and procedures to be used to comply with the quality control provisions of the construction contract, including, but not limited to, all quality control provisions and tests required by the Federal specifications. The program shall include as a minimum: 1. The name of the person representing the Sponsor who has overall responsibility for contract administration for the project and the authority to take necessary actions to comply with the contract. 2. Names of testing laboratories and consulting engineer firms with quality control responsibilities on the project, together with a description of the services to b~ provided. 3. Procedures for determining that testing laboratories meet the requirements of the American Society of Testing and Materials standards on laboratory evaluation, referenced in the contract specifications (D 3666, C 1077). 4. Qualifications of engineering supervision and construction inspection personnel. 5. A listing of all tests required by the contract specifications, including the type and frequency of tests to be taken, the method of sampling, the applicable test standard, and the acceptance criteria or tolerances permitted for each type of test. 6. Procedures for ensuring that the tests are taken in accordance with the program, that they are documented daily, and that the proper corrective actions, where necessary, are undertaken. b. Submit at completion of the project, a final test and quality control report documenting the results of all tests performed, highlighting those tests that failed or did not meet the applicable test standard. The report shall include the pay reductions applied and reasons for accepting any out-of-tolerance material. An interim test and quality control report shall be submitted, if requested by the FAA. c. Failure to provide a complete report as described in paragraph b, or failure to perform such tests, shall, absent any compelling justification, result in a reduction in Federal participation for costs incurred in connection with construction of the applicable pavement. Such reduction shall be at the discretion of the FAA and will be based on the type or types of required tests not performed or not documented and will be commensurate with the proportion of applicable pavement with respect to the total pavement constructed under the grant agreement. d. The FAA, at its discretion, reserves the right to conduct independent tests and to reduce grant payments accordingly if such independent tests determine that sponsor test results are inaccurate. 24. The sponsor agrees to monitor progress on the work to be accomplished by this grant. For consultant services, the Sponsor agrees to make payment only for work that has been satisfactorily completed. It is understood by and between the parties hereto that the approximate value of the fmal project documentation is ten percent (10%) of the total value of the consultant services contract, and the amount will not be paid to the Consultant until acceptable fmal project documentation is provided. •• ~Y 25. For a project to replace or reconstruct pavement at the airport, the Sponsor shall implement an effective airport pavement maintenance management program as required by Airport Sponsor Assurance Number 11. The Sponsor shall use such program for the useful life of any pavement constructed, reconstructed, or repaired with Federal financial assistance at the airport. PAVEMENT MAINTENANCE MANAGEMENT PROGRAM An effective pavement maintenance management program is one that details the procedures to be followed to assure that proper pavement maintenance, both preventive and repair, is performed. An airport sponsor may use any form of inspection program it deems appropriate. The program must, as a minimum, include the following: a. Pavement Inventory. The following must be depicted in an appropriate form and level of detail: (1) location of all runways, taxiways, and aprons; (2) dimensions; (3) type of pavement, and; (4) year of construction or most recent major rehabilitation. For compliance with the Airport Improvement Program (ATP) assurances, pavements that have been constructed, reconstructed, or repaired with federal financial assistance shall be so depicted. b. Inspection Schedule. (1) Detailed Inspection. A detailed inspection must be performed at least once a year. If a history of recorded pavement deterioration is available, i.e., Pavement Condition Index (PCI) survey as set forth in Advisory Circular 150/5380-6, "Guidelines and Procedures for Maintenance of Airport Pavements," the frequency of inspections may be extended to three years. (2) Drive-By Inspection. A drive-by inspection must be performed a minimum of once per month to detect unexpected changes in the pavement condition. c. Record Keeping. Complete information on the findings of all detailed inspections and on the maintenance performed must be recorded and kept on file for a minimum of five years. The types of distress, their locations, and remedial action, scheduled or performed, must be documented. The minimum information to be recorded is listed below: (1) inspection date, (2) location, (3) distress types, and (4) maintenance scheduled or performed. For drive-by inspections, the date of inspection and any maintenance performed must be recorded. d. Information Retrieval. An airport Sponsor may use any form of record keeping it deems appropriate, so long as the information and records produced by the pavement survey can be retrieved to provide a report to the FAA as may be required. e. Reference. Refer to Advisory Circular 150/5380-6, "Guidelines and Procedures for Maintenance of Airport Pavements," for specific guidelines and procedures for maintaining airport pavements and establishing an effective maintenance program. Specific types of distress, their probable causes, inspection guidelines, and recommended methods of repair are presented. 26. The Sponsor agrees to request cash drawdowns on the letter of credit only when actually needed for its disbursements and to timely reporting of such disbursements as required. It is understood that failure to adhere to this provision may cause the letter of credit to be revoked. 12 ~~ The Sponsor's acceptance of this Offer and ratification and adoption of the Project Application incorporated herein shall be evidenced by execution of this instrument by the Sponsor, as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by the Act, constituting the contractual obligations and rights of the United States and the Sponsor with respect to the accomplishment of the Project and compliance with the assurances and conditions as provided herein. Such Grant Agreement shall become effective upon the Sponsor's acceptance of this Offer. UNITED STATES OF AMERICA FEDERAL AVIATION ADMINISTRATION Office Part II -Acceptance The Sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to in the foregoing Offer and does hereby accept this Offer and by such acceptance agrees to comply with all of the terms conditions in this Offer and in the Project Application. Executed this ~~ ~ day of 2009. - i J plc. COUNTY OF PITKIN, COLORADO I _ ,~ _ c Sponsor's Designated icial Repr a tative le: Cert~t~cate of aponsor's Attorney I, 'tl~~ ~, yC ~d«- acting as Attorney for the Sponsor do hereby certify: That in my opinion the Sponsor is empowered to enter into the foregoing Grant Agreement under the laws of the State of Colorado. Further, I have examined the foregoing Grant Agreement and the actions taken by said Sponsor and Sponsor's official representative has been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said State and the Act. In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said Grant Agreement constitutes a legal and binding obligation of the Sponsor in accordance with the terms thereof. Dated at /'~ O this 13 ~~ U.S. Department of Transportation GRANT AGREEMENT Federal Aviation Administration Part I -Offer To: County of Pitlcin, Colorado (herein called the "Sponsor") Date of Offer: June 12, 2009 Airport: Aspen-Pitkin County/Sardy Field Project Number: 3-08-0003-40 Contract Number: DOT-FA09NM-1105 DUNS Number: 111305090 From: The United States of America (acting through the Federal Aviation Administration, herein called the ~~F~,~) Whereas, the Sponsor has submitted to the FAA a Project Application, dated January 7, 2009, for a grant of Federal funds for a project at or associated with the Aspen-Pitkin County Airport/Sardy Field, which Project Application, as approved by the FAA, is hereby incorporated herein and made a part hereof; and Whereas, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following: Conduct Airport Master Plan Study, Phase II all as more particularly described in the Project Application. FAA Form 5100-37 (7190) 1 ~~ NOW THEREFORE, pursuant to and for the purpose of carrying out the provisions of Title 49, United States Code, as amended, herein called "the Act", and in consideration of (a) the Sponsor's adoption and ratification of the representations and assurances contained in said Project Application and its acceptance of this offer as hereinafter provided, and (b) the benefits to accrue to the United States and the public from the accomplishment of the Project and compliance with the assurances and conditions as herein provided, THE FEDERAL AVIATION ADMINISTRATION, FOR AND ON BEHALF OF THE UNITED STATES, HEREBY OFFERS AND AGREES to pay, as the United States share of the allowable costs incurred in accomplishing the Project, 95.00 per centum thereof. This Offer is made on and SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS: Conditions 1. The maximum obligation of the United States payable under this offer shall be $519,692. For the purpose of any future grant amendments which may increase the foregoing maximum obligation of the United States under the provisions of Section 47108(b) of the Act, the following amounts are being specified for this purpose: $519,692 for planning $0 for airport development and noise program implementation 2. The allowable costs of the project shall not include any costs determined by the FAA to be ineligible for consideration as to allowability under the Act. Payment of the United States share of the allowable project costs will be made pursuant to and in accordance with the provisions of such regulations and procedures as the Secretary shall prescribe. Final determination of the United States share will be based upon the final audit of the total amount of allowable project costs and settlement will be made for any upward or downward adjustments to the Federal share of costs. 4. The sponsor shall carry out and complete the Project without undue delay and in accordance with the terms hereof, and such regulations and procedures as the Secretary shall prescribe, and agrees to comply with the assurances which were made part of the project application. The FAA reserves the right to amend or withdraw this offer at any time prior to its acceptance by the sponsor. 6. This offer shall expire and the United States shall not be obligated to pay any part of the costs of the project unless this offer has been accepted by the sponsor on or before July 6, 2009, or such subsequent date as may be prescribed in writing by the FAA. 7. The Sponsor shall take all steps, including litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misused in any other manner in any project upon which Federal funds have been expended. For the purposes of this grant agreement, the term "Federal funds" means funds however used or disbursed by the Sponsor that were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of such funds. It shall return the recovered Federal share, including funds recovered by settlement, order or judgment, to the Secretary. It shall furnish to the Secretary, upon request, all documents and records pertaining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or FAA Form 5100-37 (7/90) ~~ other efforts taken to recover such funds. All settlements or other final positions of the Sponsor, in court or otherwise, involving the recovery of such Federal share shall be approved in advance by the Secretary. 8. The United States shall not be responsible or Liable for damage to property or injury to persons which may arise from, or be incident to, compliance with this grant agreement. SPECIAL CONDITIONS 9. The sponsor will carry out the project in accordance with policies, standards, and specifications approved by the Secretary including but not limited to the advisory circulars listed in the Current FAA Advisory Circulars Required For Use In AIP Funded and PFC Approved Projects, dated March 21, 2007, and included in this grant, and in accordance with applicable state policies, standards, and specifications approved by the Secretary. 10. The sponsor agrees to monitor progress on the work to be accomplished by this grant. For consultant services, the Sponsor agrees to make payment only for work that has been satisfactorily completed. It is understood by and between the parties hereto that the approximate value of the final project documentation is ten percent (10%) of the total value of the engineering services contract, and that amount will not be paid to the Engineer until acceptable final project documentation is provided. 11. In accordance with Section 47108(b) of the Act, as amended, the maximum obligation of the United States, as stated in Condition No. 1 of this Grant Offer: a. May not be increased for a planning project; b. May be increased by not more than 15 percent for development projects; c. May be increased by not more than 15 percent for land projects. 12. It is understood and agreed by and between the parties hereto that the STANDARD DOT TITLE VI ASSURANCES executed by the Sponsor is hereby incorporated herein and made a part hereof by reference. 13. It is mutually understood and agreed that if, during the life of the project, the FAA determines that the maximum grant obligation of the United States exceeds the expected needs of the Sponsor by $25,000.00 or five percent (5%), whichever is greater, the maximum obligation of the United States can be unilaterally reduced by letter from the FAA advising of the budget change. It is further understood and agreed that if, during the life of the project, the FAA determines that a change in the grant description is advantageous and in the best interests of the United States, the change in grant description will be unilaterally amended by letter from the FAA. Upon issuance of the aforementioned letter, either the grant obligation of the United States is adjusted to the amount specified or the grant description is amended to the description specified. FAA Form 5100-37 (7/90) ~v 14. Trafficking In Persons: a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not- i. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; ii. Procurt a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawards under the award. 2. We, as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity - i. Is determined to have violated a prohibition in paragraph a.l of this award term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a. l of this award term through conduct that is either- A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity-- 1. Is determined to have violated an applicable prohibition in paragraph a. l of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.l of this award term through conduct that is either-- i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. c. Provisions applicable to any recipient. I . You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a. l of this award term. 2. Our right to terminate unilaterally that is described in paragraph a.2 or b of this section: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this award. 3. You must include the requirements of paragraph a. l of this award term in any subaward you make to a private entity. FAA Form 5100-37 (7/90) O d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the deftnition of Indian tribe at 2 CFR 175.25(b). B. A for-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). 15. The Sponsor agrees to request cash drawdowns on the letter of credit only when actually needed for its disbursements and to timely reporting of such disbursements as required. It is understood that failure to adhere to this provision may cause the letter of credit to be revoked. FAA Form 5100-37 (7/90) 5 3~ The Sponsor's acceptance of this Offer and ratification and adoption of the Project Application incorporated herein shall be evidenced by execution of this instrument by the Sponsor, as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by the Act, constituting the contractual obligations and rights of the United States and the Sponsor with respect to the accomplishment of the Project and compliance with the assurances and conditions as provided herein. Such Grant Agreement shall become effective upon the Sponsor's acceptance of this Offer. UNITED STATES OF AMERICA FEDERAL AVIATION ADMINISTRATION Manager, enver i orts District ffice Part II -Acceptance The Sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to in the foregoing Offer and does hereby accept this Offer and by such acceptance agrees to comply with ail of the terms and conditions in this Offer and in the Project Application. Executed this ~-~-~- day of Uf'1,~ , 2009. COUNTY OF PITKIN, COLORADO ~~~ Spons 's Designated fficial Repre entative Title: /// ___ tificate of Sponsor's Attorney I, ,acting as Attorney for the Sponsor do hereby certify: That in my opinion the Sponsor is empowered to enter into the foregoing Grant Agreement under the laws of the State of Colorado. Further, I have examined the foregoing Grant Agreement and the actions taken by said Sponsor and Sponsor's official representative has been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said State and the Act. In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said Grant Agreement constitutes a legal and binding obligation of the Sponsor in accordance with the terms thereof. Dated at ~~~~ ~ this Z r day of _~ ~`~ , 2009. FAA Form 5100-37 (7190) --,_.~ Signature of Sponsor's. G-'~~ 6 3~ U.S. Department of Transportation GRANT AGREEMENT Federal Aviation Administration Part I -Offer Date of Offer: June 24, 2009 Airport: Aspen-Pitlan County Project Number: 3-08-0003-41 Contract Number: DOT-FA09NM-1128 DUNS #: 111305090 To: Pitkin County Board of County Commissioners, Colorado (herein called the "Sponsor") From: The United States of America (acting through the Federal Aviation Administration, herein called the "FAA") Whereas, the Sponsor has submitted to the FAA a Project Application dated June 22, 2009 for a grant of Federal funds for a project at or associated with the Aspen-Pitkin County Airport, which Project Application, as approved by the FAA, is hereby incorporated herein and made a part hereof; and Whereas, the FAA has approved a project for the Airport (herein called the "Project") consisting of the following: Extend Runway (Environmental Phase III) -15/33 all as more particularly described in the Project Application. FAA Form 5100-37 (7190) 1 3~ NOW THEREFORE, pursuant to and for the purpose of carrying out the provisions of Title 49, United States Code, as amended, herein called "the Act", and in consideration of (a) the Sponsor's adoption and ratification of the representations and assurances contained in said Project Application and its acceptance of this offer as hereinafter provided, and (b) the benefits to accrue to the United States and the public from the accomplishment of the Project and compliance with the assurances and conditions as herein provided, THE FEDERAL AVIATION ADMINISTRATION, FOR AND ON BEHALF OF THE UNITED STATES, HEREBY OFFERS AND AGREES to pay, as the United States share of the allowable costs incurred in accomplishing the Project, 95.00 per centum thereof. This Offer is made on and SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS: Conditions 1. The maximum obligation of the United States payable under this offer shall be $647,224. For the purpose of any future grant amendments, which may increase the foregoing maximum obligation of the United States under the provisions of Section 47108(b) of the Act, the following amounts are being specified for this purpose: $647,224 for planning $0 for airport development. 2. The allowable costs of the project shall not include any costs determined by the FAA to be ineligible for consideration as to allowability under the Act. 3. Payment of the United States share of the allowable project costs will be made pursuant to and in accordance with the provisions of such regulations and procedures as the Secretary shall prescribe. Final determination of the United States share will be based upon the final audit of the total amount of allowable project costs and settlement will be made for any upward or downward adjustments to the Federal share of costs. 4. The sponsor shall carry out and complete the Project without undue delay and in accordance with the terms hereof, and such regulations and procedures as the Secretary shall prescribe, and agrees to comply with the assurances which were made part of the project application. The FAA reserves the right to amend or withdraw this offer at any time prior to its acceptance by the sponsor. 6. This offer shall expire and the United States shall not be obligated to pay any part of the costs of the project unless this offer has been accepted by the sponsor on or before July 17, 2009, or such subsequent date as may be prescribed in writing by the FAA. 7. The Sponsor shall take all steps, including litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misused in any other manner in any project upon which Federal funds have been expended. For the purposes of this grant agreement, the term "Federal funds" means funds however used or disbursed by the Sponsor that were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of such funds. It shall return the recovered Federal share, including funds recovered by settlement, order or judgment, to the Secretary. It shall furnish to the Secretary, upon request, all documents and records pertaining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or FAA Form 5100-37 (7190) 3y other efforts taken to recover such funds. All settlements or other final positions of the Sponsor, in court or otherwise, involving the recovery of such Federal share shall be approved in advance by the Secretary. The United States shall not be responsible or liable for damage to property or injury to persons, who may arise from, or be incident to, compliance with this grant agreement. Special Conditions 9. The Sponsor agrees to request cash drawdowns on the letter of credit only when actually needed for its disbursements and to timely reporting of such disbursements as required. It is understood that failure to adhere to this provision may cause the letter of credit to be revoked. 