Attachment A - Grant Agreement 26-BDU-UL01

Regular Meeting, April 2, 2026 · item 4H: Consideration of a motion to adopt Resolution 1373 authorizing the City Manager to execute a grant agreement with CDOT Division of Aeronauti… · 24 pages

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

Grant Award Letter Intergovernmental Grant Agreement Cover Page Grant Issuance Date

Colorado Department of Transportation, Colorado Aeronautical Board, Division of Aeronautics

The Effective Date

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State Agency

Grant Expiration Date June 30, 2029

Grantee City of Boulder Grant Amount $63,000.00

Local Match Amount:

$7,000.00

Agreement Authority

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State Funds:

Authority to enter into this Agreement exists in CRS §43-10-108.5 and funds have been

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budgeted, appropriated and otherwise made available pursuant to CRS §§39-27-112(2)(b), 43-10-109, 43-10-102 and a sufficient unencumbered balance thereof remains available for payment. Required approvals, clearance, and coordination have been accomplished

from and with appropriate agencies. Grant Purpose

1. Unleaded Aviation Fuel Subsidy Program Exhibits and Order of Precedence The following Exhibits and attachments are included with this Agreement: 1. Exhibit A, Discretionary Aviation Grant Application/Statement of Work 2. Exhibit B, Resolution 3. Exhibit C, Grant Assurances 4. Exhibit D, Sample Option Letter

CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

In the event of a conflict of inconsistency between this Agreement and any Exhibit or attachment, such conflict or inconsistency shall be resolved by reference to the documents in the following order of priority: 1. Colorado Special Provisions in §19 of the main body of the Grant Award Letter

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2. The provisions of the other sections of the main body of the Grant Award Letter 3. Exhibit A, Discretionary Aviation Grant Application/Statement of Work 4. Exhibit B, Resolution 5. Exhibit C, Grant Assurances 6. Executed Option Letters, if any Principal Representatives

For Grantee:

For the State: Kip McClain, Aviation Planner CDOT - Division of Aeronautics

Eric Vences

Boulder Municipal Airport 3327 Airport Road

Watkins, CO 80137

Boulder CO 80301

kip.mcclain@state.co.us

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(303) 512-5259

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5126 Front Range Parkway

vencese@bouldercolorado.gov (720) 235-7860

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Signature Page

GRANTEE

STATE OF COLORADO

City of Boulder

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The Signatories Listed Below Authorize this Grant

Jared S. Polis, Governor

Department of Transportation Division of Aeronautics

_______________________________________ By: Nuria Rivera-Vandermyde, City Manager

_______________________________________ By: David R. Ulane, Director

Date: _______________________

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In accordance with §24-30-202, C.R.S., this Agreement is not valid until signed and dated below by the State Controller or an authorized delegate. STATE CONTROLLER

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Robert Jaros, CPA, MBA, JD

_______________________________________

By: Department of Transportation

Effective Date______________________

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GRANT

TERM A.

Initial Grant Term and Extension

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As of the Grant Issuance Date, the State Agency shown on the first page of this Grant Award Letter (the “State”) hereby obligates and awards to Grantee shown on the first page of this Grant Award Letter (the “Grantee”) an award of Grant Funds in the amounts shown on the first page of this Grant Award Letter. By accepting the Grant Funds provided under this Grant Award Letter, Grantee agrees to comply with the terms and conditions of this Grant Award Letter and requirements and provisions of all Exhibits to this Grant Award Letter.

The Parties’ respective performances under this Grant Award Letter shall commence on the Grant Issuance Date and shall terminate on the Grant Expiration Date unless sooner terminated or further extended in accordance with the terms of this Grant Award Letter. Upon request of Grantee, the State may, in its sole discretion, extend the term of this Grant Award Letter by providing written notice to the Grantee in a form substantially equivalent to Exhibit D. B.

Early Termination in the Public Interest

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The State is entering into this Grant Award Letter to serve the public interest of the State of Colorado as determined by its Governor, General Assembly, the Colorado Aeronautical Board, or Courts. If this Grant Award Letter ceases to further the public interest of the State or if State, Federal or other funds used for this Grant Award Letter are not appropriated, or otherwise become unavailable to fund this Grant Award Letter, the State, in its discretion, may terminate this Grant Award Letter in whole or in part by providing written notice to Grantee that includes, to the extent practicable, the public interest justification for the termination. If the State terminates this Grant Award Letter in the public interest, the State shall pay Grantee an amount equal to the percentage of the total reimbursement payable under this Grant Award Letter that corresponds to the percentage of Work satisfactorily completed, as determined by the State, less payments previously made. Additionally, the State, in its discretion, may reimburse Grantee for a portion of actual, out-of-pocket expenses not otherwise reimbursed under this Grant Award Letter that are incurred by Grantee and are directly attributable to the uncompleted portion of Grantee’s obligations, provided that the sum of any and all reimbursements shall not exceed the maximum amount payable to Grantee hereunder. This subsection shall not apply to a termination of this Grant Award Letter by the State for breach by Grantee.

