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HomeMy WebLinkAbout8827RESOLUTION NO. 8827 A RESOLUTION APPROVING ADDENDUM NO. 1 TO THE AGREEMENT DATED MARCH 22, 1999 BETWEEN PUEBLO, A MUNICIPAL CORPORATION AND ALM AVIATION LABOR MANAGEMENT, INC. AND ALM AVIATION OF COLORADO, LLC RELATING TO A JOB CREATING CAPITAL IMPROVEMENT PROJECT AND AUTHORIZING THE EXPENDITURE OF $355,000 THEREFOR FROM THE 1992 -2001 SALES AND USE TAX CAPITAL IMPROVEMENT PROJECTS FUND, APPROVING A GROUND LEASE AMENDMENT RELATING TO THE BLITZ HANGAR, AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME WHEREAS, ALM Aviation Labor Management, Inc. and ALM Aviation of Colorado, LLC (collectively the "Company ") entered into an Agreement dated March 22, 1999 relating to job creating capital improvement project at Pueblo Memorial Airport in conjunction with the remodeling and lease of the Blitz Hangar (the "Agreement "), and WHEREAS, Company through the Pueblo Economic Development Corporation has requested that the Agreement be amended to provide additional funds to Company, and WHEREAS, the City Council is willing to approve such application for additional funds upon the terms and conditions set forth herein; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The City Council does hereby find and determine Company's application for additional funds meets and complies with the criteria and standards established by Ordinance No. 6381 and will create employment opportunities justifying the expenditure of public funds. SECTION 2. Addendum No. 1 dated as of October 12, 1999 between Pueblo, a municipal corporation and Company, a copy of which is attached hereto, having been approved as to form by the City Attorney, is hereby approved. The President of the City Council is authorized to execute and deliver the Addendum No. 1 in the name of the City and the City Clerk is authorized and directed to affix the seal of the City thereto and attest same. SECTION 3. Funds in the total amount of $355,000 are hereby authorized to be expended and made available to or for the benefit of Company out of the 1992 -2001 Sales and Use Tax Capital Improvement Projects Fund for the expenditures and purposes contained in paragraph 3(b) of the Agreement as amended by Addendum No. 1 which represents $100,000 in addition to the $255,000 authorized under Section 3 of Resolution No. 8664. SECTION 4. The Ground Lease Amendment dated October 12, 1999 between the City and Pueblo Development Foundation, a copy of which is attached hereto, relating to the lease of the Blitz Hangar at Pueblo Municipal Airport, having been approved as to form by the City Attorney, is hereby approved. The President of the City Council is authorized to execute and deliver the Ground Lease Amendment in the name of the City. SECTION 5. This Resolution shall become effective upon final passage. ATTEST: �i INTRODUCED: October 12, 1999 By Cathy A. Garcia Councilperson PLO f JED: of the City Council F:\ CITY\ AIRPORT\ HANGARS \BLITZ\AVIATNLB\RESOLTN2.WPD -2- ADDENDUM NO. 1 THIS ADDENDUM NO. 1 entered into as of October 12, 1999 between Pueblo, a Municipal Corporation (the "City ") and ALM Aviation Labor Management, Inc., an Arizona corporation and ALM Aviation of Colorado, LLC, a Colorado limited liability company (collectively the "Company "), WITNESSETH: WHEREAS, City and Company entered into an Agreement dated as of March 22, 1999 whereby City agreed to advance funds to and for the benefit of Company with respect to a job creating capital improvement project at Pueblo Municipal Airport (the "Agreement "), and WHEREAS, Company has requested the City to modify the Agreement and advance additional funds thereunder and City is willing to so amend the Agreement and advance additional funds upon the terms and conditions hereinafter set forth, NOW, THEREFORE, in consideration of the foregoing and mutual covenants contained herein, and other good and valuable consideration the receipt and sufficiency whereof are hereby acknowledged, Company and City agree as follows: 1. Company represents and warrants that it has expended the sum of $98,955.00 in the remodeling of and improvements to the Blitz Hangar and adjoining land at Pueblo Memorial Airport (the "Company Funds ") in addition to all amounts City and Pueblo Development Foundation have spent thereon. 2. In reliance upon Company's representations and warranties contained in paragraph 1 above, City and Company agree that subparagraphs (a) and (b) of paragraph 3 of the Agreement shall be amended to read: 3. City will advance to or for the benefit of Company funds in the amount of $355,000 (the "City Funds "), subject to and contingent upon: (a) Company entering into the Sublease and appropriate modifications thereto approved by the City Attorney, and furnishing to City insurance certificates showing Company has obtained and kept in effect all insurance required by the Sublease. (b) City Funds being expended by Company as follows: (i) $200,000 for the purchase of the capital equipment described in Exhibit "A" to the Agreement (the "Equipment "); (ii) $55,000 for interior improvements to the Facility which amount will be paid directly to Pueblo Development Foundation; and (iii) $100,000 for reimbursement to Company for Company's Funds expended in the remodeling of and improvements to the Blitz Hangar and adjoining land. 3. City and Company agree that subparagraph (a) of paragraph 5 and the fifth subparagraph of paragraph 5 shall be amended to read as follows: (a) During the seven (7) year period starting on the Employment Commitment Date and ending eighty -four (84) months thereafter (the "Repayment Period ") Company shall pay to City an amount each Quarter equal to the Quarterly Employees less than seventy (70) employed at the Facility by Company multiplied by $181.11 (the "Company's Quarterly Payments "). For example, if