10. The sponsor will carry out the project in accordance with policies, standards, and specifications approved by the Secretary including but not limited to the advisory circulars listed in the "Current FAA Advisory Circulars Required For Use in AIP Funded and PFC Approved Projects," dated March 21, 2007, and included in this grant, and in accordance with applicable state policies, standards, and specifications approved by the Secretary. 11. It is mutually understood and agreed that if, during the life of the project, the FAA determines that the maximum grant obligation of the United States exceeds the expected needs of the Sponsor by $25,000.00 or five percent (5%), whichever is greater, the maximum obligation of the United States can be unilaterally reduced by letter from the FAA advising of the budget change. It is further understood and agreed that if, during the life of the project, the FAA determines that a change in the grant description is advantageous and in the best interests of the United States, the change in grant description will be unilaterally amended by letter from the FAA. Upon issuance of the aforementioned letter, either the grant obligation of the United States is adjusted to the amount specified or the grant description is amended to the description specified. I2. In accordance with Section 47108(b) of the Act, as amended, the maximum obligation of the United States, as stated in Condition No. 1 of this Grant Offer: a. may not be increased for a planning project; b. may be increased by not more than 15 percent for development projects; c. may be increased by not more than 15 percent for land projects. 13. TRAFFICKING IN PERSONS: a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not- i. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; ii. Procure a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawards under the award. 2. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity - i. Is determined to have violated a prohibition in paragraph a.l of this award term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.l of this award term through conduct that is either- FAA Form 5100-37 (7190) ~~ A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity-- 1. Is determined to have violated an applicable prohibition in paragraph a. l of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a. l of this award term through conduct that is either-- i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 49 CFR Part 29. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a. l of this award term. 2.Our right to terminate unilaterally that is described in paragraph a.2 or b of this section: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this award. 3. You must include the requirements of paragraph a. l of this award term in any subaward you make to a private entity. d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). B. A for-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). 14. The sponsor agrees to monitor progress on the work to be accomplished by this grant. For consultant services, the Sponsor agrees to make payment only for work that has been satisfactorily completed. It is understood by FAA Form 5100-37 (7/90) 3~ and between the parties hereto that the approximate value of the final project documentation is ten percent (10%) of the total value of the engineering services contract, and that amount will not be paid to the Engineer until acceptable final project documentation is provided. FAA Form 5100-37 (7190) 3~ 1 The Sponsor's acceptance of this Offer and ratification and adoption of the Project Application incorporated herein shall be evidenced by execution of this instrument by the Sponsor, as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by Title 49, U.S.C., Subtitle VII, Part B, as amended constituting the contractual obligations and rights of the United States and the Sponsor with respect to the accomplishment of the Project and compliance with the assurances and conditions as provided herein. Such Grant Agreement shall become effective upon the Sponsor's acceptance of this Offer. UNITED STATES OF AMERICA FEDERAL AVIATION ADMINISTRATION Acting M~i~ager, Denvkf/Airports District Office Part II -Acceptance The Sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to in the foregoing Offer and do hereby accept this Offer and by such acceptance agrees to comply with all of the terms and conditions in this Offer and in the Project Application. Executed this ~~day of , 2009. Pitkin County Board of County Commissioners, Colorado J - ~ -~ Sponsor's D signat Official Representative itle: 'Sponsor's Attorney I, io hereby certify: Tl ;foregoing Grant Agreement under the laws of the State of Colorado. Further, I have examined the foregoing Grant Agreement and the actions taken by said Sponsor and Sponsor's official representative has been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said State and the Act. In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said Grant Agreement constitutes a legal and binding obligation of the Sponsor in accordance with the terms thereof. Dated at // S~~ this 2'3 day of ~ ~~~ , 2009. Signature of S or's orney FAA Form 5100-37 (7/90) l ~~ STATE OF COLORADO DEPARTMENT OF TRANSPORTATION Division of Aeronautics I OT 5126 Front Range Parkway D I Watkins, CO 80137 (303) 261-4 418 FAX (303 -261 -9608 DEPARTMENT OF TRANSPORTATION FEB 1 4 2011 February 9, 2011 Mr. David Ulane, Project Director By Aspen /Pitkin County Airport 0233 E. Airport Raod, Suite A Aspen, CO 81611 RE: Notice -to- Proceed —CDAG No: 11- ASE -01 Dear Mr. Ulane: The Colorado Aeronautical Board is pleased to announce that final execution of the CONTRACT between the CDOT- Division of Aeronautics/ Colorado Aeronautical Board and Pitkin County for your 2011 Aviation Grant. With this, the CDOT- Division of Aeronautics hereby issues the Notice -to- Proceed for expenditure of Colorado Discretionary Aviation Grant (CDAG) funds as specified in the GRANT CONTRACT with Pitkin County effective 2/9/2011. Pitkin County is responsible for the following Colorado Discretionary Aviation Grant program compliance measures: X Submit Aviation Claim for Costs Incurred (additional electronic claim forms are available upon request). X Submit Progress Reports. X Verify satisfactory completion of project. (Certificate of Completion attached) The Colorado Aeronautical Board appreciates the opportunity to work with Pitkin County to meet its needs and those of the aviation community. Please feel free to contact me at the Division (303) 261 -4418 with any questions regarding this notice or reimbursement(s) for expenditures. Sincerely, Kaitlyn Westendorf, Grants Administrator CDOT- Aeronautics Division Attachments � _ O AVIATION CLAIM FOR COSTS INCURRE ®.moo v r ERONAUTIC 1 o1 V,S,o RETURN ORIGINAL FORM TO: Telephone: (303) 261 - 4418 FAX: (303) 261 -9608 Colorado Department of Transportation Division of Aeronautics Attn: Scott Brownlee 5126 Front Range Parkway Watkins, CO 80137 GRANTEE: Pitkin County SAP PO# 291000950 To Be Completed by CDOT Personnel GRANT NUMBER: 11- ASE-01 Percent Complete: ELEMENT: A PART 1 ELEMENT DESCRIPTION Total % State Local Federal /Other A. Participate in Federally Funded extension of $8,947,368 2.5 $223,684 $223,684 $8,500,000 Runway 15/33 and Taxiway A B. Purchase Airfield Snow $500,000 35 $176,316 $323,684 $ Removal Equipment TOTALS $9,447,368 $400,000 $547,368 $8,500,000 PART 2 - CLAIM ELEMENT: A Total State Local Federal /Other Beginning Balance $8,947,368 $223,684 $223,684 $8,500,000 Total Previous Claims $ $ $ $ Total This Claim $ $ $ $ Remaining Balance $ $ $ $ PART 3 Grantee Vendor Number Claim Number Pitkin County 5000195 Project Director Signature Date CDOA Review Date Date Approved for Payment s_ o AVIATION CLAIM FOR COSTS INCURRED anon wnc RETURN ORIGINAL FORM TO: Telephone: (303) 261 -4418 FAX: (303) 261 -9608 Colorado Department of Transportation Division of Aeronautics Attn: Scott Brownlee 5126 Front Range Parkway Watkins, CO 80137 GRANTEE: Pitkin County SAP PO# 291000950 To Be Completed by CDOT Personnel GRANT NUMBER: 11- ASE -01 Percent Complete: ELEMENT: B PART 1 ELEMENT DESCRIPTION Total % State Local Federal /Other A. Participate in Federally Funded extension of Runway $8,947,368 2.5 $223,684 $223,684 $8,500,000 15/33 and Taxiway A B. Purchase Airfield Snow $500,000 35 $176,316 $323,684 $ Removal Equipment TOTALS $9,447,368 $400,000 $547,368 $8,500,000 PART 2 - CLAIM ELEMENT: B Total State Local Federal /Other Beginning Balance $500,000 $176,316 $323,684 $ Total Previous Claims $ $ $ $ Total This Claim $ $ $ $ Remaining Balance $ $ $ $ PART 3 Grantee Vendor Number Claim Number Pitkin County 5000195 Project Director Signature Date Date CDOA Review Date Approved for Payment }mss L' Aviation Grant Progress Report r. ERONAUTIC 1 Return original form to: Colorado Division of Aeronautics Telephone: 303 - 261 -4418 Attn: Scott Brownlee Fax: 303 - 261 -9608 5126 Front Range Parkway Watkins. CO 80137 Airport: Aspen /Pitkin County Airport Grantee: Pitkin County Grant Number: 11- ASE -01 Brief description of the progress of the project; please include the percentage of completion. Project Director: Print Name Signature Date: ste Aviation Grant Project Completion & Acceptance Certificate Return original form to: Colorado Division of Aeronautics Telephone: 303- 261 -4418 Attn: Scott Brownlee Fax: 303 - 261 -9608 5126 Front Range Parkway Watkins, CO 80137 Airport: Aspen/ Pitkin County Airport Grantee: Pitkin County Grant Number: 11- ASE -01 Date of Project Completion: Funds to be liquidated: $ PO #: 291000950 This document verifies that the project has been completed and accepted by the project director. Signing this certificate states that all costs for claims have been submitted and the grant can now be closed out. Project Director: Print Name Signature Date: 5 JAN 26 2011 fr - 1=�� CDAG # 11- ASE -01 CDOT - Aeronauts visiof Routing # /1 /1/9/4D & qo CDAG # 11- ASE -01 SAPPO# 241000A50 P443/p STATE OF COLORADO Colorado Department of Transportation Colorado Aeronautical Board Grant Agreement with Pitkin County TABLE OF CONTENTS 1. PARTIES 1 2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY 1 3. RECITALS 1 4. DEFINITIONS 2 5. TERM and EARLY TERMINATION. 3 6. STATEMENT OF WORK 3 7. PAYMENTS TO GRANTEE 3 8. REPORTING - NOTIFICATION 5 9. GRANTEE RECORDS 5 10. CONFIDENTIAL INFORMATION -STATE RECORDS 6 11. CONFLICTS OF INTEREST 6 12. REPRESENTATIONS AND WARRANTIES 6 13. INSURANCE 7 14. BREACH 7 15. REMEDIES 8 16. NOTICES and REPRESENTATIVES 9 17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE 10 18. STATEWIDE GRANT MANAGEMENT SYSTEM 10 19. GENERAL PROVISIONS 11 20. COLORADO SPECIAL PROVISIONS 12 21. SIGNATURE PAGE 15 EXHIBIT A — COLORADO DISCRETIONARY AVIATION GRANT APPLICATION EXHIBIT 13 -RESOLUTION 1. PARTIES This Grant Agreement (hereinafter called "Grant ") is entered into by and between Pitkin County (hereinafter called "Grantee "), and the STATE OF COLORADO acting by and through the Department of Transportation — Aeronautics Division (hereinafter called the "State" or "Division "). 