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HomeMy WebLinkAbout08952RESOLUTION NO. 8952 A RESOLUTION APPROVING A MANAGEMENT AGREEMENT BETWEEN PUEBLO, A MUNICPAL CORPORATION, AND THE GREENWAY AND NATURE CENTER OF PUEBLO, INC. RELATING TO THE MANAGEMENT OF THE PUEBLO MOUNTAIN PARK ENVIRONMENTAL CENTER EDUCATION PROGRAM AND AUTHORIZING THE TRANSFER AND APPROPRIATION OF FUNDS WHEREAS, the Greenway & Nature Center of Pueblo, Inc. has submitted a proposal to provide year -round environmental education programs at Pueblo Mountain Park; and WHEREAS, the City Council has determined that $35,000 will be allocated for the environmental education program at the Pueblo Mountain Park Environmental Center; now therefore: BE IT RESOLVED BY THE CITY COUNCIL, that: SF,CTTON 1 _ The Management Agreement dated March 2 7, 2000 between Pueblo, A Municipal Corporation, and the Greenway and Nature Center of Pueblo, Inc. relating to the management of the Pueblo Mountain Park Environmental Center education program, a copy of which is attached hereto, having been approved as to form by the City Attorney, is hereby approved. SECTION 2. The President of the City Council is authorized to execute and deliver the Management Agreement in the name of the City and the City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 3. Authorization and approval is hereby given for the transfer and appropriation of $35,000 to the Greenway and Nature Center of Pueblo, Inc. for the purpose of providing environmental education programming at the Pueblo Mountain Park Environmental Center. SF.CTTON 4. Funds for this program shall be transferred from the following accounts to the Greenway and Nature Center of Pueblo, Inc.: 2000 Mountain Park Programming #101- 6040 - 452.65 -25 $ 9,300.00 2000 Lottery - #401 - 0000 - 600.70 -10 CP 0098 25,700.00 (Projects to be Determined) TOTAL $35,000.00 SECTION 5. This Resolution shall become effective upon passage. ATTEST: �,.. . 1 CITY CLERK INTRODUCED March 27 , 2000 BY Al Gurule COUNCILPERSON APPROU Y: � PRESIDENT OF THE COUNCIL Council Agenda TITLE: A RESOLUTION APPROVING A MANAGEMENT AGREEMENT AGENDA ITEM # BETWEEN PUEBLO, A MUNICIPAL CORPORATION, AND THE GREENWAY AND NATURE CENTER OF PUEBLO, INC. RELATING TO THE MANAGEMENT OF THE PUEBLO MOUNTAIN PARK ENVIRONMENTAL CENTER EDUCATION PROGRAM AND AUTHORIZING THE TRANSFER AND APPROPRIATION OF FUNDS DEPARTMENT: Parks & Recreation DATE: ISSUE: Should the City Council approve a Management Agreement with the Greenway & Nature Center of Pueblo, Inc. for use of a City owned building in Pueblo Mountain Park for the purpose of establishing a Pueblo Mountain Park Environmental Center and conducting environmental education programs. BACKGROUND: At the January 10, 2000 work session meeting, the Greenway and Nature Center presented the City Council with a proposal to establish a Pueblo Mountain Park Environmental Center for the purpose of providing year round environmental education programming at Pueblo Mountain Park in Beulah, Colorado at a cost of 535,000 per year. This center would be located in a vacant caretaker house in the park. The program has the support of the University of Southern Colorado, School District m60 and the Parks & Recreation Department. The development of this program will increase the utilization of the mountain park which , is currently undergoing a three phase renovation program through a multi -year grant from the Colorado Historical Fund. The environmental center which will be managed by the Greenway and Nature Center, will work in partnership with area school districts as well as families, seniors, and tourists to utilize the Pueblo Mountain Park for environmental education programs. FIN.k CIAL IMPACT: Funds for this program for the year 2000 will come from the following accounts: 2000 Mountain Park Programming - #101 - 6040 - 452.65 -25 S 9,300.00 2000 Lottery - 4401- 0000 - 600.70 -10 CP 0098 25,700.00 (Projects to be Determined) S 35,000.00 RECOMMENDATION: Approval of the Resolution. .e c MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (the "Agreement ") entered into as of March 27, 2000 between City of Pueblo, a municipal corporation (the "City ") and Greenway and Nature Center of Pueblo, Inc., a Colorado nonprofit corporation (the "Center "), WITNESSETH: RECITALS: A. City is the owner of the property located in Pueblo County, Colorado commonly known as the Pueblo Mountain Park (the "Mountain Park "). B. Situated within the Mountain Park is the main caretaker's building and associated grounds (the "Facility "). C. Center has the staff, experience and knowledge to manage the Facility as an Environmental Center. D. Center is desirous of entering into a Management Agreement for the Facility and the City is willing to enter into such Management Agreement upon the terms and conditions of this Management Agreement. NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual covenants contained herein, City and Center agree as follows: 1. For purposes of this Agreement the phrase "developing, promoting, operating and maintaining the Facility as an Environmental Center" means performing the following activities and services: (a) to develop, implement, coordinate, and provide a variety of programs which allow students, as well as families and adults, the opportunity to learn about and enjoy the natural and cultural history of the Mountain Park; (b) to develop in the Facility an environmental education center providing multi - day environmental education programs for area schools and groups; (c) to develop and implement interpretive media at the Facility and other locations in the Mountain Park which will increase the awareness and appropriateness of the uses of the Mountain Park; (d) to develop and implement programs for and to otherwise encourage individuals and groups to use the Mountain Park; and (e) to develop, implement and coordinate through the City's Department of Parks and Recreation volunteer projects to maintain and improve the Mountain Park and fund raising for special projects. 