HomeMy WebLinkAbout09996 RESOLUTION NO. 9996
A RESOLUTION APPROVING A CONTRACT TO BUY AND SELL REAL PROPERTY BETWEEN
THE CITY OF PUEBLO, A MUNICIPAL CORPORATION AND WACKENHUT CORRECTIONS
CORPORATION RELATING TO THE SALE OF LAND AT PUEBLO MEMORIAL AIRPORT
INDUSTRIAL PARK, AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE
SAID CONTRACT AND SPECIAL WARRANTY DEED ATTACHED THERETO, AND REPEALING
RESOLUTION NO. 9922
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The City Council does hereby find and determine that (a) the real property described in the
attached Contract To Buy and Sell Real Estate ("Contract") is surplus to the City's needs, and (b)
the terms and conditions of the sale and transfer of the real property contained in the Contract
supersede the land transfer policies and procedures contained in Resolution No. 5915 to the extent
they conflict therewith.
SECTION 2.
The Contract To Buy And Sell Real Estate dated November 24, 2003 and Special Warranty
Deed attached thereto, between the City of Pueblo, a municipal corporation and Wackenhut
Corrections Corporation relating to the sale of land at Pueblo Memorial Airport Industrial Park,
copies of which are attached hereto, having been approved as to form by the City Attorney, are
hereby approved.
SECTION 3.
The President of the City Council is authorized to execute and deliver the Contract and
Special Warranty Deed in the name of the City. The City Clerk is directed to affix the seal of the
City thereto and attest same.
SECTION 4.
The Contract dated July 28, 2003 approved by Resolution No. 9922 has by its terms
expired and terminated, therefore Resolution No. 9922 is hereby repealed.
SECTION 5.
This Resolution shall become effective upon final passage.
INTRODUCED November 24, 2003
BY Al Gurule/Councilperson
APPROVED: Bill Sova/President of City Council
ATTEST: Gina Dutcher/City Clerk
Background Paper for Proposed
RESOLUTION 9996
DATE: November 24, 2003
DEPARTMENT: Law Department
TITLE
A RESOLUTION APPROVING A CONTRACT TO BUY AND SELL REAL
PROPERTY BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION
AND WACKENHUT CORRECTIONS CORPORATION RELATING TO THE SALE
OF LAND AT PUEBLO MEMORIAL AIRPORT INDUSTRIAL PARK, AUTHORIZING
THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAID CONTRACT AND
SPECIAL WARRANTY DEED ATTACHED THERETO, AND REPEALING
RESOLUTION NO. 9922
ISSUE
Should the City sell approximately 34.07 acres of land located at the Pueblo
Memorial Airport Industrial Park for a purchase price of $296,817.00 to Wackenhut
Corrections Corporation ("Wackenhut")for construction and operation of a 700-bed
or larger (not to exceed 1,000 beds) medium-security correctional or detention
facility?
RECOMMENDATION
City administrative staff recommend? approval of the Resolution and property sale.
BACKGROUND
The Contract To Buy and Sell Real Estate dated July 28, 2003 between City and
Wackenhut approved by Resolution No. 9922 has by its terms expired and
terminated. Wackenhut is willing to enter into a new Contract to purchase the land
provided the new Contract changes the closing date to June 30, 2004 and allows
additional time to meet and comply with the following conditions precedent to
closing: issuance of an FAA Deed of Release, issuance of an FAA construction
permit, final approval and execution of a contract with the Colorado Department of
Corrections for placement of inmates in the Facility, completion of Planning and
Zoning Commission review process to the satisfaction of City and Wackenhut, City's
approval of the site plans and specifications for the property and facility, and entry
of final judgment in Civil Action No. 03 CV 1295, Division F., Pueblo County District
Court to the satisfaction of City and Wackenhut.
The land is located at the east end of the industrial park and is described as Lot 69,
Pueblo Memorial Airport Industrial Park Subdivision. Wackenhut has agreed as a
covenant running with the land that only one 700-bed or larger (not to exceed 1,000
inmates) medium-security correctional or detention facility (Facility") operated under
contract with the Colorado Department of Corrections will be constructed and
located on the property. Unless otherwise approved by Resolution of the City
Council, only pre-parole and parole revocation inmates may be confined in the
Facility. The Facility may be operated under contract with other governmental
agencies (except a federal agency) only upon approval by City Council by ordinance
and with a federal agency only upon approval by City Council by Resolution.