Extension Terms - State’s Option The State, at its discretion, shall have the option to extend the performance under this Grant Award Letter beyond the Initial Term for a period, or for successive periods, of one year or less at the same rates and under the same terms specified in the Grant Award Letter (each such period an “Extension Term”). In order to exercise this option, the State shall provide written notice to Grantee in a form

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substantially equivalent to Exhibit D, Sample Option Letter, attached to this Grant Award Letter. 3.

PURPOSE

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The General Assembly of the State of Colorado declared in Title 43 of the Colorado Revised Statutes, Article 10, 1991 in CRS §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 CRS §43-10-103 and C.R.S. §43-10-105 and CRS §43-10-108.5 of the Act.

DEFINITIONS

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Any 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 applicant’s 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, grant assurances and requirements as defined in the Division’s Programs and Procedures Manual, (“the Manual”) and the Airport Sponsor Assurances for Colorado Discretionary Aviation Grant Funding attached hereto as Exhibit C.

“Breach of Agreement” means the failure of a Party to perform any of its obligations in accordance with this Grant Award Letter, in whole or in part or in a timely or satisfactory manner. 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 its property, which is not vacated or fully stayed within 30 days after the institution of such proceeding, shall also constitute a breach. If Grantee is debarred or suspended under §24-109-105, C.R.S. at any time during the term of this Grant Award Letter, then such debarment or suspension shall constitute a breach.

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The following terms shall be construed and interpreted as follows:

“Budget” means the budget for the Work described in Exhibit A.

“Business Day” means any day in which the State is open and conducting business, but shall not include Saturday, Sunday or any day on which the State observes one of the holidays listed in §24-11-101(1) C.R.S.

“CJI” means criminal justice information collected by criminal justice agencies needed for the performance of their authorized functions, including, without limitation, all information defined as criminal justice information by the U.S. Department of Justice, Federal Bureau of Investigation, Criminal Justice Page 2 of 13

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Information Services Security Policy, as amended and all Criminal Justice Records as defined under §24-72-302 C.R.S. “CORA” means the Colorado Open Records Act, §§24-72-200.1 et. seq., C.R.S.

“Exhibits” means the exhibits and attachments included with this Grant Award Letter as shown on the first page of this Grant Award Letter

“Extension Term” means the period of time by which the Grant Expiration Date is extended by the State through delivery of notice as described in §2.A of this Grant Award Letter.

“Federal Award” means an award of Federal financial assistance or a costreimbursement agreement under the Federal Acquisition Regulations by a Federal Awarding Agency to the Recipient. “Federal Award” also means an agreement setting forth the terms and conditions of the Federal Award. The term does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program .

“Federal Awarding Agency” means a federal agency providing a Federal Award to a Recipient. The Federal Aviation Administration is the Federal Awarding Agency for the Federal Award which is the subject of this Grant.

“Goods” means any movable material acquired, produced, or delivered by Grantee as set forth in this Grant Award Letter and shall include any movable material acquired, produced, or delivered by Grantee in connection with the Services.

“Grant Award Letter” means this letter which offers Grant Funds to Grantee, including all attached Exhibits, all documents incorporated by reference, all referenced statutes, rules and cited authorities, and any future updates thereto.

“Grant Funds” means the funds that have been appropriated, designated, encumbered, or otherwise made available for payment by the State under this Grant Award Letter.

“Grant Expiration Date” means the Grant Expiration Date shown on the first page of this Grant Award Letter.

“Grant Issuance Date” means the Grant Issuance Date shown on the first page of this Grant Award Letter.

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“Incident” means any accidental or deliberate event that results in or constitutes an imminent threat of the unauthorized access or disclosure of State Confidential Information or of the unauthorized modification, disruption, or destruction of any State Records.

“Initial Term” means the time period between the Grant Issuance Date and the Grant Expiration Date.

“Manual” means the Programs and Procedures Manual as approved by the Colorado Aeronautical board that is available on the Colorado Division of Aeronautics’ website.

“Matching Funds” means the funds provided by Grantee as a match required to receive the Grant Funds.

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“Party” means the State or Grantee, and “Parties” means both the State and Grantee.

“PII” means personally identifiable information including, without limitation, any information maintained by the State about an individual that can be used to distinguish or trace an individual‘s identity, such as name, social security number, date and place of birth, mother‘s maiden name, or biometric records; and any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment information. PII includes, but is not limited to, all information defined as personally identifiable information in §§2472-501 and 24-73-101 C.R.S.

“Services” means the services to be performed by Grantee as set forth in this Grant Award Letter, and shall include any services to be rendered by Grantee in connection with the Goods.