2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY. This Grant shall not be effective or enforceable until it is approved and signed by the Colorado State Controller or designee (hereinafter called the "Effective Date "). Except as provided in Section 7 (B) (v), the State shall not be liable to pay or reimburse Grantee for any performance hereunder, including, but not limited to costs or expenses incurred, or be bound by any provision hereof prior to the Effective Date. 3. RECITALS A. Authority, Appropriation, And Approval Authority to enter into this Grant exists in C.R.S §43 -10 -108.5 and funds have been budgeted, appropriated and otherwise made available pursuant to C.R.S. §39- 27- 112(2)(b) and C.R.S. §43 -10 -109 and a sufficient unencumbered balance thereof remains available in the Aviation Fund for encumbering and subsequent 1 of 15 CDAG # 1 l- ASE -01 payment of the Agreement under Vendor ID 5000195, Fund 160, GL No. 4512000010, and Organizational Code VDG11 -033. Required approvals, clearance and coordination have been accomplished from and with appropriate agencies. B. Consideration The Parties acknowledge that the mutual promises and covenants contained herein and other good and valuable consideration are sufficient and adequate to support this Grant. C. Purpose The purpose of this Grant is to promote aviation at Colorado public use airports for the betterment of the Colorado Aviation System. D. References All references in this Grant to sections (whether spelled out or using the § symbol), subsections, exhibits or other attachments, are references to sections, subsections, exhibits or other attachments contained herein or incorporated as a part hereof, unless otherwise noted. 4. DEFINITIONS The following terms as used herein shall be construed and interpreted as follows: A. Budget "Budget" means the budget for the Work described in Exhibit A B. Evaluation "Evaluation" means the process of examining Grantee's Work and rating it based on criteria established in §6 and §18. C. Exhibits and other Attachments The following are attached hereto and incorporated by reference herein: Exhibit A (Colorado Discretionary Aviation Grant Program Application), and Exhibit B (Resolution in accordance with the General Assembly of the State of Colorado declared in CRS §43 -10 -101. D. Goods "Goods" means tangible material acquired, produced, or delivered by Grantee either separately or in conjunction with the Services Grantee renders hereunder. E. Grant "Grant" means this Grant, its terms and conditions, attached exhibits, documents incorporated by reference under the terms of this Grant, and any future modifying agreements, exhibits, attachments or references incorporated herein pursuant to Colorado State law, Fiscal Rules, and State Controller Policies. F. Grant Funds "Grant Funds" means available funds payable by the State to Grantee pursuant to this Grant. G. Manual "Manual" refers to the Aviation Grants Management Manual as approved by the Colorado Aeronautical Board. H. Party or Parties "Party" means the State or Grantee and "Parties" means both the State and Grantee. I. Program "Program" means the Colorado Discretionary Aviation Grant program that provides the funding for this Grant. J. Review "Review" means examining Grantee's Work to ensure that it is adequate, accurate, correct and in accordance with the criteria established in §6 and Exhibit A. K. Services "Services" means the required services to be performed by Grantee pursuant to this Grant. L. Work "Work" means the tasks and activities Grantee is required to perform to fulfill its obligations under this Grant and Exhibit A including the performance of the Services and delivery of the Goods. The Work is 2 of 15 CDAG # 11-ASE-01 further described in the plans and specifications for the project as approved by the Federal Aviation Administration ( "FAA "). M. Work Product "Work Product" means the tangible or intangible results of Grantee's Work, including, but not limited to, software, research, reports, studies, data, photographs, negatives or other finished or unfinished documents, drawings, models, surveys, maps, materials, or work product of any type, including drafts. 5. TERM and EARLY TERMINATION. A. Intial Term -Work Commencement The Parties respective performances under this Grant shall commence on the Effective Date. This Grant shall terminate on June 30, 2014 unless sooner terminated or further extended as specified elsewhere herein. Grant funds remaining following the completion of the project or the expiration of the contract will be returned to the Aviation Fund. 6. STATEMENT OF WORK A. Brief Project Description Element A: Participate in Federally Funded extension of Runway 15/33 and Taxiway A Element B: Purchase Airfield Snow Removal Equipment B. Completion Grantee shall complete the Work and its other obligations as described herein in Exhibit A and in the plans and specifications for the project as approved by the FAA on or before June 30, 2014. The State shall not be liable to compensate Grantee for any Work performed prior to the Effective Date or after the termination of this Grant. C. Goods and Services Grantee shall procure Goods and Services necessary to complete the Work. Such procurement shall be accomplished using the Grant Funds and shall not increase the maximum amount payable hereunder by the State. Grantee is subject to its local procurement standards. If none exist, Grantee is subject to the general procurement standards of the State. D. Employees All persons employed by Grantee or Sub - grantees shall be considered Grantee's or Sub - grantees' employee(s) for all purposes hereunder and shall not be employees of the State for any purpose as a result of this Grant. E. Federal Laws, Rules and Regulations If the Grant Funds involve Federal funding, Grantee understands and agrees that Federal laws, rules and regulations will control the Work and its implementation. Unless a written waiver is granted, Grantee agrees to comply with all required Federal laws, roles and regulations applicable to the Work, in addition to all State requirements. 7. PAYMENTS TO GRANTEE The State shall, in accordance with the provisions of this W7, pay Grantee in the following amounts and using the methods set forth below: A. Maximum Amount The maximum amount payable under this Grant to Grantee by the State is 2.5% of the project cost not to exceed $223,684 for Element A and 35% of the project cost not to exceed $176,316 for Element B, as determined by the State from available funds. Grantee agrees to provide any additional funds required for the successful completion of the Work. Payments to Grantee are limited to the unpaid obligated balance of the Grant as set forth in Exhibit A. The State and Grantee shall participate in providing the Grant Amount as follows: State: $400,000.00 Local: $547,368.00 Federal: $8,500,000.00 3 of 15 CDAG# 11- ASE -01 B. Payment i. Advance, Interim and Final Payments Any advance payment allowed under this Grant shall comply with State Fiscal Rules and be made in accordance with the provisions of this Grant or such Exhibit. Grantee shall initiate any payment requests by submitting invoices to the State in the form and manner set forth and approved by the State. ii. Interest The State shall fully pay each invoice within 45 days of receipt thereof if the amount invoiced represents performance by Grantee previously accepted by the State. Uncontested amounts not paid by the State within 45 days may, if Grantee so requests, bear interest on the unpaid balance beginning on the 46th day at a rate not to exceed one percent per month until paid in full; provided, however, that interest shall not accrue on unpaid amounts that are subject to a good faith dispute. Grantee shall invoice the State separately for accrued interest on delinquent amounts. The billing shall reference the delinquent payment, the number of day's interest to be paid and the interest rate. iii. Available Funds - Contingency - Termination The State is prohibited by law from making fiscal commitments beyond the term of the State's current fiscal year. Therefore, Grantee's compensation is contingent upon the continuing availability of State appropriations as provided in the Colorado Special Provisions, set forth below. If federal funds are used with this Grant in whole or in part, the State's performance hereunder is contingent upon the continuing availability of such funds. Payments pursuant to this Grant shall be made only from available funds encumbered for this Grant and the State's liability for such payments shall be limited to the amount remaining of such encumbered funds. If State or federal funds are not fully appropriated or otherwise become unavailable for this Grant, the State may terminate it in whole or to the extent of funding reduction, without further liability, after providing notice to Grantee in accordance with § 16. iv. Erroneous Payments At the State's sole discretion, payments made to Grantee in error for any reason, including, but not limited to overpayments or improper payments, and unexpended or excess funds received by Grantee, may be recovered from Grantee by deduction from subsequent payments under this Grant or other Grants, grants or agreements between the State and Grantee or by other appropriate methods and collected as a debt due to the State. Such funds shall not be paid to any party other than the State. v. Retroactive Payments The State shall pay Grantee for costs or expenses incurred or performance by the Grantee prior to the Effective Date, only if (1) the Grant Funds involve Federal funding and (2) Federal laws, rules and regulations applicable to the Work provide for such retroactive payments to the Grantee. Any such retroactive payments shall comply with State Fiscal Rules and be made in accordance with the provisions of this Grant or such Exhibit. Grantee shall initiate any payment requests by submitting invoices to the State in the form and manner set forth and approved by the State. C. Use of Funds Grant Funds shall be used only for eligible costs identified herein and/or in Exhibit A. This shall not be used solely for aviation purposes as defined in CRS §43 -10 -102 (3) and this Grant shall] not be used for the subsidization of airlines. Misuse of Grant Funds, including subsidization for airlines, may result in forfeiture. D. Matching Funds Grantee shall provide matching funds as provided in Exhibit A. Grantee shall have raised the full amount of matching funds prior to the Effective Date and shall report to the State regarding the status of such funds upon request. E. Payment Compliance All Grant reimbursements shall comply with Title 49 Part 18 of the Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governements. Additionally, Grantee shall only by reimbursed for costs allowable under 2 CFR Part 125, Appendix A. 4 of 15 q CDAG # 11- ASE -01 8. REPORTING - NOTIFICATION Reports, Evaluations, and Reviews required under this §8 shall be in accordance with the procedures of and in such form as prescribed by the State and in accordance with §18, if applicable. A. Performance, Progress, Personnel, and Funds Grantee shall submit a report to the State upon expiration or sooner termination of this Grant, containing an Evaluation and Review of Grantee's performance and the final status of Grantee's obligations hereunder. In addition, Grantee shall comply with all reporting requirements, if any, set forth in the Manual. B. Litigation Reporting Within 10 days after being served with any pleading in a legal action filed with a court or administrative agency, related to this Grant or which may affect Grantee's ability to perform its obligations hereunder, Grantee shall notify the State of such action and deliver copies of such pleadings to the State's principal representative as identified herein. If the State's principal representative is not then serving, such notice and copies shall be delivered to the Executive Director of CDOT. C. Noncompliance Grantee's failure to provide reports and notify the State in a timely manner in accordance with this §8 may result in the delay of payment of funds and/or termination as provided under this Grant. D. Subgrants Copies of any and all subgrants entered into by Grantee to perform its obligations hereunder shall be submitted to the State or its principal representative upon request by the State. Any and all subgrants entered into by Grantee related to its performance hereunder shall comply with all applicable federal and state laws and shall provide that such subgrants be governed by the laws of the State of Colorado. 