Wackenhut will engage a general contractor familiar with local conditions and give
consideration to Pueblo-area subcontractors in constructing the Facility. In the
operation and maintenance of the Facility, Wackenhut will (1) use its best efforts in
good faith to purchase supplies and materials from local vendors and pre-qualify
local vendors as needed, (2) will not allow weekend releases of inmates from the
Facility, and (3) release inmates from the Facility only to the custody of the
governmental agency placing the inmates in the Facility.
Wackenhut will be responsible at its expense to construct and install all off-site and
on-site wastewater facilities requires to serve the Facility, including correction of all
hydraulic bottlenecks within City's system. The Facility will be developed in
compliance with site plans and specifications approved by the City. The plans must
include building design (location and screening of mechanical equipment);
orientation and color of all permanent structures; traffic access, parking and loading;
screening and landscaping; and exterior lighting plan including illumination and
types of cut-off fixtures.
Closing of the sale is scheduled to occur on or before June 30, 2004 and the Facility
will be constructed and operational within twenty-four (24) months after closing.
FINANCIAL IMPACT
The City will receive the $296,817 purchase price and be required to deposit
$211,000 (appraisal value)in a special fund for airport projects approved bythe City
and FAA. The City will receive general property taxes as well as sales and use
taxes for construction materials, fixtures and equipment. In addition, City will
receive $40,000 each year for industrial park expenses increased every 5 years by
the percentage increase in the consumer price index during the prior 5-year period.
Wackenhut will pay $200,000 at closing, representing a 5-year advance payment.
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CONTRACT TO BUY AND SELL REAL ESTATE
THIS CONTRACT TO BUY AND SELL REAL ESTATE ("Contract") entered into as of
November 24, 2003 between City of Pueblo, a Municipal Corporation, 1 City Hall Place, Pueblo,
Colorado, 81003 (the "Seller") and Wackenhut Corrections Corporation, a Florida corporation
authorized to do business in the state of Colorado (the "Buyer"), WlTNESSETH:
Recitals
A. Seller and Buyer entered into a Contract To Buy And Sell Real Estate dated July 28,
2003 for the land described herein, which Contract has by its terms expired and terminated.
B. Buyer is willing to purchase and Seller is willing to sell the land subject to the
occurrence of the conditions precedent to closing set forth in Paragraph 7 hereof and all other terms
and conditions set forth herein.
Agreement
NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual covenants
contained herein, Seller and Buyer agree as follows:
1. Property. Seller agrees to sell and Buyer agrees to purchase the unimproved land
described as Lot 69, Pueblo Memorial Airport Industrial Park Subdivision, Pueblo County,
Colorado, consisting of 34.07 acres, more or less, with all its appurtenances (the "Property") on the
terms and conditions set forth in this Contract.
2. Purchase Price and Tetras. The purchase price of the Property shall be $296,817.00
and shall be paid as follows: $20,000.00, the receipt of which is hereby acknowledged by Seller
("Earnest Money"), and the balance of $276,817.00 shall be paid in cash or certified funds on
Closing Date contemporaneously with Buyer's receipt of the Special Warranty Deed described in
paragraph 6 hereof.
3. Evidence of Title. Buyer shall at its expense obtain title insurance and satisfy itself
as to the condition of title to the Property. If Buyer is not satisfied with the condition of title, Buyer
may terminate this Contract by written notice given to Seller at least thirty (30) days prior to the
Closing Date. Upon such termination the Earnest Money shall be refunded to Buyer.
4. Inspection. Buyer or any designee, shall have the right to have inspection of the
physical condition of the Property at Buyer's expense. Buyer is responsible for and shall pay for any
damage which occurs to the Property as a result of such inspection. If Buyer is not satisfied with the
physical condition of the Property, Buyer may terminate this Contract by written notice given to
Seller at least thirty (30) days prior to Closing Date. Upon such termination the Earnest Money shall
be refunded to Buyer.
5. Date of Closing. The date of closing shall be June 30, 2004, or by mutual agreement
at an earlier or later date ("Closing Date"). The hour and place of Closing shall be as designated by
Seller.
6. Transfer of Title. Subject to payment of the purchase price and the amounts specified
in Paragraphs 7(f) and 14(e), satisfaction of the conditions set forth in paragraph 7 hereof, and
compliance by Buyer with the other tettns and provisions hereof, Seller shall execute and deliver to
Buyer the Special Warranty Deed attached hereto conveying title to the Property to Buyer subject
to the restrictions, reservations, covenants, easements, and conditions contained in the Special
Warranty Deed.
7. Conditions Precedent to Closing. The sale and purchase contemplated by this
Contract is contingent upon the occurrence of the following conditions before Closing Date except
as otherwise provided in this Paragraph 7:
(a) Annexation of the Property to the City of Pueblo.