“State Confidential Information” means any and all State Records not subject to disclosure under CORA. State Confidential Information shall include, but is not limited to, PII, CJI, and State personnel records not subject to disclosure under CORA. State Confidential Information shall not include information or data concerning individuals that is not deemed confidential but nevertheless belongs to the State, which has been communicated, furnished, or disclosed by the State to Grantee which (i) is subject to disclosure pursuant to CORA; (ii) is already known to Grantee without restrictions at the time of its disclosure to Grantee; (iii) is or subsequently becomes publicly available without breach of any obligation owed by Grantee to the State; (iv) is disclosed to Grantee, without confidentiality obligations, by a third party who has the right to disclose such information; or (v) was independently developed without reliance on any State Confidential Information.

“State Fiscal Rules” means the fiscal rules promulgated by the Colorado State Controller pursuant to §24-30-202(13)(a) C.R.S.

“State Fiscal Year” means a 12 month period beginning on July 1 of each calendar year and ending on June 30 of the following calendar year. If a single calendar year follows the term, then it means the State Fiscal Year ending in that calendar year.

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“State Records” means any and all State data, information, and records, regardless of physical form, including, but not limited to, information subject to disclosure under CORA.

“Subcontractor” means third-parties, if any, engaged by Grantee to aid in performance of the Work. “Subcontractor” also includes sub-grantees.

AA. “Work” means the delivery of the Goods and performance of the Services described in this Grant Award Letter. BB. “Work Product” means the tangible and intangible results of the Work, whether finished or unfinished, including drafts. Work Product includes, but is not limited to, documents, text, software (including source code), research, reports, proposals, specifications, plans, notes, studies, data, images, photographs, negatives, pictures, drawings, designs, models, surveys, maps, materials, ideas,

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concepts, know-how, and any other results of the Work. “Work Product” does not include any material that was developed prior to the Grant Issuance Date that is used, without modification, in the performance of the Work. Any other term used in this Grant Award Letter that is defined in an Exhibit shall be construed and interpreted as defined in that Exhibit. 5.

STATEMENT OF WORK

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Grantee shall complete the Work as described in this Grant Award Letter and in accordance with the provisions of Exhibit A. The State shall have no liability to compensate or reimburse Grantee for the delivery of any goods or the performance of any services that are not specifically set forth in this Grant Award Letter. PAYMENTS TO GRANTEE A.

Maximum Amount

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Payments to Grantee are limited to the unpaid, obligated balance of the Grant Funds. Financial obligations of the State payable after the current State Fiscal Year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. The State shall not be liable to pay or reimburse Grantee for any Work performed or expense incurred before the Grant Issuance Date or after the Grant Expiration Date; provided, however, that Work performed and expenses incurred by Grantee before the Grant Issuance Date that are chargeable to an active Federal Award may be submitted for reimbursement as permitted by the terms of the Federal Award. Increase or Decrease Quantities and Total Price - State's Option

Matching Funds.

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The State, at its discretion, shall have the option to increase or decrease the quantity of goods/services described in Exhibit A at the same rates and under the same terms specified in this Grant Award Letter. In order to exercise this option, the State shall provide written notice to Contractor in in form substantially equivalent to Exhibit D prior to the end of the current Grant Award Letter term. Delivery of Goods and performance of Services shall continue at the same rates and terms as described in this Grant Award Letter.

Grantee shall provide the Local Match Amount shown on the first page of this Grant Award Letter and described in Exhibit A (the “Local Match Amount”). Grantee shall appropriate and allocate all Local Match Amounts to the purpose of this Grant Award Letter each fiscal year prior to accepting any Grant Funds for that fiscal year. Grantee does not by accepting this Grant Award Letter irrevocably pledge present cash reserves for payments in future fiscal years, and this Grant Award Letter is not intended to create a multiple-fiscal year debt of Grantee. Grantee shall not pay or be liable for any claimed interest, late charges, fees, taxes or penalties of any nature, except as required by Grantee’s laws or policies.

Reimbursement of Grantee Costs The State shall reimburse Grantee’s allowable costs, not exceeding the maximum total amount described in this Grant Award Letter for all allowable costs described Page 5 of 13

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in this Grant Award Letter and shown in the Budget, except that Grantee may adjust the amounts between each line item of the Budget without formal modification to this Agreement as long as the Grantee provides notice to the State of the change, the change does not modify the total maximum amount of this Grant Award Letter or the maximum amount for any state fiscal year, and the change does not modify any requirements of the Work. Close-Out.

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Grantee shall close out this Grant within 45 days after the Grant Expiration Date. To complete close out, Grantee shall submit to the State all deliverables (including documentation) as defined in this Grant Award Letter and Grantee’s final reimbursement request or invoice. 7.

REPORTING - NOTIFICATION A.

Performance and Final Status

Grantee shall submit all financial, performance and other reports to the State no later than the end of the close out described in §6.E, containing an evaluation and review of Grantee’s performance and the final status of Grantee’s obligations hereunder. B.

Violations Reporting

GRANTEE RECORDS A.

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Grantee shall disclose, in a timely manner, in writing to the State and the Federal Awarding Agency, all violations of federal or State criminal law involving fraud, bribery, or gratuity violations potentially affecting the Federal Award. The State or the Federal Awarding Agency may impose any penalties for noncompliance allowed under 2 CFR Part 180 and 31 U.S.C. 3321, which may include, without limitation, suspension or debarment. Maintenance and Inspection

Grantee shall make, keep, and maintain, all records, documents, communications, notes and other written materials, electronic media files, and communications, pertaining in any manner to this Grant Award Letter for a period of three years following the completion of the close out of this Grant Award Letter. Grantee shall permit the State to audit, inspect, examine, excerpt, copy and transcribe all such records during normal business hours at Grantee’s office or place of business, unless the State determines that an audit or inspection is required without notice at a different time to protect the interests of the State.

Monitoring

The State will monitor Grantee’s performance of its obligations under this Grant Award Letter using procedures as determined by the State. The State shall have the right, in its sole discretion, to change its monitoring procedures and requirements at any time during the term of this Agreement. The State shall monitor Grantee’s performance in a manner that does not unduly interfere with Grantee’s performance of the Work.

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Grantee shall promptly submit upon request to the State a copy of any final audit report of an audit performed on Grantee’s records that relates to or affects this Grant Award Letter or the Work, whether the audit is conducted by Grantee or a third party. 9.

CONFIDENTIAL INFORMATION-STATE RECORDS A.

Confidentiality

Other Entity Access and Nondisclosure Agreements

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Grantee shall hold and maintain, and cause all Subcontractors to hold and maintain, any and all State Records that the State provides or makes available to Grantee for the sole and exclusive benefit of the State, unless those State Records are otherwise publicly available at the time of disclosure or are subject to disclosure by Grantee under CORA. Grantee shall not, without prior written approval of the State, use for Grantee’s own benefit, publish, copy, or otherwise disclose to any third party, or permit the use by any third party for its benefit or to the detriment of the State, any State Records, except as otherwise stated in this Grant Award Letter. Grantee shall provide for the security of all State Confidential Information in accordance with all policies promulgated by the Colorado Office of Information Security and all applicable laws, rules, policies, publications, and guidelines. Grantee shall immediately forward any request or demand for State Records to the State’s principal representative.

Use, Security, and Retention

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Grantee may provide State Records to its agents, employees, assigns and Subcontractors as necessary to perform the Work, but shall restrict access to State Confidential Information to those agents, employees, assigns and Subcontractors who require access to perform their obligations under this Grant Award Letter. Grantee shall ensure all such agents, employees, assigns, and Subcontractors sign nondisclosure agreements with provisions at least as protective as those in this Grant Award Letter, and that the nondisclosure agreements are in force at all times the agent, employee, assign or Subcontractor has access to any State Confidential Information. Grantee shall provide copies of those signed nondisclosure restrictions to the State upon request.

Grantee shall use, hold and maintain State Confidential Information in compliance with any and all applicable laws and regulations in facilities located within the United States, and shall maintain a secure environment that ensures confidentiality of all State Confidential Information wherever located. Grantee shall provide the State with access, subject to Grantee’s reasonable security requirements, for purposes of inspecting and monitoring access and use of State Confidential Information and evaluating security control effectiveness. Upon the expiration or termination of this Grant Award Letter, Grantee shall return State Records provided to Grantee or destroy such State Records and certify to the State that it has done so, as directed by the State. If Grantee is prevented by law or regulation from returning or destroying State Confidential Information, Grantee warrants it will guarantee the confidentiality of, and cease to use, such State Confidential Information.

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Incident Notice and Remediation

Safeguarding PII

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If Grantee becomes aware of any Incident, it shall notify the State immediately and cooperate with the State regarding recovery, remediation, and the necessity to involve law enforcement, as determined by the State. After an Incident, Grantee shall take steps to reduce the risk of incurring a similar type of Incident in the future as directed by the State, which may include, but is not limited to, developing and implementing a remediation plan that is approved by the State at no additional cost to the State.

If Grantee or any of its Subcontractors will or may receive PII under this Grant Award Letter, Grantee shall provide for the security of such PII, in a manner and form acceptable to the State, including, without limitation, State non-disclosure requirements, use of appropriate technology, security practices, computer access security, data access security, data storage encryption, data transmission encryption, security inspections, and audits. Grantee shall be a “Third-Party Service Provider” as defined in §24-73-103(1)(i), C.R.S. and shall maintain security procedures and practices consistent with §§24-73-101 et seq., C.R.S. 10.

CONFLICTS OF INTEREST

11.

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Grantee shall not engage in any business or activities, or maintain any relationships that conflict in any way with the full performance of the obligations of Grantee under this Grant. Grantee acknowledges that, with respect to this Grant Award Letter, even the appearance of a conflict of interest shall be harmful to the State’s interests and 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 under this Grant Award Letter. If a conflict or the appearance of a conflict arises, or if Grantee is uncertain whether a conflict or the appearance of a conflict has arisen, Grantee shall submit to the State a disclosure statement setting forth the relevant details for the State’s consideration. INSURANCE

Grantee shall maintain at all times during the term of this Grant Award Letter such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S. (the “GIA”). Grantee shall ensure that any Subcontractors maintain all insurance customary for the completion of the Work done by that Subcontractor and as required by the State or the GIA.

12.

BREACH OF AGREEMENT In the event of a Breach of Agreement, the aggrieved Party shall give written notice of Breach of Agreement to the other Party. If the notified Party does not cure the breach, at its sole expense, within 30 days after the delivery of written notice, the Party may exercise any of the remedies as described in §13 for that Party. Notwithstanding any provision of this Grant Award Letter to the contrary, the State, in its discretion, need not provide notice or a cure period and may immediately terminate this Grant Award Letter in whole or in part or institute any other remedy in

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this Grant Award Letter in order to protect the public interest of the state; or if Grantee is debarred or suspended under §24-109-105, C.R.S., the State, in its discretion, need not provide notice or cure period and may terminate this Grant Award Letter in whole or in part or institute any other remedy in this Grant Award Letter as of the date that the debarment or suspension takes effect. 13.

REMEDIES

14.

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In addition to any remedies available under any exhibit to this Grant Award Letter, if Grantee fails to comply with any term or condition of this Grant Award Letter, the State may terminate some or all of this Grant and require Grantee to repay any or all Grant Funds to the State in the State’s sole discretion. The State may also terminate this Grant Award Letter at any time if the State has determined, in its sole discretion, that Grantee has ceased performing the Work without intent to resume performance, prior to the completion of the Work. DISPUTE RESOLUTION

Except as herein specifically provided otherwise or as, disputes concerning the performance of this Grant Award Letter that cannot be resolved by the designated Party representatives shall be referred in writing to a senior departmental management staff member designated by the State and a senior manager or official designated by Grantee for resolution. NOTICES AND REPRESENTATIVES

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15.

16.

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Each Party shall identify an individual to be the principal representative of the designating Party and shall provide this information to the other Party. All notices required or permitted to be given under this Grant Award Letter shall be in writing, and shall be delivered either in hard copy or by email to the representative of the other Party. Either Party may change its principal representative or principal representative contact information by notice submitted in accordance with this §15. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION

17.

Grantee hereby grants to the State a perpetual, irrevocable, non-exclusive, royalty free license, with the right to sublicense, to make, use, reproduce, distribute, perform, display, create derivatives of and otherwise exploit all intellectual property created by Grantee or any Subcontractors or Subgrantees and paid for with Grant Funds provided by the State pursuant to this Grant Award Letter.

GOVERNMENTAL IMMUNITY

Liability for claims for injuries to persons or property arising from the negligence of the Parties, their departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S.; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State’s risk management statutes, §§24-30-1501, et seq. C.R.S. No term or condition of this Grant Award Letter shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, contained in these statutes.

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Assignment

Captions and References

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Grantee’s rights and obligations under this Grant Award Letter are personal and may not be transferred or assigned without the prior, written consent of the State. Any attempt at assignment or transfer without such consent shall be void. Any assignment or transfer of Grantee’s rights and obligations approved by the State shall be subject to the provisions of this Grant Award Letter. The captions and headings in this Grant Award Letter are for convenience of reference only, and shall not be used to interpret, define, or limit its provisions. All references in this Grant Award Letter 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. C.

Entire Understanding

Modification

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This Grant Award Letter represents the complete integration of all understandings between the Parties related to the Work, and all prior representations and understandings related to the Work, oral or written, are merged into this Grant Award Letter.

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The State may modify the terms and conditions of this Grant Award Letter by issuance of an updated Grant Award Letter, which shall be effective if Grantee accepts Grant Funds following receipt of the updated letter. The Parties may also agree to modification of the terms and conditions of the Grant Award Letter in a formal amendment to this Grant Award Letter, properly executed and approved in accordance with applicable Colorado State law and State Fiscal Rules. Statutes, Regulations, Fiscal Rules, and Other Authority.

Any reference in this Grant Award Letter to a statute, regulation, State Fiscal Rule, fiscal policy or other authority shall be interpreted to refer to such authority then current, as may have been changed or amended since the Grant Issuance Date. 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.

Digital Signatures

If any signatory signs this Grant Award Letter using a digital signature in accordance with the Colorado State Controller Contract, Grant and Purchase Order Policies regarding the use of digital signatures issued under the State Fiscal Rules, then any agreement or consent to use digital signatures within the electronic system through which that signatory signed shall be incorporated into this Grant Award Letter by reference.

Severability The invalidity or unenforceability of any provision of this Grant Award Letter shall not affect the validity or enforceability of any other provision of this Grant Award Page 10 of 13

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Letter, which shall remain in full force and effect, provided that the Parties can continue to perform their obligations under the Grant in accordance with the intent of the Grant. H.

