RESOLUTION NO. 58-97
A resolution supporting the amendment to the Master Agreement between the City of Grand Junction and the State Board of the Great Outdoors Colorado Trust Fund.
Whereas, the City of Grand Junction supports the completion of the Colorado Riverfront Greenway Legacy Project.
Whereas, the City of Grand Junction has received a grant from Great Outdoors Colorado to fund the Colorado Riverfront Greenway Legacy Project.
NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY OF GRAND JUNCTION THAT:
SECTION 1: The City of Grand Junction hereby authorizes the City Manager to Sign
the amendment agreement with Great Outdoors Colorado.
SECTION 2: This resolution to be in full force and effect from and after its passage
and approval.
PASSED AND APPROVED this 17th day of September, 1997.
/s/ Janet Terry
President of the Council
ATTEST
/s/ Stephanie Nye
City Clerk
AMENDMENT TO THE LEGACY PROJECT GRANT AGREEMENT
FOR THE COLORADO RIVERFRONT LEGACY PROJECT
This Amendment to Legacy Project Grant Agreement ("Amendment") is made effective as of
19th day of August 1997 among the undersigned parties under the following recitals:
RECITALS
A. On or about December 5, 1996, the undersigned parties executed that specific Colorado
Riverfront Legacy Project Grant Agreement, Great outdoors Colorado Contract
Number 6330 (the "Agreement").
B. Circumstance have changed with respect to the administration of the Grant under the
Agreement which the Parties desire to reflect in this Amendment. Unless otherwise
expressly defined herein, capitalized terms shall have the meaning assigned them in the
Agreement
AMENDMENT
NOW, THEREFORE-, in consideration of the foregoing, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree that the Agreement, shall be amended as follows:
A. Article VI, Section 5 is hereby deleted and replaced in its entirety with the following
language:
5. Liability.
a. To the extent allowed by law, Grantee shall indemnify, defend
and hold harmless the Board, its officers, agents and employees from any and all
liabilities, claims, demands, damages or costs (including reasonable attorneys' fees
and expenses of defending such matters) resulting from the acts or omissions of Grantee, its
officers, agents and employees in connection with this Agreement, except to the extent
caused by the negligence or willful and wanton conduct of the Board, its officers,
agents or employees.
b. Notwithstanding any other provision of this Agreement to the contrary,
no term or condition of this Agreement shall be construed or interpreted as a waiver,
either express or implied, by any party to this Agreement, of any of the immunities,
rights, benefits or protection provided under the Colorado Governmental Immunity Act
as amended or as may be amended (including, without limitation, any amendments to such statute,
or under any similar statute which is subsequently enacted ("CGIA"). The parties agree that no
provision of this Agreement shall be construed in such a manner as to reduce the extent to which
the CGIA limits the liability of any party to Agreement.
c. To the extent that Grantee is comprised of more than one entity, the
obligations of Grantee under this Section and shall be separate, and not joint and
several.
B. Article VI, Section 14 is hereby amended to add the following language:
The Board and Grantee hereby acknowledge and agree that this
Agreement is not intended to create a joint venture between the parties to this
Agreement. Grantee represents to the Board that the person(s) executing this
Agreement has the authority to do so and to bind the party or entity on behalf of
which it signs to the terms and provisions of this Agreement.
C. Article VI, Section 16 is hereby deleted and replaced in its entirety with the following,
language:
16. Multiple Year Obligations of the Board. To make certain the
understanding of the parties because this Agreement will extend beyond the current
fiscal year, the Board and Grantee understand, acknowledge, agree and hold that,
except for that portion of the Grant which has been appropriated by the Board for
payment in the current fiscal year, the financial obligations created under this
Agreement in no way constitute either a current or future obligation or expense of the
Board, The appropriated amount for a specific fiscal year shall be payable exclusively
from Board funds and shall not in any way be construed to be a general obligation
indebtedness of the State of Colorado or any agency or department at thereof. The Board
has not pledged the full faith and credit of the State, or any agency or department
thereof to the payment of the Grant hereunder, and this Agreement shall not directly or
contingently obligate the State or any agency or department thereof to apply money
from, or levy or pledge any form of taxation to, the payment of the Grant.
D. A new paragraph at Article VI, Section 21 is hereby created as follows:
21. Construction. Each party hereto has reviewed and revised (or requested
revisions of) this Agreement, and therefore, any usual rules of construction requiring
that ambiguities are to be resolved against a particular party shall not be applicable in
the construction and interpretation of this Agreement.
E. A new paragraph at Article VI, Section 22 is hereby created as follows:
22. Severability. If any provision of this Agreement is declared void or
unenforceable, such provision shall be deemed severed from this Agreement, and the
balance of this Agreement shall otherwise remain in full force and effect.
F. A new paragraph at Article VI, Section 23 is hereby created as follows:
23. Third Party Beneficiary. The Board and Grantee hereby acknowledge
and agree that this Agreement is intended to only cover the relative rights and
obligations between the Board and Grantee and that no third party beneficiaries are
intended.
G. With respect to the Colorado Division of Parks and Outdoor Recreation and the
Colorado Division of Wildlife (collectively, the "Divisions'), the parties hereby
acknowledge and agree as follows:
(i) Recital C is hereby amended to read as follows:
Grantee together with the Divisions submitted a detailed project
application (the “Project Application") to the Board for the completion of the project
entitled and described above (the “Project"). On May 22, 1996, the Board approved
the Project Application subject to the following contingencies (i) total net proceeds
available from the lottery programs equals or exceeds $87,000,000 each year and the
Board continues to receive its portion of the total net proceeds as currently allocated
under Article XXVII of the Colorado Constitution; (ii) Grantee and the Divisions
execute separate detailed grant agreements with the Board; and (iii) Grantee and the
Divisions each discharge all of their respective obligations under their respective grant
agreement with the Board.
(ii) Because the Divisions will be executing a separate grant agreement for
the Project, the definition of Grantee in the Agreement is hereby revised to expressly
exclude the Divisions.
(iii) Article 1, Section 2. Notwithstanding the fact that Grantee and Divisions
will execute separate grant agreements for the Project, Grantee and the Divisions will
jointly complete a detailed work plan which describes all the phases of the Project and
includes those elements set forth in the Agreement.
H. The Parties intend this to be a valid amendment to the Agreement as required by
paragraph 15 of the Colorado Riverfront Legacy Project Agreement.
This Amendment is executed as of the 19th day of August 1997.
STATE BOARD OF THE GREAT OUTDOORS COLORADO TRUST FUND
William Shafroth, Executive Director
GRANTEE:
MESA COUNTY LAND CONSERVANCY
By:
Name:
Title:
CITY OF GRAND JUNCTION
By:
Name:
Title:
CITY OF FRUITA
By:
Name:
Title:
TOWN OF PALISADE
By:
Name:
Title:
MESA COUNTY
By:
Name:
Title: