Loading...
HomeMy WebLinkAbout09093RESOLUTION NO. 9093 A RESOLUTION APPROVING AN OPTION AGREEMENT BETWEEN PUEBLO, A MUNICIPAL CORPORATION AND KRAGE MANUFACTURING, L L C AND AUTHORIZING THE PRESIDENT TO EXECUTE THE OPTION AGREEMENT AND ATTACHED WARRANTY DEED BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1 The Option Agreement dated August 28, 2000 between Pueblo, a municipal corporation and Krage Manufacturing, LLC relating to an option to acquire Lot 18, Pueblo Memorial Airport Industrial Park Subdivision, Pueblo County, Colorado, 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 Option Agreement and the Warranty Deed attached thereto upon exercise of the option granted in the Option Agreement in the name of the City and the City Clerk is directed to affix the seal of the City thereto and attest Off0ra ATTEST: City rk INTRODUCED: August 28, 2000 By Al Gurule Councilperson APP D VED: l U - r _ President of the City Council AUGUST 28, 2000 AGENDA CITY COUNCIL BACKGROUND MEMORANDUM RESOLUTION APPROVING AN OPTION AGREEMENT BETWEEN THE CITY AND KRAGE MANUFACTURING, LLC The Resolution approves an Option Agreement between the City and Krage Manufacturing, LLC ( "Company ") to acquire Lot 18, Pueblo Memorial Airport Industrial Park Subdivision ( "Land ") for the purpose of constructing an approximately 35,000 square foot building for Company's business. Company has committed to use its best efforts to employ 28 full -time employees at its business to be temporarily located at 1900 South Freeway, Pueblo, Colorado. Company is granted an option to acquire the Land before June 30, 2002 with the right to extend the option to June 30, 2004. Before Company may exercise the option, it must have employed for a period of 12 consecutive months not less than 28 full -time employees The Company's reason for the Option Agreement is attached. This transaction has been reviewed and recommended by PEDCO. OPTION AGREEMENT THIS OPTION AGREEMENT ( "Agreement ") entered into as of August x � , 2000 between Pueblo, a municipal corporation (the "City ") and Krage Manufacturing, LLC, a Colorado limited liability company (the "Company "). WHEREAS, Company has expressed a willingness to locate its business within the Pueblo Municipal Airport Industrial Park, and in furtherance thereof has through the Pueblo Economic Development Corporation made application for land with the City, and WHEREAS, the land is surplus to the City's needs, and WHEREAS, the City has approved such application and will make land available to Company subject to and upon the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the foregoing and mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, City and Company agree as follows: 1. The following terms as used in this Agreement shall have the following meaning unless the context clearly indicates otherwise: "Facility" means the approximately 35,000 square foot building to be constructed and equipped by Company on the Land. "Full -Time Employee" means a person who actually performs work for not less than thirty - two (32) hours per week whether employed by Company or by an outside entity acting as an agency to provide Full -Time Employees for Company. The term "Full -Time Employee" does not include independent contractors nor employees of independent contractors except as described herein. "Land" means Lot 18, Pueblo Memorial Airport Industrial Park Subdivision, Pueblo County, Colorado. 1. City does hereby grant to Company the right and option to acquire the Land ( "Option ") contingent upon Company meeting and complying with the following conditions precedent: (a) At the time of the delivery of the deed as provided in paragraph 4 hereof and for a period of twelve (12) consecutive months prior thereto, Company shall have employed not less than twenty -eight (28) Full -Time Employees at 1900 South Freeway, Pueblo, Colorado. (b) Company giving written notice to City of Company's exercise of the Option hereby granted ( "Option Exercise Notice ") no later than June 30, 2002 ( "Option Expiration Date "). (c) Company's Option Exercise Notice shall contain Company's assurances and commitments in form and content approved by City Attorney of City that (i) Company will construct and equip the Facility upon the Land within twelve (12) months after the date of delivery of the deed as provided in paragraph 4 hereof, and (ii) Company will use its best efforts in good faith to employ twenty -eight (28) Full -Time Employees at the Facility. 2. Company may extend the Option Expiration Date to June 30, 2004 by giving written notice to City of Company's extension of the Option Expiration Date on or before June 30, 2002 ( "Option Extension Notice "). In the event that Company timely extends the Option Expiration Date, Company shall give Company's Option Exercise Notice to City on or before June 30, 2004. 3. If Company does not locate its business at 1900 South Freeway, Pueblo, Colorado within six (6) months from date hereof and thereafter continuously conduct such business at that location; or, if Company does not timely give to City Company's Option Exercise Notice or Option Extension Notice, whichever the case may be; then, in either event, the Option hereby granted shall automatically terminate and this Agreement shall be canceled and each party shall be released from all obligations hereunder. 4. Within sixty (60) days after Company's timely and valid exercise of the Option, City will convey the Land to Company subject to and contingent upon the following: (a) Conveyance shall be made by general warranty deed substantially in the form of attached Exhibit "A "; (b) Conveyance shall be contingent upon prior approval of the Federal Aviation Administration and its issuance of a Deed of Release therefor; and (c) The Land shall be conveyed and transferred by the City and accepted by Company in its condition on the date of the Warranty Deed "AS IS" and "WHERE IS ", with all its faults, without any representation or warranty, expressed or implied, by operation of law or otherwise, with respect to the Land, including without limitation, the quantity, quality, or condition of the Land, environmentally or otherwise, or its fitness for Company's contemplated uses, or the compliance of the Land with applicable building, fire, zoning, environmental, or other laws or regulations. City and Company agree that the provisions of this paragraph shall survive the closing of the transfer of the Land, and the execution of any document in connection therewith. (d) Company delivering to City documents satisfactory to the City Attorney of City that Company and the person executing this Agreement and Warranty Deed are authorized to approve and execute same, and Company's certificate or other evidence of Company's organization and authority to transact business in the State of Colorado issued by, or filed in the office of the Colorado Secretary of State. In the event of any litigation arising out of this Agreement, the court shall award to -2- the prevailing party its costs and reasonable attorney fees. Venue for any such litigation shall be in Pueblo County, Colorado. 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. 6. This Agreement expresses the entire understanding of the parties and supersedes any and all prior dealings and commitments with respect to the subject matter of this Agreement and may not be amended except in writing signed by City and Company. 7. This Agreement shall be construed in accordance with and governed by the laws of the State of Colorado without regard to conflict of law principles. 8. The covenants, representations and warranties made by each party herein shall survive the delivery of the deed as provided in paragraph 4 for the benefit of the other party. 9. Company acknowledges and agrees that City reserves the right, without any obligation on its part to do so, to maintain and keep in repair the landing area of the airport and other public areas or facilities at Pueblo Memorial Airport and to develop, modify, change, relocate, abandon, or improve the Pueblo Memorial Airport, or any part thereof, as it may determine in its sole and absolute discretion, at any time, and Company further acknowledges and agrees that City has not made, nor by any provision of this Agreement shall City be construed to have made any representation or warranty to the contrary with respect thereto. 10. Any notices hereunder shall be sufficiently given if given personally or mailed by first class mail, postage prepaid, addressed: (a) if to City, City Manager, City of Pueblo, 1 City Hall Place, Pueblo, Colorado, 81003, with copy to Thomas E. Jagger, City Attorney, 127 Thatcher Building, Pueblo, Colorado, 81003, or (b) if to the Company, 3 Rockbridge Lane, Pueblo, Colorado, 81001, or to such other address as either party shall specify in written notice given to the other party. 11. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns, provided Company may not assign this Agreement, the Option hereby granted, or any other interest herein without the express written consent of the City by Resolution of the City Council of City. Any assignment or attempted assignment of this Agreement or the Option hereby granted by Company without such consent shall be null and void. 12. The persons signing this Agreement in the name of and on behalf of Company represent and warrant that they and Company have the requisite power and authority to enter into, execute, and deliver this Agreement, and that this Agreement is a valid and legally binding obligation of Company enforceable against Company in accordance with its terms. 13. Company represents and warrants that no person, entity, or organization has been -3- employed or retained or will receive or be paid, directly or indirectly, any commission, percentage, contingent fee or any other remuneration payment or receipt of which is contingent upon approval of this Agreement by City. For breach or violation of this warranty, City shall have the right to terminate this Agreement, or recover the full amount of such commission, percentage, contingent fee or other remuneration, or to seek such other remedies legally available to City, which remedies shall be cumulative. 14. In no event shall City, its officers, agents or employees be liable to Company for damages, including without limitation, compensatory, punitive, indirect, special or consequential damages, resulting from or arising out of or related to this Agreement or the performance or breach thereof by City or the failure or delay of City in the performance of any covenant or provision under this Agreement on its part to be performed. In consideration of City entering into this Agreement, Company hereby waives and discharges City, its officers, agents and employees from any and all claims for any and all such damages. 15. This Agreement 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. 16. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, such determination shall not affect the other provisions of this Agreement which shall remain in full force and effect. Executed at Pueblo, Colorado, the day and year first above written. [SEAL] Pue log' a Munici a Corporation 1 Attest: By t//l� �� Ut (l it'� ----_ City C1 c President of the City Council Krage Manufacturing, LLC N,A /�7* By Name: Title: -4- WARRANTY DEED THIS DEED, made this day of 1 2000 by and between Pueblo, a Municipal Corporation (herein "City ") and Krage Manufacturing, LLC, a Colorado limited liability company (herein "Company "), WITNESSETH: That City for and in consideration of the sum of $10.00 and other good and valuable consideration to City in hand paid by the Company, the receipt whereof is hereby confessed and acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm unto the Company, its successors and assigns forever, all the real property situate, lying and being at Pueblo Memorial Airport, County of Pueblo, State of Colorado, more particularly described as Lot 18, Pueblo Memorial Airport Industrial Park Subdivision (herein "Property"), with all its appurtenances, and warrant the title to the same, subject to easements, rights of way, conditions, restrictions and reservations of record and easements for existing utilities, sanitary sewer, water, irrigation and natural gas lines on, over or under the Property and to the following covenants, conditions, and restrictions which are and shall be construed to be covenants running with the land described herein and binding upon the Company, its successors and assigns and inuring to the benefit of the City, its successors and assigns. City reserves unto itself and its successors and assigns, for use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Property, together with the right to cause in the airspace above the surface of the Property such noise as be inherent in the operation of any aircraft now known or hereafter used for navigation of or flight in EXHIBIT "A" said airspace, and for use of the airspace above the surface of the Property for landing on, taking off from, or operation on or over the Pueblo Memorial Airport. 2. Company expressly agrees for itself, its successors and assigns to restrict the height of structures, objects of natural growth and other obstructions on the Property, to a height of not more than 4,690 feet above the mean sea level. In the event this covenant is breached, City reserves the right to enter upon the Property at the expense of the Company to remove the offending structure or object and to cut the offending growth. 3. Company expressly agrees for itself, its successors and assigns, that it will prevent any use of the Property which would interfere with landing or taking off of aircraft at the Pueblo Memorial Airport, or otherwise constitute an airport hazard. 4. The Property and its use are further subject to the following Restrictive Covenants: (a) The Property may be used only for industrial and manufacturing facilities and incidental office uses. The Property shall not be used for smelting or plating operations, or for the storage or processing of putrescible materials, or for any purpose or business which constitutes a nuisance, or which exceeds the state air pollution control standards for the facility. Gasoline or diesel fuel used in connection with the business conducted on the Property but not for sale at retail or wholesale may be stored on the Property in an environmentally sound manner. (b) Outdoor storage shall not be permitted except for storage of raw materials, inventory, manufactured products, or equipment used in the facility. Parking areas for vehicles and roads on the Property shall be paved. (c) The Property shall not be subdivided and no building or structure over sixty (60) feet in height shall be installed or constructed on the Property. (d) No structure or building shall be constructed or installed nearer than thirty-five (35) feet of the right of way line of any abutting streets. There must be installed and maintained a minimum twenty -five (25) foot strip of living landscaped ground along and adjacent to abutting streets. Minimum side yards set -backs shall be twenty -five (25) feet. (e) Company shall keep and maintain the Property and all buildings, landscaping and improvements located thereon in a good, clean, safe and orderly condition free of waste, rubbish, -2- debris and trash, and enclose and screen from public view all outside storage and unsightly areas of the Property. (f) Company shall comply with notifications and review requirements of the Federal Aviation Administration prior to the construction, modification or alteration of any building or structure on the Property. (g) Company shall, at its own expense, cause all utilities and roads used or to be used on the Property to be extended from adjacent