Survival of Certain Grant Award Letter Terms

Third Party Beneficiaries

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Any provision of this Grant Award Letter that imposes an obligation on a Party after termination or expiration of the Grant shall survive the termination or expiration of the Grant and shall be enforceable by the other Party. Except for the Parties’ respective successors and assigns described above, this Grant Award Letter does not and is not intended to confer any rights or remedies upon any person or entity other than the Parties. Any services or benefits which third parties receive as a result of this Grant are incidental to the Grant, and do not create any rights for such third parties. J.

Waiver

Accessibility

Grantee shall comply with the Accessibility Standards for Individuals with a Disability, as adopted by the Office of Information Technology pursuant to ¤24-85-103 C.R.S.

ii.

Grantee shall indemnify, save, hold harmless, and assume liability on behalf of the State, its officers, employees, agents and assignees (collectively the “Indemnified Parties”) for any and all costs, expenses, claims, damages, liabilities, court awards, attorney fees and related costs, and other amounts incurred by any of the Indemnified Parties in relation to Grantee’s noncompliance with §§24-85-101, et seq., C.R.S., or the Accessibility Standards for Individuals with a Disability as established by the Office of Information Technology pursuant to Section §24-85-103, C.R.S. State employees are considered third parties for the purposes of this section.

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A Party’s failure or delay in exercising any right, power, or privilege under this Grant Award Letter, whether explicit or by lack of enforcement, shall not operate as a waiver, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise of such right, power, or privilege.

iii.

The State may require Grantee’s compliance with the Accessibility Standards for Individuals with a Disability adopted by the Office of Information Technology pursuant to §24-85-103 C.R.S. is determined and tested by a qualified third party selected by the State. The State may ask the Grantee to review the selection of the third party. Grantee shall be responsible for all costs associated with the third-party vendor’s assessment. If Grantee is not in compliance as determined by the thirdparty vendor, at the State’s request and at the State’s direction, Grantee shall promptly take all necessary actions to come into compliance using a State-approved vendor, at no additional cost to the State.

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

19.

COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) A.

Statutory Approval. §24-30-202(1) C.R.S.

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This Grant Award Letter shall not be valid until it has been approved by the Colorado State Controller or designee. If this Grant Award Letter is for a Major Information Technology Project, as defined in §24-37.5-102(2.6), then this Grant Award Letter shall not be valid until it has been approved by the State’s Chief Information Officer or designee. Fund Availability. §24-30-202(5.5) C.R.S.

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.

Governmental Immunity.

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Liability for claims for injuries to persons or property arising from the negligence of the Parties, its departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S.; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State’s risk management statutes, §§24-30-1501, et seq. C.R.S. No term or condition of this agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, contained in these statutes. Independent Contractor.

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Grantee shall perform its duties hereunder as an independent contractor 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 shall not have authorization, express or implied, to bind the State to any agreement, liability, or understanding, except as expressly set forth herein. 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. Grantee shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Grant Award Letter. 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.

Compliance with Law. Grantee shall 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.

Choice of Law, Jurisdiction, and Venue. Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Grant Award Letter. Any Page 12 of 13

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provision included or incorporated herein by reference which conflicts with said laws, rules, and regulations shall be null and void. All suits or actions related to this Grant Award Letter shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the City and County of Denver. G.

Prohibited Terms.

Software Piracy Prohibition.

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Any term included in this Grant Award Letter that requires the State to indemnify or hold Grantee harmless; requires the State to agree to binding arbitration; limits Grantee’s liability for damages resulting from death, bodily injury, or damage to tangible property; or that conflicts with this provision in any way shall be void ab initio. Nothing in this Grant Award Letter shall be construed as a waiver of any provision of §24-106-109 C.R.S.

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State or other public funds payable under this Grant Award Letter 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 Award Letter and any extensions, Grantee has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. If 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 Award Letter, including, without limitation, immediate termination of this Grant Award Letter and any remedy consistent with federal copyright laws or applicable licensing restrictions. Employee financial Interest/Conflict of Interest. §§24-18-201 and 24-50-507 C.R.S.

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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 Award Letter. 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.

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Exhibit A, Discretionary Aviation Grant Application/Statement of Work

Colorado Division of Aeronautics APPLICANT INFORMATION Mailing Address:

City of Boulder

3327 Airport Road

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Applicant Sponsor:

Boulder CO 80301

Airport: Boulder Municipal Airport

Email Address:

vencese@bouldercolorado.gov

Identifier: BDU

Phone Number: (720) 235-7860

GRANT DETAILS Grant Name: 26-BDU-UL01 Project Director: Eric Vences

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Terms Execution Date:

Expiration Date:

The Effective Date

June 30, 2029

FUNDING SUMMARY

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Funding Source

Funding Amount

State Aviation Grant:

$63,000.00

Local Cash:

$7,000.00 $0.00

Federal Aviation Grant:

$0.00

Total Project Funding:

$70,000.00

Local In-Kind:

PROJECT SUMMARY & BUDGET

(Amended by KM) Boulder is requesting a fuel subsidy grant in the amount of $63,000 to reach $70,000 in total funding for this project. It is estimated that 50% or greater of based aircraft operations will transition based on commitments from glider tow operators and flight schools based in Boulder to transition to unleaded when it becomes available. Boulder intends to enter into agreement with the FBO in March to require procurement of unleaded fuel infrastructure within 60 days of agreement while Boulder simultaneously seeks fuel subsidy from CDOT.