2. Center shall have the right to possession and use of the Facility during the term of this Agreement, and Center shall develop, promote, operate and maintain the Facilities as an Environmental Center under the general supervision of the City's Park and Recreation Director (the "Director "). Center shall at its expense furnish and provide all personnel, supplies, furniture, equipment, transportation and telephone, internet access, and fax utilities reasonably required and necessary for Center to perform its duties hereunder and to operate the Environmental Center. 3. Center shall not have any right or priority in the use of the Mountain Park, including without limitation, trails or buildings located thereon, other than the Facility, and its activities shall not negatively impact the other users of the Mountain Park. Center shall schedule and coordinate Center's use of other areas of the Mountain Park, including without limitation, buildings located thereon, with the Director. Center shall clean-up all other buildings or areas of the Mountain Park used by Center or used for any Center - sponsored event. 4. The initial term of this Agreement shall be from April 1, 2000 to December 31, 2000. The term of this Agreement shall be automatically extended for additional one -year periods unless either party gives written notice of non - extension to the other parry on or before November 1 of any calendar year starting with November 1, 2000. This Agreement may be terminated at any time for any reason, without liability or penalty, by either party upon ninety (90) days' prior written notice given to the other party specifying the date of termination. 5. Center shall at its expense maintain the Facility and all improvements and systems therein in good condition, appearance and state of repair, provided that City will maintain the exterior of the Facility and be responsible for major repairs to the plumbing, heating and electrical systems. Center shall not conduct any waste on or within the Facility or the Mountain Park and shall comply with all laws, ordinances and regulations affecting Center's use of the Facility and other portions of the Mountain Park, and all activities conducted thereon. 6. Except for the maintenance of the exterior of the Facility and major repairs to the plumbing, heating and electrical systems, City shall not be obligated to repair, maintain, alter or improve the Facility. It is anticipated that City will annually budget and appropriate to Center the sum of Thirty -Five Thousand and No /100 Dollars ($35,000.00) for a portion of the operating expenses of the Environmental Center. However, both parties agree that such budgeting and appropriation is not contractually binding on the City, and the City Council of City shall annually in its sole discretion determine whether to budget and appropriate funds and the amount thereof, to or for the benefit of Center. All financial obligations of the City under this Agreement are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. 7. City will pay for all reasonable propane gas, electrical and water services used in or supplied to the Facility. City shall not be responsible for the interruption of any such service -2- r . regardless of the cause of such interruption. 8. Center shall not make any alteration, improvement or remodeling to the Facility without City's prior written consent, which consent shall not be unreasonably withheld. All approved alterations, improvements, and remodeling to the Facility shall be at Center's expense and become part of the Facility. 9. Center shall indemnify and hold City, its officers, employees and agents harmless from and defend them against any and all claims of liability, including cost of defense and reasonable attorney fees, for any injury or damage to Center or its officers, employees or agents, or to any third person or to any property while upon, about or around the Mountain Park including the Facility, caused or occurring by reason of Center's use or occupancy of the Mountain Park including the Facility or the negligent acts or omissions of Center, its officers, agents or employees. Center shall secure and maintain commercial liability insurance for the protection of Center and City and their respective officers and employees with coverage in amounts of not less than the amounts specified in C.R.S. §24 -10 -110, or as same may be subsequently amended. Center shall furnish the Director proof of such insurance. 10. If the presence of Hazardous Materials in or upon the Mountain Park including the Facility caused or permitted by Center or the activities conducted thereon by Center results in contamination of the Mountain Park or the Facility, then Center shall be responsible to remove, clean up and remediate such contamination and Center shall indemnify, defend and hold the City harmless from all claims, judgments, damages, penalties, fines, costs, liabilities or losses, including all expenses and reasonable attorney fees which arise, directly or indirectly, during or after the expiration or termination of this Agreement as a result of such contamination or the failure of Center to comply with applicable federal, state and local environmental and hazardous waste laws, ordinances and regulations. The term "Hazardous Material" includes, without limitation, any material or substance that is (i) defined or designated as a "hazardous substance," "hazardous waste" or a "regulated substance" under applicable state or federal law or regulation, (ii) petroleum products, or (iii) asbestos. 