9. GRANTEE RECORDS Grantee shall make, keep, maintain and allow inspection and monitoring of the following records: A. Maintenance Grantee shall make, keep, maintain, and allow inspection and monitoring by the State of a complete file of all records, documents, communications, notes and other written materials, electronic media files, and communications, pertaining in any manner to the Work or the delivery of Services (including, but not limited to the operation of programs) or Goods hereunder. Grantee shall maintain such records (the Record Retention Period) until the last to occur of the following: (i) a period of three years after the date this Grant is completed or terminated, or (ii) final payment is made hereunder, whichever is later, or (iii) for such further period as may be necessary to resolve any pending matters, or (iv) if an audit is occurring, or Grantee has received notice that an audit is pending, then until such audit has been completed and its findings have been resolved (the "Record Retention Period "). B. Inspection Grantee shall permit the State, the federal government and any other duly authorized agent of a governmental agency to audit, inspect, examine, excerpt, copy and/or transcribe Grantee's records related to this Grant during the Record Retention Period for a period of three years following termination of this Grant or final payment hereunder, whichever is later, to assure compliance with the terms hereof or to evaluate Grantee's performance hereunder. The State reserves the right to inspect the Work at all reasonable times and places during the term of this Grant, including any extension. If the Work fails to conform to the requirements of this Grant, the State may require Grantee promptly to bring the Work into conformity with Grant requirements, at Grantee's sole expense. If the Work cannot be brought into conformance by re- performance or other corrective measures, the State may require Grantee to take necessary action to ensure that future performance conforms to Grant requirements and exercise the remedies available under this Grant, at law or inequity in lieu of or in conjunction with such corrective measures. C. Monitoring Grantee shall permit the State, the federal government, and other governmental agencies having jurisdiction, in their sole discretion, to monitor all activities conducted by Grantee pursuant to the terms of this Grant using any reasonable procedure, including, but not limited to: internal evaluation procedures, examination of program data, special analyses, on -site checking, formal audit examinations, or any other 5 of 15 /0 CDAG # 11- ASE -01 procedures. All monitoring controlled by the State shall be performed in a manner that shall not unduly interfere with Grantee's performance hereunder. D. Final Audit Report If an audit is performed on Grantee's records for any fiscal year covering a portion of the term of this Grant, Grantee shall submit a copy of the final audit report to the State or its principal representative at the address specified herein. 10. CONFIDENTIAL INFORMATION -STATE RECORDS Grantee shall comply with the provisions on this §10 if it becomes privy to confidential information in connection with its performance hereunder. Confidential information, includes, but is not necessarily limited to, state records, personnel records, and information concerning individuals. A. Confidentiality Grantee shall keep all State records and information confidential at all times and to comply with all laws and regulations concerning confidentiality of information. Any request or demand by a third party for State records and information in the possession of Grantee shall be immediately forwarded to the State's principal representative. B. Notification Grantee shall notify its agent, employees, Sub - grantees, and assigns who may come into contact with State records and confidential information that each is subject to the confidentiality requirements set forth herein, and shall provide each with a written explanation of such requirements before they are permitted to access such records and information. C. Use, Security, and Retention Confidential information of any kind shall not be distributed or sold to any third party or used by Grantee or its agents in any way, except as authorized by this Grant or approved in writing by the State. Grantee shall provide and maintain a secure environment that ensures confidentiality of all State records and other confidential information wherever located. Confidential information shall not be retained in any files or otherwise by Grantee or its agents, except as permitted in this Grant or approved in writing by the State. D. Disclosure - Liability Disclosure of State records or other confidential information by Grantee for any reason may be cause for legal action by third parties against Grantee, the State or their respective agents. Grantee shall indemnify, save, and hold harmless the State, its employees and agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred as a result of any act or omission by Grantee, or its employees, agents, Sub - grantees, or assignees pursuant to this §10. 11. CONFLICTS OF INTEREST Grantee shall not engage in any business or personal activities or practices or maintain any relationships which conflict in any way with the full performance of Grantee's obligations hereunder. Grantee acknowledges that with respect to this Grant, even the appearance of a conflict of interest is harmful to the State's interests. Absent the State's prior written approval, Grantee shall refrain from any practices, activities or relationships that reasonably appear to be in conflict with the full performance of Grantee's obligations to the State hereunder. If a conflict or appearance exists, or if Grantee is uncertain whether a conflict or the appearance of a conflict of interest exists, Grantee shall submit to the State a disclosure statement setting forth the relevant details for the State's consideration. Failure to promptly submit a disclosure statement or to follow the State's direction in regard to the apparent conflict constitutes a breach of this Grant. 12. REPRESENTATIONS AND WARRANTIES Grantee makes the following specific representations and warranties, each of which was relied on by the State in entering into this Grant. A. Standard and Manner of Performance Grantee shall perform its obligations hereunder in accordance with the highest standards of care, skill and diligence in the industry, trades or profession and in the sequence and manner set forth in this Grant. B. Legal Authority — Grantee and Grantee's Signatory 6of15 I CDAG # 11- ASE -01 Grantee warrants that it possesses the legal authority to enter into this Grant and that it has taken all actions required by its procedures, by -laws, and/or applicable laws to exercise that authority, and to lawfully authorize its undersigned signatory to execute this Grant, or any part thereof, and to bind Grantee to its terms. If requested by the State, Grantee shall provide the State with proof of Grantee's authority to enter into this Grant within 15 days of receiving such request. C. Licenses, Permits, Etc. Grantee represents and warrants that as of the Effective Date it has, and that at all times during the term hereof it shall have, at its sole expense, all licenses, certifications, approvals, insurance, permits, and other authorization required by law to perform its obligations hereunder. Grantee warrants that it shall maintain all necessary licenses, certifications, approvals, insurance, permits, and other authorizations required to properly perform this Grant, without reimbursement by the State or other adjustment in Grant Funds. Additionally, all employees and agents of Grantee performing Services under this Grant shall hold all required licenses or certifications, if any, to perform their responsibilities. Grantee, if a foreign corporation or other foreign entity transacting business in the State of Colorado, further warrants that it currently has obtained and shall maintain any applicable certificate of authority to transact business in the State of Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non - renewal of licenses, certifications, approvals, insurance, permits or any such similar requirements necessary for Grantee to properly perform the terms of this Grant shall be deemed to be a material breach by Grantee and constitute grounds for termination of this Grant. 13. INSURANCE Grantee shall obtain and maintain insurance as specified in this section at all times during the term of this Grant: All policies evidencing the insurance coverage required hereunder shall be issued by insurance companies satisfactory to Grantee and the State. A. Grantee i. Public Entities If Grantee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24 -10 -101, et seq., as amended (the "GIA "), then Grantee shall maintain at all times during the term of this Grant such liability insurance, by commercial policy or self - insurance, as is necessary to meet its liabilities under the GIA. Grantee shall show proof of such insurance satisfactory to the State, if requested by the State. Grantee shall require each Grant with Sub - grantees that are public entities, providing Goods or Services hereunder, to include the insurance requirements necessary to meet Sub - grantee' s liabilities under the GIA. ii. Non - Public Entities If Grantee is not a "public entity" within the meaning of the GIA, Grantee shall obtain and maintain during the term of this Grant insurance coverage and policies meeting the same requirements set forth in §13(B) with respect to sub - Grantees that are not "public entities ". B. Certificates Grantee and all Sub - grantees shall provide certificates showing insurance coverage required hereunder to the State within seven business days of the Effective Date of this Grant. No later than 15 days prior to the expiration date of any such coverage, Grantee and each Sub - grantee shall deliver to the State or Grantee certificates of insurance evidencing renewals thereof. In addition, upon request by the State at any other time during the term of this Grant or any sub - grant, Grantee and each Sub - grantee shall, within 10 days of such request, supply to the State evidence satisfactory to the State of compliance with the provisions of this §13. 14. BREACH A. Defined In addition to any breaches specified in other sections of this Grant, the failure of either Party to perform any of its material obligations hereunder in whole or in part or in a timely or satisfactory manner, constitutes a breach. The institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Grantee, or the appointment of a receiver or similar officer for Grantee or any of 7 of 15 / /9- CDAG # 11- ASE -01 its property, which is not vacated or fully stayed within 20 days after the institution or occurrence thereof, shall also constitute a breach. B. Notice and Cure Period In the event of a breach, notice of such shall be given in writing by the aggrieved Party to the other Party in the manner provided in §16. If such breach is not cured within 30 days of receipt of written notice, or if a cure cannot be completed within 30 days, or if cure of the breach has not begun within 30 days and pursued with due diligence, the State may exercise any of the remedies set forth in §15. Notwithstanding anything to the contrary herein, the State, in its sole discretion, need not provide advance notice or a cure period and may immediately terminate this Grant in whole or in part if reasonably necessary to preserve public safety or to prevent immediate public crisis. 