(b) Issuance of a Deed of Release by the Federal Aviation Administration
("FAA"). Seller will initiate and continue to process obtaining the Deed of Release, subject,
however, to final approval of the Deed of Release by FAA and the City Council of Seller by
ordinance. The parties understand that in order to obtain the Deed of Release an amount equal to
the appraised value of the Property must by ordinance adopted by the City Council of Seller be
deposited into a special fund for airport improvements.
(c) Issuance of a construction permit by FAA for Buyer's correctional Facility.
Seller with Buyer's cooperation will file FAA Form 7460-1 for such permit, and Seller and Buyer
will continue to process such application to issuance of such pemfit.
(d) Rezoning of the Property to Governmental Use District (S-l), which allows
the use of the Facility as a use by right.
(e) Completion of the review process by Seller's Planning and Zoning
Commission under Section 17-4-51 (16) of the Pueblo Municipal Code to the satisfaction of Seller
and Buyer.
(f) Approval by the Seller of the site plans and specifications for the Property and
Facilities as provided in paragraph 14(f) hereof.
(g) Entry of final judgment in Civil Action No. 03 CV 1295, Division F, District
Court, Pueblo County, Colorado, to the satisfaction of Seller and Buyer.
(h) Final approval and execution of a contract with the Colorado Department of
Corrections for placement of inmates in the Facility.
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(i) All costs and expenses (other than stafftime and those with respect to 7(g)
above) incurred by Seller in complying with the foregoing conditions shall be paid by Buyer.
Any one or more of the above conditions may be waived or modified jointly in writing by
Buyer and Seller.
8. Condition of the Property. Buyer agrees and acknowledges that:
(a) Other than warranty of title contained in the special warranty deed, Seller
hereby disclaims any warranty or representation, express or implied, with respect to the Property or
any aspect, portion or component of the Property, including, but not limited to: (i) the condition,
nature or quality of the Property, including, but not limited to, the quality of soils on or under the
Property; (ii) the fitness of the Property for any particular use; (iii) the presence or suspected
presence of hazardous materials on, in, under or about the Property; (iv) the financial benefits,
income, expenses, profits or losses to be achieved, derived or incurred as a result of the ownership,
operation, leasing, renovating, or management of the Property; or (v) existing or proposed
governmental laws or regulations applicable to the Property, or the further development or changing
use thereof, including environmental laws and laws or regulations relating to zoning, land use, or
buildings, or the existence of any approvals or authorizations of any kind or nature of or from any
governmental authority. Seller also hereby disclaims any warranty or representation, express or
implied, with respect to any surveys, reports, studies, or other documents, if any, pertaining to the
Property delivered by Seller to Buyer.
(b) In entering into this Contract, Buyer has not relied on any representation,
statement, or warranty of Seller, other than the warranty of title contained in the special warranty
deed, or anyone acting for or on behalf of Seller, and all matters concerning the Property have been
or will be independently verified by Buyer. If Buyer purchases the Property, Buyer agrees that it
shall have relied entirely on its own investigation, examination and inspection of the Property and
all matters pertaining thereto; Buyer is purchasing the Property "AS IS" "WITH ALL ITS FAULTS"
in its condition on the Closing Date.
9. Closing Costs, Documents and Services. Buyer and Seller shall pay their respective
Closing costs and all other items required to be paid at Closing, except as otherwise provided herein.
Buyer and Seller shall sign and complete all customary or required documents at or before Closing.
Fees for real estate closing services, if any, shall be paid at Closing by Buyer.
(a) At Closing, Buyer shall furnish certified copies of Buyer's organizational
documents and other documents of Buyer authorizing the acquisition of the Property, approving this
Contract and Buyer's Purchase Documents, authorizing the purchase of the Property contemplated
hereby, and authorizing the execution and delivery of this Contract and Buyer's Purchase Documents
by the appropriate and authorized officers of Buyer in the name of and on behalf of Buyer.
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10. Prorations. General taxes for the year of Closing, based on the taxes for the calendar
year immediately preceding Closing, assessments, water, sewer, utility charges and other usual and
customary items shall be prorated to date of Closing.
11. Possession. Possession of the Property shall be delivered "AS IS" "WHERE IS"
"WITH ALL ITS FAULTS" to Buyer by Seller on Closing Date.
12. Time of Essence/Remedies. Time is of the essence hereof. If any obligation is not
performed there shall be the following remedies:
(a) If Buyer is in Default: Seller may elect to treat this Contract as canceled, in
which case all payments and things of value received heretmder shall be forfeited and retained on
behalf of Seller, or Seller may elect to treat this Contract as being in full force and effect and Seller
shall have the fight to specific performance but not to damages.