Exhibit A

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

ELEMENT DESCRIPTION

STATE FUNDING $63,000.00

TOTALS

$63,000.00

LOCAL FUNDING

LOCAL %

$7,000.00

10.00

$7,000.00

FEDERAL FUNDING $0.00 $0.00

FED % 0.00

TOTAL $70,000.00 $70,000.00

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A. Unleaded Aviation Fuel Subsidy Program

STATE % Up to 90.00

Exhibit A

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EXHIBIT B, RESOLUTION RESOLUTION

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WHEREAS: The General Assembly of the State of Colorado declared in Title 43 of the Colorado Revised Statutes, Article 10, 1991 in CRS §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 CRS §43-10-103 and C.R.S. §43-10-105 and CRS §43-10-108.5 of the Act. Any eligible 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 applicant’s dulyauthorized governing body, which understands that all funds shall be used exclusively for aviation purposes and that it will comply with all grant procedures, grant assurances and requirements as defined in the Division’s Programs and Procedures Manual, (“the Manual”) and the Airport Sponsor Assurances for Colorado Discretionary Aviation Grant Funding (“Grant Assurances”) attached hereto as Exhibit C. NOW, THEREFORE, BE IT RESOLVED THAT: The City of Boulder, 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. The City of Boulder states that such grant shall be used solely for aviation purposes, as determined by the State, and as generally described in the Application. 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 and Grant Assurances as shown in Exhibit C, Table 1.

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FURTHER BE IT RESOLVED: That the City of Boulder hereby designates Eric Vences 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 Agreement and any amendments.

FURTHER: The City of Boulder has appropriated or will 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 Agreement.

FINALLY: The City of Boulder 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 Agreement submitted by the State, including all terms and conditions contained therein.

By: Nuria Rivera-Vandermyde, City Manager

Date: ______________

ATTEST (if needed)

By: Elesha Johnson, City Clerk Exhibit B

Date: ______________ Page 1 of 1

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

Exhibit “C” Airport Sponsor Assurances for Colorado Discretionary Aviation Grant Funding Revised October 15, 2025

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I.APPLICABILITY a. These assurances shall be complied with by Airport Sponsors in the performance of all projects at airports that receive Colorado Department of Transportation – Division of Aeronautics (Division) Colorado Discretionary Aviation Grant (CDAG) funding for projects including but not limited to: master planning, land acquisition, equipment acquisition or capital improvement projects (Project). It is not the intent of these Assurances to expand existing Federal Aviation Administration (FAA) Grant Assurances for airports included in the National Plan of Integrated Airport Systems (NPIAS); as similar assurances already exist for acceptance of FAA funding. b. Upon acceptance of this grant agreement these assurances are incorporated in and become a part thereof. II.DURATION

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III.COMPLIANCE

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a. The terms, conditions and assurances of the grant agreement shall remain in full force and effect throughout the useful life of the Project as defined in Table 1 (Useful Life), or if the airport for which the Project is funded ceases to function as a public airport, for twenty (20) years from the date of Project completion, whichever period is greater. However, there shall be no limit on the duration of the assurances with respect to real property acquired with CDAG Project funds.

a. Should an Airport Sponsor be notified to be in non-compliance with any terms of this agreement, they may become ineligible for future Division funding until such noncompliance is cured.

b. If any Project is not used for aviation purposes during its Useful Life, or if the airport for which the Project is funded ceases to function as a public airport, for twenty (20) years from the date of Project completion or at any time during the estimated useful life of the Project as defined in Table 1, whichever period is greater, the Airport Sponsor may be liable for repayment to the Division of any or all funds contributed by the Division under this agreement. If the airport at which the Project is constructed is abandoned for any reason, the Division may in its discretion discharge the Airport Sponsor from any repayment obligation upon written request by the Airport Sponsor.

IV.AIRPORT SPONSOR STATE GRANT ASSURANCES 1. Compatible Land Use. Compatible land use and planning in and around airports benefits the state aviation system by providing opportunities for safe airport development, preservation of airport and aircraft operations, protection of airport approaches, reduced potential for litigation and compliance with appropriate airport design standards. The airport will take appropriate action, to the extent reasonable, to restrict the use of land adjacent to, in the immediate

Exhibit C

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

vicinity of, or on the airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft.

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2. On-Airport Hazard Removal and Mitigation. The airport will take appropriate action to protect aircraft operations to/from the airport and ensure paths are adequately cleared and protected by removing, lowering, relocating, marking, or lighting or otherwise mitigating existing airport hazards and by preventing the establishment or creation of future airport hazards. 3. Safe, Efficient Use, and Preservation of Navigable Airspace. The airport shall comply with 14 CFR Part 77 for all future airport development and anytime an existing airport development is altered.