for the Quarter ending June 2002 the Quarterly Employees is 60, the amount payable by Company to City on or before July 15, 2002 would be (70 - 60) x $181.11 = $1,811.10. Company's Quarterly Payments and Repayment Obligation shall not exceed the amount of City Funds advance by City under paragraph 3 hereof. In addition to the foregoing, if Company defaults in its Repayment Obligation and /or Employment Commitment and such default is not cured within ninety (90) days after written notice specifying the default is given by City to Company, City may declare the entire balance of Company's Repayment Obligation due and owing together with interest at the rate of ten (10) percent per annum until paid, and for such purpose, the entire balance of Company's Repayment Obligation shall be an amount equal to seventy (70) x $181.11 multiplied by the remaining Quarters of the Repayment Period plus the amount of Company's unpaid Quarterly Payments, if any. 4. The "Employment Commitment Date" as defined in the Agreement is December 1, 2001. 5. In the event of any litigation arising out this Addendum No. 1 or the Agreement, the court shall award to the prevailing party its costs and reasonable attorney fees. All such litigation shall be filed in the District Court, County of Pueblo, State of Colorado and each party submits to the jurisdiction of that Court. To the extent allowed by law, each party waives its right to a jury trial. 6. The Agreement as amended by this Addendum No. 1 expresses the entire understanding of the parties with respect to the subject matter of the Agreement and this Addendum No. 1 and may not be amended except in writing signed by City and Company. 7. The Agreement as amended by this Addendum No. 1 shall be construed in accordance with and governed by the laws of the State of Colorado. 8. Time is of the essence hereof. The Agreement as modified by this Addendum No. and this Addendum No. 1 shall be binding upon and inure to the benefit of the parties and their -2- respective parties and their respective successors and assigns, provided Company may not assign the Agreement or this Addendum No. 1 or any interest therein without the express written consent of the City. Any assignment or attempted assignment of the Agreement or this Addendum No. 1 by Company without such consent shall be null and void. 9. The persons signing this Addendum No. 1 on behalf of Company represent and warrant that such party and Company have the requisite power and authority to enter into, execute, and deliver this Addendum No. 1 and that this Addendum No. 1 is a valid and legally binding obligation of Company enforceable against Company in accordance with its terms. 10. This Addendum No. 1 may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Executed at Pueblo, Colorado, the day and year first above written PUEB O, A MUNICIP CORPORATION [ SEAL ] c Attest: By i City k Pr sident of the City Council ALM AVIATION MANAGEMENT, INC. [ SEAL ] Attest: Secretary Y President ALM AVIATION OF COLORADO, LLC Manager F'. \CITY\AIRPORT\ HANGARS \BLITZ \AVIATNLB \ADNDUMI.WPD -� GROUND LEASE AMENDMENT THIS GROUND LEASE AMENDMENT entered into as of October 12, 1999 between the City of Pueblo, a municipal corporation ( "Landlord ") and Pueblo Development Foundation ( "Tenant "), Witnesseth: WHEREAS, Landlord and Tenant entered into a Ground Lease dated March 22, 1999 with respect to the property commonly known as the Blitz Hangar, Pueblo Memorial Airport (the "Ground Lease "), and WHEREAS, the cost of renovating the Blitz Hangar was more than originally estimated and Landlord and Tenant desire to amend the Ground Lease to reflect such additional costs. NOW, THEREFORE, in consideration of the foregoing and mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agree as follows: 1. Article 2.02 of the Ground Lease is amended to read as follows: 2.02 Landlord shall advance fiends to pay the actual cost of Remodeling up to but not exceeding the sum of $1,210,977.48 including $55,000.00 to be advanced by City under its March 22, 1999 Agreement with ALM Aviation Labor Management, Inc. All other costs of Remodeling including but not limited to any other or additional work or improvements ordered or approved by Tenant shall be paid by Tenant. 2. Article 3.01 of the Ground Lease is amended to read as follows: 3.01 The term of this Ground Lease shall be a period of twelve (12) years and five (5) months commencing on August 1, 1999 (the "Effective Date ") and ending December 31, 2011 unless sooner terminated or cancelled as herein provided. 3. Article 4.01 of the Ground Lease is amended to read as follows: 4.01 Tenant shall pay to Landlord rent for the Leased Premises during the period from January 1, 2000 to December 31, 2011 (the "Rent Payment Period ") in the sum of $9,989,44 per month from January 1, 2000 to December 31, 2004, and $10,239.44 per month from January 1, 2005 to December 31, 2011. Rent is payable monthly in advance, without notice or demand, for each calendar month during the Rent Payment Period, with the first payment due on January 1, 2000 and subsequent payments due on the first day of each month thereafter. $500.00 of the monthly rent represents rent for the ramp area which is part of the Leased Premises. All payments shall be made at or mailed by United States mail to the following address: 1 City Hall Place, Pueblo, Colorado, 81003, Attention: Director of Finance, or such other address as Landlord may from time to time designated to Tenant in writing. 4. The Ground Lease as amended by paragraphs 1 and 2 hereof shall remain in effect, binding upon and inuring to the benefit of the parties hereto and their successors and assigns. Executed at Pueblo, Colorado as of the day and year first above written. PUEBLO DEVELOPMENT FOUNDATION I: President PUEBLO MUNICIPAL ORPORATION By _ P esident of the City Council -2-