15. REMEDIES If Grantee is in breach under any provision of this Grant the State shall have all of the remedies listed in this §15 in addition to all other remedies set forth in other sections of this Grant following the notice and cure period set forth in §14(B); provided that the State may terminate pursuant to §1S(B) without a breach. The State may exercise any or all of the remedies available to it, in its sole discretion, concurrently or consecutively. A. Termination for Cause and/or Breach If Grantee fails to perform any of its obligations hereunder with such diligence as is required to ensure its completion in accordance with the provisions of this Grant and in a timely manner, the State may notify Grantee of such non - performance in accordance with the provisions herein. If Grantee thereafter fails to promptly cure such non - performance within the cure period, the State, at its option, may terminate this entire Grant or such part of this Grant as to which there has been delay or a failure to properly perform. Exercise by the State of this right shall not be deemed a breach of its obligations hereunder. Grantee shall continue performance of this Grant to the extent not terminated, if any. i. Obligations and Rights To the extent specified in any termination notice, Grantee shall not incur further obligations or render further performance hereunder past the effective date of such notice, and shall terminate outstanding orders and subcontracts with third parties. However, Grantee shall complete and deliver to the State all Work, Services and Goods not cancelled by the termination notice and may incur obligations as are necessary to do so within this Grant's terms. At the sole discretion of the State, Grantee shall assign to the State all of Grantee's right, title, and interest under such terminated orders or sub- Grants. Upon termination, Grantee shall take timely, reasonable and necessary action to protect and preserve property in the possession of Grantee in which the State has an interest. All materials owned by the State in the possession of Grantee shall be immediately returned to the State. All Work Product, at the option of the State, shall be delivered by Grantee to the State and shall become the State's property. ii. Payments The State shall reimburse Grantee only for accepted performance up to the date of termination. If, after termination by the State, it is determined that Grantee was not in breach or that Grantee's action or inaction was excusable, such termination shall be treated as a termination in the public interest and the rights and obligations of the Parties shall be the same as if this Grant had been terminated in the public interest, as described herein. iii. Damages and Witholding Notwithstanding any other remedial action by the State, Grantee also shall remain liable to the State for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the State may withhold any payment to Grantee for the purpose of mitigating the State's damages, until such time as the exact amount of damages due to the State from Grantee is determined. The State may withhold any amount that may be due to Grantee as the State deems necessary to protect the State, including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the State for the excess costs incurred in procuring similar goods or services. Grantee shall be liable for excess costs incurred by the State in procuring from third parties replacement Work, Services or substitute Goods as cover. B. Early Termination in the Public Interest 8 of 15 �3 • CDAG # 11- ASE -01 The State is entering into this Grant for the purpose of carrying out the public policy of the State of Colorado, as determined by its Governor, General Assembly, and/or Courts. If this Grant ceases to further the public policy of the State, the State, in its sole discretion, may terminate this Grant in whole or in part. Exercise by the State of this right shall not constitute a breach of the State's obligations hereunder. This subsection shall not apply to a termination of this Grant by the State for cause or breach by Grantee, which shall be governed by §15(A) or as otherwise specifically provided for herein. iii. Method and Content The State shall notify Grantee of such termination in accordance with §16. The notice shall specify the effective date of the termination and whether it affects all or a portion of this Grant. iv. Obligations and Rights Upon receipt of a termination notice, Grantee shall be subject to and comply with the same obligations and rights set forth in §15(A)(i). v. Payments If this Grant is terminated by the State pursuant to this §15(11), Grantee shall be paid an amount which bears the same ratio to the total reimbursement under this Grant as the Services satisfactorily performed bear to the total Services covered by this Grant, less payments previously made. Additionally, if this Grant is less than 60% completed, the State may reimburse Grantee for a portion of actual out -of- pocket expenses (not otherwise reimbursed under this Grant) incurred by Grantee which are directly attributable to the uncompleted portion of Grantee's obligations hereunder; provided that the sum of any and all reimbursement shall not exceed the maximum amount payable to Grantee hereunder. C. Remedies Not Involving Termination The State, in its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to it: vi. Suspend Performance Suspend Grantee's performance with respect to all or any portion of this Grant pending necessary corrective action as specified by the State without entitling Grantee to an adjustment in price /cost or performance schedule. Grantee shall promptly cease performance and incurring costs in accordance with the State's directive and the State shall not be liable for costs incurred by Grantee after the suspension of performance under this provision. vii. Withold Payment Withhold payment to Grantee until corrections in until corrections in Grantee's performance are satisfactorily made and completed. viii. Deny Payment Deny payment for those obligations not performed, that due to Grantee's actions or inactions, cannot be performed or, if performed, would be of no value to the State; provided, that any denial of payment shall be reasonably related to the value to the State of the obligations not performed. ix. Removal Demand removal of any of Grantee's employees, agents, or Sub - grantees whom the State deems incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued relation to this Grant is deemed to be contrary to the public interest or not in the State's best interest. x. Intellectual Property If Grantee infringes on a patent, copyright, trademark, trade secret or other intellectual property right while performing its obligations under this Grant, Grantee shall, at the State's option (a) obtain for the State or Grantee the right to use such products and services; (b) replace any Goods, Services, or other product involved with non - infringing products or modify them so that they become non - infringing; or, (c) if neither of the forgegoing alternatives are reasonably available, remove any infringing Goods, Services, or products and refund the price paid therefore to the State. 16. NOTICES and REPRESENTATIVES Each individual identified below is the principal representative of the designating Party. All notices required to be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such 9of15 CDAC # 11- ASE -01 Party's principal representative at the address set forth below. In addition to, but not in lieu of a hard-copy notice, notice also may be sent by e-mail to the e-mail addresses, if any, set forth below. Either Party may from time to time designate by written notice substitute addresses or persons to whom such notices shall be sent. Unless otherwise provided herein, all notices shall be effective upon receipt. A. State: Scott Brownlee CDOT- Division of Aeronautics 5126 Front Range Parkway Watkins, CO 80137 303- 261 -4418 scott.brownlee@dot.state.co.us 13. Grantee: David Ulane Aspen/Pitkin County Airport 0233 E. Airport Raod, Suite A Aspen, CO 81611 970 - 429 -2853 david.ulane@co.pitkin.co.us 17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE Any software, research, reports, studies, data, photographs, negatives or other documents, drawings, models, materials, or Work Product of any type, including drafts, prepared by Grantee in the performance of its obligations under this Grant shall be the property of the State and, all Work Product shall be delivered to the State by Grantee upon completion or termination hereof. The State's exclusive rights in such Work Product shall include, but not be limited to, the right to copy, publish, display, transfer, and prepare derivative works. GOVERNMENTAL IMMUNITY Notwithstanding any other provision to the contrary, nothing herein shall constitute a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions of the Colorado Governmental Immunity Act, CRS §24 -10 -101, et seq., as amended. Liability for claims for injuries to persons or property arising from the negligence of the State of Colorado, its departments, institutions, agencies, boards, officials, and employees is controlled and limited by the provisions of the Governmental Immunity Act and the risk management statutes, CRS §24 -30 -1501, et seq., as amended. 18. STATEWIDECONTRACT MANAGEMENT SYSTEM If the maximum amount payable to Grantee under this Grant is $100,000 or greater, either on the Effective Date or at anytime thereafter, this §18 applies. Grantee agrees to be governed, and to abide, by the provisions of CRS §24 -102 -205, §24- 102 -206, §24- 103 -601, §24- 103.5 -101 and §24- 105 -102 conceming the monitoring of vendor performance on state Grants and inclusion of Grant performance information in a statewide Contract Management System. Grantee's performance shall be subject to Evaluation and Review in accordance with the terms and conditions of this Grant, State law, including CRS §24- 103.5 -101, and State Fiscal Rules, Policies and Guidance. Evaluation and Review of Grantee's performance shall be part of the normal Grant administration process and Grantee's performance will be systematically recorded in the statewide Contract Management System. Areas of Evaluation and Review shall include, but shall not be limited to quality, cost and timeliness. Collection of information relevant to the performance of Grantee's obligations under this Grant shall be determined by the specific requirements of such obligations and shall include factors tailored to match the requirements of Grantee's obligations. Such performance information shall be entered into the statewide Contract Management System at intervals established herein and a final Evaluation, Review and Rating shall be rendered within 30 days of the end of the Grant term. Grantee shall be notified following each performance Evaluation and Review, and shall address or correct any identified problem in a timely manner and maintain work progress. 