4. Operation and Maintenance. In regards to Projects that receive Division funding, the airport sponsor certifies that it has the financial or other resources that may be necessary for the preventive maintenance, maintenance, repair and operation of such projects during their Useful Life. The airport and all facilities which are necessary to serve the aeronautical users of the airport shall be operated at all times in a safe and serviceable condition. The airport will also have in effect arrangements for:

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a. Operating the airport's aeronautical facilities whenever required; b. Promptly marking and lighting hazards resulting from airport conditions, including temporary conditions; and c. Promptly notifying airmen of any condition affecting aeronautical use of the airport. 5. Airport Revenues. All revenues generated by the airport will be expended by it for the capital or operating costs of the airport, the local airport system, or other local facilities owned or operated by the owner or operator of the airport for aviation purposes.

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6. Airport Layout Plan (ALP). Once accomplished and as otherwise may be required to develop, it will keep up-to-date a minimum of an ALP of the airport showing (1) boundaries of the airport and all proposed additions thereto, together with the boundaries of all offsite areas owned or controlled by the sponsor for airport purposes and proposed additions thereto; (2) the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, terminal buildings, hangars and roads), including all proposed extensions and reductions of existing airport facilities; and (3) the location of all existing improvements thereon.

Exhibit C

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7. Use for Aviation Purposes. The Airport Sponsor shall not use runways, taxiways, aprons, seeded areas or any other appurtenance or facility constructed, repaired, renovated or maintained under the terms of this Agreement for activities other than aviation purposes unless otherwise exempted by the Division.

TABLE 1 Useful Life

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Project Type

a. All construction projects (unless listed separately below)

20 years

b. All equipment and vehicles

10 years

c. Pavement rehabilitation (not reconstruction, which is 20 years)

10 years

d. Asphalt seal coat, slurry seal, and joint sealing

3 years

e. Concrete joint replacement

7 years

f. Permanent aviation fuel farms, including storage tanks, dispensing vehicles and related equipment* h. Navigational Aids i. Buildings j. Land

10 years

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g. Airfield lighting and signage

15 years 15 years 40 years

Unlimited

*Temporary, non-permanent aviation fuel storage equipment (such as tank trailers and skid mounted

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self-contained storage tanks) that is used exclusively to facilitate the transition from 100LL avgas to unleaded avgas is not subject to a specific useful life.

Exhibit C

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Exhibit D, Sample Option Letter

State Agency

Option Letter Number [Insert the Option Number (e.g. "1" for the

Colorado Aeronautical Board, Division of

first option)]

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Colorado Department of Transportation, Aeronautics

Original Agreement Number

Grantee

[Insert CMS number or Other Agreement Number of the Original Agreement]

[Insert Grantee's Full Legal Name, including "Inc.", "LLC", etc.]

Option Agreement Number

[Insert CMS number or Other Agreement

Current Agreement Maximum Amount

Number of this Option]

Initial Funding

Modifications Option Letter 1 Option Letter 2

[Month Day, Year]

Current Agreement Expiration Date

$0.00

[Month Day, Year]

$0.00 $0.00

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Option Letter 3

Agreement Performance Beginning Date

$0.00

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State Funding:

$0.00

Modified Agreement Maximum Amount

$0.00

Option Letter 4

Options:

A. Option to extend for an Extension Term

B. Option to change the quantity of Goods/Service under the Agreement

Required Provisions: A. For use with Option 1(A): In accordance with Section(s) Number of the Original Agreement referenced above, the State hereby exercises its option for an additional term, beginning Insert start date and ending on the current Agreement expiration date shown above, at the rates stated in the Original Agreement, as amended.

Exhibit D

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CDOT – Aeronautics Division CDAG #: 26-BDU-UL01 ROUTING #: PO #:

B. For use with Options 1(B): In accordance with Section(s) Number of the Original Agreement referenced above, the State hereby exercises its option to Increase/Decrease the Agreement Maximum Amount for an Increase/Decrease in the quantity of Goods/Services or both at the rates stated in the Original Agreement, as amended.

GRANTEE

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C. For use with all Option Letters: The Agreement Maximum Amount table on the

City of Boulder

Jared S. Polis, Governor

Agreement’s Signature and Cover Page is hereby deleted and replaced with the

Current Agreement Maximum Amount table shown above and Exhibit A is hereby deleted and replaced with Exhibit A-# incorporated and attached hereto. Option Effective Date:

The effective date of this Option Letter is upon approval of the State Controller.

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STATE OF COLORADO

Department of Transportation Division of Aeronautics

_______________________________________

By: Name of Authorized Signer, Title

By: David R. Ulane, Director

Date: _______________________

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_______________________________________

In accordance with §24-30-202, C.R.S., this Agreement is not valid until signed and dated below by the State Controller or an authorized delegate. STATE CONTROLLER Robert Jaros, CPA, MBA, JD

_______________________________________ By: Department of Transportation Date______________________

Exhibit D

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