11. Center acknowledges and agrees that City makes no warranties or representations whatsoever with respect to the quality, quantity or condition of the Facility or the Mountain Park, environmental or otherwise, or the Facility's fitnesses for Center's anticipated use. Center acknowledges that it has had the opportunity to inspect the Facility and agrees to take possession and use of the Facility in its present condition "AS IS." 12. Center shall not in employment or application for employment or the use or operation of the Facility or activities conducted thereon discriminate on the basis of race, color, creed, national origin, disability, sex or age. 13. All membership dues, fees, cash donations, in -kind donations and activity fees and charges received by the Center shall be used by Center in the operation and development of the -3- Facility and the Mountain Park, and Center shall submit to City at least annually an accounting of the revenues from such dues, donations, fees and charges including their expenditures. 14. No term or condition of this Agreement shall be construed or interpreted as a waiver, either express or implied, of any immunities, rights, benefits or protection provided or available to City under applicable law including without limitation those provided and available to City under the Colorado Governmental Immunity Act, C.R.S. §24 -10 -101, et seq., as amended or as may be amended. The parties understand and agree that the City's and its officers', agents' and employees' liability for claims for injury to persons or property is controlled and limited by the provisions of C.R.S. §24 -10 -101, et seq., as amended or as may be amended. All provisions of this Agreement, whether or not incorporated herein by reference, shall be controlled, limited and otherwise modified so as to limit any liability of the City, its officers, agents and employees to the above cited law. 15. Nothing in this Agreement, expressed or implied, is intended nor shall be construed to confer upon, or give to, any person or entity other than the City or Center any right, remedy, or claim under or by reason of this Agreement or any covenant, condition or provision thereof, and all covenants, conditions, provisions and agreements contained in this Agreement by or on behalf of City or Center shall be for the exclusive and sole benefit of City and Center. 16. In the event of any litigation arising out of this Agreement, the court shall award to the prevailing party all costs and expenses including reasonable expert witness and attorney fees. 17. The persons signing this Agreement on behalf of Center, represent and warrant that they and Center are authorized to execute and deliver this Agreement and this Agreement constitutes the valid and legally binding obligation of Center and is enforceable against Center in accordance with its terms. 18. Time is of the essence hereof. This Agreement shall be construed in accordance with Colorado law and be binding upon and inure to the benefit of the parties and their respective successors. 19. This Agreement constitutes the entire understanding between the parties and supersedes all prior statements, representations, warranties, or agreements between the parties or any of their officers, agents or employees covering the subject matter hereof. No prior statement, representation, warranty or agreement not expressly set forth herein shall be binding upon either party. No amendment, modification or change to this Agreement shall be effective unless in writing, approved by Resolution of the City Council of City, and signed by all of the parties hereto. 20. Center shall not assign this Agreement or any interest herein nor sublease the Facility. 21. Any notice or other communication under this Agreement by any party shall be in writing and sufficiently given if delivered in person or if delivered by certified mail, postage prepaid, addressed: -4- r (a) If to City: Director of Parks and Recreation, City Park, 800 Goodnight, Pueblo, Colorado, 81005; (b) If to Center: Director, 5200 Nature Center Road, Pueblo, Colorado, 81003, or at such other address as a party may, from time to time, designate in writing given as herein provided. 22. CENTER SHALL PERFORM ITS DUTIES HEREUNDER AS AN INDEPENDENT CONTRACTOR AND NOT AS AN EMPLOYEE OR AGENT OF THE CITY. NEITHER THE CENTER NOR ANY AGENT OR EMPLOYEE OF THE CENTER SHALL BE, OR SHALL BE DEEMED TO BE, AN AGENT OR EMPLOYEE OF THE CITY. THE CENTER SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX ON ANY MONIES PAID PURSUANT TO THIS AGREEMENT. THE CENTER ACKNOWLEDGES THAT THE CENTER AND ITS EMPLOYEES ARE NOT ENTITLED TO UNEMPLOYMENT OR WORKERS' COMPENSATION INSURANCE BENEFITS UNLESS THE CENTER OR A THIRD PARTY PROVIDES SUCH COVERAGE AND THAT THE CITY DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH COVERAGE. THE CENTER SHALL HAVE NO AUTHORIZATION, EXPRESS OR IMPLIED, TO BIND THE CITY TO ANY AGREEMENTS, LIABILITY, OR UNDERSTANDING WHATSOEVER. THE CENTER SHALL PROVIDE AND KEEP IN FORCE WORKERS' COMPENSATION (AND SHOW PROOF OF SUCH INSURANCE) AND UNEMPLOYMENT COMPENSATION INSURANCE IN AMOUNTS REQUIRED BY LAW, AND SHALL BE SOLELY RESPONSIBLE FOR THE ACTS OF THE CENTER, ITS EMPLOYEES AND AGENTS. Executed at Pueblo, Colorado as of the day and year [SEAL] ATTEST: By City k [SEAL] ATTEST: Secretary - rst above written. A MUNI AL CORPORATION of the City Council GREENWAY AND NATURE CENTER OF PUEBLO, IN B �r4eside7 -5-