10 of 15 J CDAG# 11- ASE -01 Should the final performance Evaluation and Review determine that Grantee demonstrated a gross failure to meet the performance measures established hereunder, the Executive Director of the Colorado Department of Personnel and Administration (Executive Director), upon request by the Colorado Division of Aeronautics, and showing of good cause, may debar Grantee and prohibit Grantee from bidding on future Grants. Grantee may contest the final Evaluation, Review and Rating by: (a) filing rebuttal statements, which may result in either removal or correction of the evaluation (CRS §24- 105- 102(6)), or (b) under CRS §24- 105- 102(6), exercising the debarment protest and appeal rights provided in CRS § §24- 109 -106, 107, 201 or 202, which may result in the reversal of the debarment and reinstatement of Grantee, by the Executive Director, upon a showing of good cause. 19. GENERAL PROVISIONS A. Assignment and Subgrants Grantee's rights and obligations hereunder are personal and may not be transferred, assigned or subgranted without the prior, written consent of the State. Any attempt at assignment, transfer, or subgranting without such consent shall be void. All assignments, subgrants, or Sub - grantees approved by Grantee or the State are subject to all of the provisions hereof. Grantee shall be solely responsible for all aspects of subgranting arrangements and performance. B. Attribution In all publications and publicly funded projects under this Grant a credit line shall be included that reads: "This project paid for in part by a Coloraod Discretionary Aviation Grant from the Colorado Department of Transportation, Division of Aeronautics ". C. Binding Effect Except as otherwise provided in §19(A), all provisions herein contained, including the benefits and burdens, shall extend to and be binding upon the Parties' respective heirs, legal representatives, successors, and assigns. D. Captions The captions and headings in this Grant are for convenience of reference only, and shall not be used to interpret, define, or limit its provisions. E. Counterparts This Grant may be executed in multiple identical original counterparts, all of which shall constitute one agreement. F. Entire Understanding This Grant represents the complete integration of all understandings between the Parties and all prior representations and understandings, oral or written, are merged herein. Prior or contemporaneous additions, deletions, or other changes hereto shall not have any force or effect whatsoever, unless embodied herein. G. Indemnification - General Grantee shall indemnify, save, and hold harmless the State, its employees and agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred as a result of any act or omission by Grantee, or its employees, agents, Sub - grantees, or assignees pursuant to the terms of this Grant; however, the provions hereof shall not be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions, of the Colorado Governmental Immunity Act, CRS §24 -10 -101 et seq., or the Federal Tort Claims Act, 28 U.S.C. 2671 et seq., as applicable, as now or hereafter amended. II. Jurisdction and Venue All suits, actions, or proceedings related to this Grant shall be held in the State of Colorado and exclusive venue shall be in the City and County of Denver. I. Modification xi. By the Parties Except as specifically provided in this Grant, modifications hereof shall not be effective unless agreed to in writing by the Parties in an amendment hereto, properly executed and approved in accordance with applicable Colorado State law, State Fiscal Rules, and Office of the State Controller Policies, 11 of 15 �� . .. . CDAG # 11- ASE -01 including, but not limited to, the policy entitled MODIFICATION OF CONTRACTS - TOOLS AND FORMS. xii. By Operation of Law This Grant is subject to such modifications as may be required by changes in Federal or Colorado State law, or their implementing regulations. Any such required modification automatically shall be incorporated into and be part of this Grant on the effective date of such change, as if fully set forth herein. J. Order of Precedence The provisions of this Grant shall govern the relationship of the State and Grantee. In the event of conflicts or inconsistencies between this Grant and its exhibits and attachments including, but not limited to, those provided by Grantee, such conflicts or inconsistencies shall be resolved by reference to the documents in the following order of priority: xiii. Colorado Special Provisions, xiv. The provisions of the main body of this Grant, xv. Exhibit A, xvi. Exhibit B, K. Severability Provided this Grant can be executed and performance of the obligations of the Parties accomplished within its intent, the provisions hereof are severable and any provision that is declared invalid or becomes inoperable for any reason shall not affect the validity of any other provision hereof. L. Survival of Certain Grant Terms Notwithstanding anything herein to the contrary, provisions of this Grant requiring continued performance, compliance, or effect after termination hereof, shall survive such termination and shall be enforceable by the State if Grantee fails to perform or comply as required. M. Waiver Waiver of any breach of a term, provision, or requirement of this Grant, or any right or remedy hereunder, whether explicitly or by lack of enforcement, shall not be construed or deemed as a waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement. 20. COLORADO SPECIAL PROVISIONS The Special Provisions apply to all Grants except where noted in italics. A. 1. CONTROLLER'S APPROVAL. CRS §24 -30 -202 (1). This Grant shall not be deemed valid until it has been approved by the Colorado State Controller or designee. B. 2. FUND AVAILABILITY. CRS §24 -30- 202(5.5). Financial obligations of the State payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. C. 3. GOVERNMENTAL IMMUNITY. No term or condition of this Grant shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Govemmental Immunity Act, CRS §24 -10 -101 et seq., or the Federal Tort Claims Act, 28 U.S.C. § §1346(b) and 2671 et seq., as applicable now or hereafter amended. D. 4. INDEPENDENT CONTRACTOR Grantee shall perform its duties hereunder as an independent Grantee and not as an employee. Neither Grantee nor any agent or employee of Grantee shall be deemed to be an agent or employee of the State. Grantee and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for Grantee or any of its agents or employees. Unemployment insurance benefits shall be available to Grantee and its employees and agents only if such coverage is made available by Grantee or a third party. Grantee shall pay 12 of 15 I CDAG # 11- ASE -DI when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Grant. Grantee shall not have authorization, express or implied, to bind the State to any Grant, liability or understanding, except as expressly set forth herein. Grantee shall (a) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law, (b) provide proof thereof when requested by the State, and (c) be solely responsible for its acts and those of its employees and agents. E. 5. COMPLIANCE WITH LAW. Grantee shall strictly comply with all applicable federal and State laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices. F. 6. CHOICE OF LAW. Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this grant. Any provision included or incorporated herein by reference which conflicts with said laws, rules, and regulations shall be null and void. Any provision incorporated herein by reference which purports to negate this or any other Special Provision in whole or in part shall not be valid or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate the remainder of this Grant, to the extent capable of execution. G. 7. BINDING ARBITRATION PROHIBITED. The State of Colorado does not agree to binding arbitration by any extra- judicial body or person. Any provision to the contrary in this contract or incorporated herein by reference shall be null and void. H. 8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. State or other public funds payable under this Grant shall not be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. Grantee hereby certifies and warrants that, during the term of this Grant and any extensions, Grantee has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. 1f the State determines that Grantee is in violation of this provision, the State may exercise any remedy available at law or in equity or under this Grant, including, without limitation, immediate termination of this Grant and any remedy consistent with federal copyright laws or applicable licensing restrictions. L 9. EMPLOYEE FINANCIAL INTEREST. CRS § §24.18.201 and 24 -50 -507. The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest whatsoever in the service or property described in this Grant. Grantee has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of Grantee's services and Grantee shall not employ any person having such known interests. J. 10. VENDOR OFFSET. CRS § §24 -30 -202 (1) and 24 -30- 202.4. [Not Applicable to intergovernmental agreements] Subject to CRS §24 -30 -202.4 (3.5), the State Controller may withhold payment under the State's vendor offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or child support arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39 -21 -101, et seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d) amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing to the State as a result of final agency determination or judicial action. K. 11. PUBLIC GRANTS FOR SERVICES. CRS §8 -17.5 -101. [Not Applicable to Agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental Agreements, or information technology services or products and services] Grantee certifies, warrants, and agrees that it does not knowingly employ or Grant with an illegal alien who shall perform work under this Grant and shall confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Grant, through participation in the E -Verify Program or the State program established pursuant to CRS §8- 17.5- 102(5)(e), Grantee shall not knowingly employ or Grant with an 13 of 15 / g CDAG # 11- ASE -01 illegal alien to perform work under this Grant or enter into a Grant with a Sub - grantee that fails to certify to Grantee that the Sub - grantee shall not knowingly employ or Grant with an illegal alien to perform work under this Grant. Grantee (a) shall not use E -Verify Program or State program procedures to undertake pre- employment screening of job applicants while this Grant is being performed, (b) shall notify the Sub - grantee and the Granting State agency within three days if Grantee has actual knowledge that a Sub - grantee is employing or Granting with an illegal alien for work under this Grant, (c) shall terminate the subGrant if a Sub - grantee does not stop employing or Granting with the illegal alien within three days of receiving the notice, and (d) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8 -17.5- 102(5), by the Colorado Department of Labor and Employment. If Grantee participates in the State program, Grantee shall deliver to the Granting State agency, Institution of Higher Education or political subdivision, a written, notarized affirmation, affirming that Grantee has examined the legal work status of such employee, and shall comply with all of the other requirements of the State program. If Grantee fails to comply with any requirement of this provision or CRS §8- 17.5 -101 et seq., the Granting State agency, institution of higher education or political subdivision may terminate this Grant for breach and, if so terminated, Grantee shall be liable for damages. L. 12. PUBLIC GRANTS WITH NATURAL PERSONS. CRS §24- 76.5.101. Grantee, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (b) shall comply with the provisions of CRS §24- 76.5 -101 et seq., and (c) has produced one form of identification required by CRS §24- 76.5 -103 prior to the effective date of this Grant. SPs Effective 1/1/09 THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK 14of15 /9 CDAG# 1l- ASE -01 21.SIGNATURE PAGE THE PARTIES HERETO HAVE EXECUTED THIS GRANT * Persons signing for Grantee hereby swear and affirm that they are authorized to act on Grantee's behalf and acknowledge that the State is relying on their representations to that effect. GRANTEE STATE OF COLORADO Pitkin County By: John W. Hickenlooper, GOVERNOR lbtriCD %.