streets, installed on the Property, and kept and maintained in good order and condition. (h) Company shall pay to City a combined service fee for services and facilities now furnished by City at the Pueblo Memorial Airport, namely: public street maintenance, fire protection, and street lighting based upon $295.00 per acre per annum payable monthly for each acre of land conveyed to Company hereunder. City may, from time to time, reduce or eliminate any or all of the services or facilities presently being furnished and may modify, increase, or decrease the annual combined service fee provided (i) such services and fee shall be non - discriminatory among other tenants and owners of land at Pueblo Memorial Airport receiving such services and facilities, and (ii) such fee shall be reasonable in relation to City's actual cost and expense of furnishing the services and facilities then being furnished. City's cost may include the cost of capital improvements amortized over the useful life of the improvements. If waste water is discharged from the Property and transported to and treated at City's waste water treatment facilities, Company and the waste water so transported and treated shall be subject to the same restrictions, limitations, conditions, fees, and charges as other users of City's sanitary sewer system and facilities. Company shall only discharge domestic waste water into the City's sanitary sewer system. (i) Company shall provide for storm water drainage which shall include the construction and installation of storm water detention facilities on the Property. The detention facility shall be capable of storing the developed on -site runoff from a 100 -year frequency storm. The maximum release rate from the detention facility at the ponding depth corresponding to the 10 -year volume shall be .30 cfs /acre and 1.00 cfs /acre for the 100 -year ponding depth. All calculations and details shall conform with the City of Pueblo Storm Drainage Criteria Manual. The point of discharge from the detention facility shall be at a location approved by the Director of Public Works. 0) Before commencing the construction, installation or alteration of any building, structure, parking facility, outdoor sign, or other permanent improvement, or landscaping on the Property, the Company shall submit to and have approved by the City in writing the site plans and plans and specifications therefor. City's approval will not be unreasonably withheld. In the event the City or its designated representatives shall fail to approve or disapprove such plans and specifications within twenty -five (25) working days after they have been submitted to the City, such approval will not be required and this covenant will be deemed to have been complied with. Company shall use its best efforts to assure that all buildings constructed on the Property will be architecturally and aesthetically compatible with buildings constructed at the Pueblo Memorial Airport industrial park -3- since 1985. All buildings, improvements and activities on the Property shall be constructed and conducted in compliance with all applicable federal, state and local law, regulations, and codes. (k) City reserves the right to waive all or any part of these Restrictive Covenants. 5. This Warranty Deed and conveyance of the Property to Company are made upon the express condition that Company will construct and equip on the Property an approximately 35,000 square foot manufacturing facility (the "Facility ") within twelve (12) months after the date of this Warranty Deed. If Company does not substantially construct and equip the Facility on the Property within twelve (12) months after the date of this Warranty Deed, City will have the right of re -entry for nonperformance of this condition and will be entitled to a reconveyance of the Property and delivery of exclusive possession thereto. In that event, Company's reconveyance and delivery of exclusive possession to City of the Property will be by Special Warranty Deed free and clear of all claims, liens and encumbrances which would be enforceable against the Property and which are attributable to the acts or omissions of Company or those claiming by or through Company. The twelve (12) month period specified above may be extended by instrument duly approved, executed and acknowledged by Company and City and recorded in the records of the Pueblo County Clerk and Recorder. 6. At the request of City, Company shall meet and in good faith confer with City concerning the annexation of the Property to the City when the Pueblo Memorial Airport, or any part thereof, including without limitation, the Property becomes eligible for annexation. 