% .1404 C Colorado Department of Transportation Print Name of Authorized Individual Donald E. Hunt — Executive Director Title: By: David C. Gordon ASV . MEAT cbt.J ODCCU A. Aeronautics Division Director Print Title of Authorized Individual *Signature o // Date: Date: ("ZJ -ad 1 LEGAL REVIEW n - �.— ` n_ � John W. Suthers, Attorney Gene al 77Ls: Coc �-i-to 4`: By: a , in L Signature - • ssistant Attorney Gene . Date: 2 / _ 1 - 11 ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER CRS §24 -30 -202 requires the State Controller to approve all State Grants. This Grant is not valid until signed and dated below by the State Controller or delegate. Grantee is not authorized to begin performance until such time. If Grantee begins performing prior thereto, the State of Colorado is not obligated to pay Grantee for such performance or for any goods and /or services provided hereunder. STATE CONTROLLER David J. Menu ott, C By: l/� /f � Colored partmen of Transportation Date: n Page 15 of 15 �� CDAG# 11- ASE -01 Exhibit A 16 r. COLORADO DISCRETIONARY AVIATION GRANT APPLICATION r : UTrc APPLICANT INFORMATION APPLICANT AGENCY (Airport Sponsor) Pitkin County Colorado MAILING ADDRESS CITY ' ZIP CODE 0233 E. Airport Rd. Suite A Aspen 81611 - PHONE NUMBER FAX EMAIL (970) 429 -2853 (970) 920 -5384 david.ulanegco.pitkin.co.us PROJECT PERIOD (mndddryyyy) FROM 1/1/2010 TO 1/1/2012 e 10/28/2010 Signature — Sponsoring Agency, Title Date (mm/dd/yyyy) RETURN ORIGINAL APPLICATION TO: Colorado Department of Transportation Telephone: (303) 261 -4418 Division of Aeronautics FAX: (303) 261 -9608 5126 Front Range Parkway Watkins, CO 80137 Or email to: scottbrownieeadastate.co.us PROJECT SUMMARY ® Additional Information Submitted with Application Extension of Runway 15/33 and Taxiway A 1,000' to the south. Airfield Snow Removal Equipment Replacment Please see attached additional information. PROJECT FUNDING SUMMARY CDAG $400,000 Local $547,368 FAA/Other $8,500,000 I TOTAL $9,447,368.00 1 1 of n, CDAG# 11- ASE -01 ExhibitA PROJECT SUMMARY AND GRANT PROPOSAL IDENTIFY THE EXISTING PROBLEM Additional Information Submitted with Application Please see attached additional information. DEFINE THE PROPOSED PROJECT AND ESTIMATED SCHEDULE IN DETAIL *INCLUDE LAYOUT SKETCH DAdditional Information Submitted with Application The attached diagram shows the layout and phasing of the 1,000' runway extension. As of October, 2010, negotiations were still underway regarding the mitigation of the water well system, as required by the EA. It is expected that construction will begin in early spring 2011, and be completed by late fall of 2011. The replacement plow truck is expected to be procured and ordered in the first quarter of 2011, with delivery expected prior to the winter of 2011. The airport received a CDAG grant in 2010 for $223,684, the first half of the state's match for the total project cost, which is expected not to exceed $17,894,000. PART A — FUNDING RESOURCES 1. CDAG Grant Funds Requested A ` ,000 2. Local In -Kind $ 3. Local Cash $547,368 4. FAA Funds $8,500,000 5. Other Funds Identify Source: 6. Total Other Funds (Items 2, 3, 4, 5) $9,047,368 7. Project Funding Summary (Total items 1 through 6) V/ $9,447,368 2 of 6 CDAG# 11- ASE -01 Exhibit A PART B — BUDGET SUMMARY Define individual elements of each bud • et item t -� i t n atii _ t ) M Ca • ital E • ui • ment Sno .low 5176,316.00 35.2% $323,684.00 64.7% 0.0% $500,000.00 - -- 0.0% 0.0% 50.00 0.0% 0.0% 50.00 Construction Runway/ Taxiway 2.5% Extension 5223,684.00 2.5% 5223,684.00 58,500,000.00 95.0% 58,947,368.00 �i♦� o.o% o.0°%° 50.00 0.0% 0.0% 50.00 Other �i♦� o.o% o.o% 50.00 �i♦� o.o% o.o% $0.00 �l♦� 0.0% o.o% 50.00 PROJECT GRAND $9,447,368.00 TOTAL ON -SITE PROJECT DIRECTOR NAME David Ulane, AAE MAILING ADDRESS CITY, STATE ZIP CODE 0233 E. Airport Rd. Suite A Aspen, CO 81611 - PHONE NUMBER FAX EMAIL (970) 429 -2853 (970) 920 -5384 david.ulanenaco.pitkin.co.us LOCATION OF PROJECT FISCAL RECORDS (Complete only if different than Project Director) NAME MAILING ADDRESS ' CITY, STATE ZIP CODE PHONE NUMBER FAX ' EMAIL ( ) - ( ) - 3 of 6 �3 CDAG# 11- ASE -01 Exhibit A Project Summaries Runway Extension In July, 2010, following completion of an federal Environmental Assessment (EA), the Pitkin County Commissioners approved a project to extend runway 15/33 at the Aspen /Pitkin County Airport 1,000 to the south. At Aspen's 7,815' elevation, the airport's existing 7,000' runway length often restricts the number of passengers, fuel and baggage that can be accomodated on existing air carrier aircraft, particularly in the hot summer season. The runway extension will not allow larger or heavier aircraft to operate at the airport, and will be available only for takeoffs to the north. The extension will allow existing aircraft to operate with more payload, reduce the number of "bumped passengers ", allow air carriers to fill more aircraft seats with revenue passengers, provide the potential for longer stage lengths by both general aviation and air carrier aircraft, and increase operational safety. This application reflects the high end estimated cost of both design and construction costs, including the replacement of a domestic water well system located in the runway extension area, which was a mitigation measure required by the EA. The applicant realizes that actual state funding will be proportional to actual project costs. Airfield Snow Plow Replacement This project will entail the scheduled replacment of the airport's 1996 International 5000 airfield snow plow truck and 14' blade with a new, high speed runway plow truck with 22' blade. Identify the Existing Problem Runway Extension At Aspen's 7,815' elevation, the airport's existing 7,000' runway length often restricts the number of passengers, fuel and baggage that can be accomodated on existing air carrier and general aviation aircraft particularly in the hot summer season. The runway extension will allow existing aircraft to operate with more payload, reducing the number of "bumped passengers ", allow air carriers to fill more aircraft seats with revenue passengers, and provide the potential for longer stage lengths by both general aviation and air carrier aircraft. 4 of �, / CDAG# 11 -ASE -01 Exhibit A Airfield Snow Plow Replacement Due to the significant amount of snowfall at Aspen's 7,815' elevation (nearly 200" annually), the airport's heavy snow removal equipment fleet sees extensive use, and is normally scheduled for replacement on ten year intervals. In this instance, we were able to realize fourteen years of service from our International plow. However, increasing maintenance costs, the vehicle's age, and its lack of commonality with our current snow removal fleet necessitate replacement at this time. Doing so will ensure that we can continue to provide the highest level of snow removal capabilities expected by our users. 5 of 6 )5 11 \ , . -,-.1- . „ 1 % \ e 4 a .� � 1 ,, , y1 , ! h1I1 M p !� ' , , i k tY K fir' u WI e � ti H, I S. be 1 ...4 c 4 ------___\ ( 1 l! 4 0 t ok 1 ✓ } `.Y 1 • CDAG# 11- ASE -01 EXHIBIT B RESOLUTION WHEREAS: The General Assembly of the State of Colorado declared in Title 43 of the Colorado revised Statutes, Article 10, 1991 in C.R.S. §43 -10 -101 (the Act) "... that there exists a need to promote the safe operations and accessibility of general aviation in this state; that improvements to general aviation transportation facilities will promote diversified economic development across the state; and that accessibility to airport facilities for residents of this state is crucial in the event of a medical or other type of emergency..." The Act created the Colorado Aeronautical Board ('the Board ") to establish policy and procedures for distribution of monies in the Aviation Fund and created the Division of Aeronautics ("the Division ") to carry out the directives of the Board, including technical and planning assistance to airports and the administration of the state aviation system grant program. SEE C.R.S. §43- 10.103 and C.R.S. §43 -10 -105 and C.R.S. §43 -10 -108.5 of the Act. My entity operating a public - accessible airport in the state may file an application for and be recipient of a grant to be used solely for aviation purposes. The Division is authorized to assist such airports as request assistance by means of a Resolution passed by the applicants duly- authorized governing body, which understands that all funds shall be used exclusively for aviation purposes and that it will comply with all grant procedures and requirements as defined in the Division's Aviation Grant Management Manual, revised 2009, ('the Manual "). NOW, THEREFORE, BE IT RESOLVED THAT: Pitkin County, as a duly authorized governing body of the grant applicant, hereby formally requests assistance from the Colorado Aeronautical Board and the Division of Aeronautics in the form of a state aviation system grant. Pltkln County states that such grant shall be used solely for aviation purposes, as determined by the State, and as generally described in the Application. Each airport- operating entity that applies for and accepts a grant that it thereby makes a COMMITMENT a) to keep the airport facility accessible to, and open to, the public during the entire useful life of the grant funded improvements / equipment; or b) to reimburse the Division for any unexpired useful life of the improvements/ equipment, or a pro -rata basis. By signing this grant agreement, the applicant commits to keep open and accessible for public use all grant funded facilities, improvements and services for their useful life, as determined by the Division and stated in the Grant Agreement. FURTHER BE IT RESOLVED: That Pitkin County hereby designates David Ulane as the Project Director, as described in the Manual and authorizes the Project Director to act in all matters relating to the work project proposed in the Application in its behalf, including executions of the grant contract. FURTHER: Pitkin County has appropriated or will appropriate or otherwise make available in a timely manner all funds, if any, that are required to be provided by the Applicant under the terms and conditions of the grant contract. FINALLY: Pitkin County hereby accepts all guidelines, procedures, standards and requirements described in the Manual as applicable to the performance of the grant work and hereby approves the grant contract submitted by the State, including all terms and conditions contained therein. for Pitkin County, Grantee ATTEST ni IaL (AJMt-4 earow4reapJ Page 1 of 1 19 12