7. Invalidation of any one of the foregoing covenants, conditions, restrictions or reservations by judgment or court order or otherwise shall not affect any of the other of said covenants, reservations, restrictions or conditions which shall remain in full force and effect. ME 8. City shall have the right to enforce the restrictions, covenants and conditions hereof by injunction or other lawful procedure and to recover damages, costs, expenses, including reasonable attorney fees, resulting from any violation thereof or arising out of their enforcement. KRAGE MANUFACTURING, LLC By Name: Title: [S E A L] ATTEST: City Clerk COUNTY OF PUEBLO ) STATE OF COLORADO ) ss. PUEBLO, A MUNICIPAL CORPORATION By President of the City Council The foregoing instrument was acknowledged before me this day of 2000 by as of Krage Manufacturing, LLC, a Colorado limited liability company. Witness my hand and official seal. My commission expires: [SEAL] COUNTY OF PUEBLO ) STATE OF COLORADO ) ss. Notary Public The foregoing instrument was acknowledged before me this day of 2000 by as President of the City Council and as City Clerk of Pueblo, Colorado, a Municipal Corporation. Witness my hand and official seal. My commission expires: [SEAL] Notary Public F ACITY\AIRPORT\KRAGE \W DEED. WPD -5- KRAGE MANUFACTURING, LLC 3 Roddxi9ge Lane Pueblo, CO 81001 Tel 719 - 229 - 4304 Fax 719 - 583 -4110 July 10, 2000 Jim Spaccamonti, President PEDCO 301 N. Main Street Pueblo, CO 81002 Jim: Krage Manufacturing has come to an agreement with The Trane Company and Eaton Cutler - Hammer to provide sheet metal electrical enclosures for all Trane units manufactured in Pueblo. A total of 28 employees will be needed by year two for this business. These employees will operate state -of- the -art, precision sheet metal fabrication equipment, MIG welders and a powder and liquid paint line. Krage Manufacturing will have capital equipment investments of $1 M and be the only precision sheet metal fabrication shop in the Pueblo County area. The initial site of the business will be in 15,476 SF of leased space at the Pepsi Bottling Group at 1900 S. Freeway. Operations will begin on August 1, 2000. The Trane Company and Eaton Cutler- Hammer have expressed their desire to have Krage Manufacturing located next to both of them in order to easily facilitate ongoing business between the companies. The flow of work will start with Krage Manufacturing fabricating the enclosures and delivering to Eaton. Eaton will then install the electrical components within the enclosures and deliver them to Trane. The proximity of Lot 18 within the Pueblo Memorial Airport Industrial Park to both Eaton and Trane provides for an efficient flow of material and for effective face to face communication between the three facilities. This property borders Eaton on the north and Trane on the west. If you need any more information concerning the business please give me a call at 229 -4304 Sincerely, Sam J. rage - Presi�dent_ Krage Manufacturing, LLC ■ STATE CERTIFICATE 1, DONETTA DAVIDSON, SECRETARY OF STATE OF THE STATE OF COLORADO HEREBY CERTIFY THAT ACCORDING TO THE RECORDS OF THIS OFFICE KRAGE MANUFACTURING, LLC (DELAWARE LIMITED LIABILITY COMPANY) FILE # 20001123209 WAS FILED IN THIS OFFICE ON June 21, 2000 AND HAS COMPLIED WITH THE APPLICABLE PROVISIONS OF THE LAWS OF THE STATE OF COLORADO AND ON THIS DATE IS IN GOOD STANDING AND AUTHORIZED AND COMPETENT TO TRANSACT BUSINESS OR TO CONDUCT ITS AFFAIRS WITHIN THIS STATE. Dated: June 21, 2000 F] SECRETARY OF STATE a DEPARTMENT OF STATE •• :�: Il, IJ. 2�v' J 6 .23r 1 JL•1111.1jL �iluVlll ?.1L .•J. Please include a typed self- addressed envelope MUST BY TYPED FILING FEE: $75.00 MUST SUBMIT M&O COPIES Mail to: Secretary of State Corporations Section 1560 Broadway, Suite 200 Denver, CO 80202 (303) 894 -2251 Fax (303) 894.2242 For office use only 036 13itNi3'fR•A UAW)" CC+t WAhO W Wf Cre �'r'Al'r. 0, 00 APPLICATION FOR CERTIFICATE OF AUTHORITY OF A FOREIGN LIMITED LIABILITY COMPANY Pursuant to the provision of the Colorado Umited Uablity Company Ad, the undersigned limited iablityy company hereby applies for a Certificate of Authority to transact business In the State of Colorado, and for that purpose, submits the following statement: FIRST: The narre of the limited tmited liaboity company is Krage Manufacturing, LLC SECOND: The rams whch IteleW to use in Colorado is° =g age Manufacturing, LLC •ff the name in the jurisd6ort of organization is not avalable in Colorado. THIRD: It is organized under tha laws of Del aware FOURTH: The date of its organization Is Jun 12 , 2000 FIFTH: The address of the proposed registered office In Colorado is (include City, State, Zip) 1§75 BroaAX &y, Denver, _Colorado 80302 and ft name of its proposed registered agent in Colorado at that address is TIM CgRPORATION_ COMPANY SIXTH: The address of its principal office (indude City, State, Zp) 1900 South Freeway, Pueblo, Colorado 81004 SEVENTH: THIS APPLICATION MUST BE ACCOMPANIED BY A CERTIFICATE OF GOOD STANDING ISSUE BY THE JURISDICTION OF ITS ORGANIZATION AND DATED WITHIN NINETY (90) DAYS OF THE FILING OF THE APPLICATION. Signature 00011 - R arierm 0,1i�c r. Its (Manager, Member or Authorized Agent) Revised 7195 - �n_ »: dam 97% F.02 CORr"'R'A ION TRUST 3 K_'-674-82 , Lo. '� ( iii; i PAGE 1 State of Delaware Office of the Secretary of State I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY "KRAGE MANUFACTURING, LLC" IS FORMED UNDER THE LAWS OF THE STATE OF DELAWARE AND IS IN GOOD STANDING ANTD HAS A LEGAL-EXI3TENCE .90 FAR AS THE RECORDS OF THI5 OFFICE SHOW, AS'OF THE ,TWENTY —FIRST TRAY OF JUNE, A.D. 2000. ANM I DO HEREBY FURTHER CERTIFY THAT THE ANNUAL TAXES HAVE NOT BEEN ASSES.SEID TO DATE. d 3242554 8300 Edward 1. Freet, Secretary of Spa 0 912 001314128 AUTHEN nCr'MN' 06 - 21 -00 DATE: 302 G ?4 8219 9 ? ;. G.22