(b) If Seller is in Default: Buyer may elect to treat this Contract as canceled, in
which case all payments and things of value received hereunder by Seller shall be returned, or Buyer
may elect to treat this Contract as being in full force and effect and Buyer shall have the right to
specific performance but not to damages.
(c) Costs and Expenses. Anything to the contrary herein notwithstanding, in the
event of litigation arising out of this Contract, the court shall award to the prevailing party all
reasonable costs and expenses, including attorney fees. Venue and jurisdiction for any such
litigation shall exclusively be in the Colorado District Court for Pueblo County, Colorado.
13. Representations and Warranties of Seller. The Seller represents and warrants to
Buyer as follows:
(a) Seller has full power, capacity and authority to execute and deliver this
Contract and all other documents required to be executed and delivered by Seller under this Contract
(the "Seller's Documents") and to perform its obligations hereunder and thereunder.
(b) This Contract has been, and on Closing Date the Seller's Documents will have
been, duly authorized, executed and delivered by Seller and constitute, or will constitute, as the case
may be, the legal, valid and binding obligations of Seller, subject to applicable bankruptcy,
insolvency, rehabilitation, liquidation, dissolution, reorganization, moratorium and similar laws
affecting the rights of creditors generally, to general equity principles, and to any final judgment or
order invalidating this Contract or enjoining the transaction herein contemplated.
14. Representations and Warranties of Buyer. Buyer represents, warrants and covenants
as follows:
(a) Buyer has full power, capacity and authority to execute and deliver this
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Contract and all other documents required to be executed and delivered by Buyer under this Contract
(the "Buyer's Documents") and to perform its obligations hereunder and thereunder.
(b) This Contract has been, and on Closing Date the Buyer's Documents will have
been duly authorized, executed and delivered by Buyer and constitute, or will constitute, as the case
may be, the legal, valid and binding obligations of Buyer, subject to applicable bankruptcy,
insolvency, rehabilitation, liquidation, dissolution, reorganization, moratorium and similar laws
affecting the rights of creditors generally, to general equity principles, and to any final judgment or
order invalidating this Contract or enjoining the transaction herein contemplated.
(c) Buyer shall construct, equip and operate on the Property a 700-bed or larger
(but not to exceed 1,000 beds) medium-security correctional or detention facility ("Facility"). The
Facility shall be substantially constructed and be operational within twenty-four (24) months after
Closing Date. The Property and Facility shall be used, constructed and operated in compliance with
all applicable laws, codes and ordinances of Seller, and this Contract. Unless otherwise approved
by Resolution of Seller's City Council, only pre-parole and parole revocation inmates shall be
confined in the Facility.
(d) Buyer acknowledges and agrees that before sanitary sewer services are
provided to the Facility by Seller certain on-site facilities and off-site modifications and up-grades
to Seller's existing wastewater system and facilities must be made by Buyer ("Buyers Wastewater
Facilities"). Therefore, Buyer shall install Buyer's Wastewater Facilities, including but not limited
to, (1) on-site pretreatment facilities, vault, grinder pumps and screens or wastewater facilities and
lines, and (ii) off-site wastewater lines and facilities or correction of hydraulic bottlenecks within
Seller's existing wastewater system required to be installed or corrected to serve the Facility, all as
determined by Seller's Director of Public Works after consultation with Buyer's professional
engineer. Buyer shall be responsible for all cost and expense of installing and maintaining Buyer's
Wastewater Facilities (except for maintenance of Buyer's Wastewater Facilities transferred to and
accepted by Seller as determined by the Seller's Director of Public Works). Buyer's Wastewater
Facilities shall be designed by a professional engineer and approved by the Director of Public Works.
In addition, Buyer's use of, and wastewater discharged into the City's wastewater system and
facilities from the Property, shall be subject to the same restrictions, limitations, conditions, fees and
charges imposed on other users of Seller's wastewater system and facilities.
(e) Buyer acknowledges and agrees that the addition of the Facility to the Pueblo
Memorial Airport Industrial Park ("Industrial Park") will impose additional costs and expenses to
the City for the City's operation and maintenance of the Industrial Park including, without limitation,
the provision of fire protection services ("Extraordinary Industrial Park Expenses"). Therefore,
Buyer shall annually pay in advance to Seller the following amounts to reimburse the City for
Extraordinary Industrial Park Expenses: $200,000.00 upon Closing Date (five (5) years advance
payment), $40,000.00 on the fifth anniversary of the Closing Date and $40,000.00 on each
anniversary of the Closing Date thereafter. Extraordinary Industrial Park Expenses shall be increased
every five (5) years after Closing Date by the percentage increase during each preceding five-year
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period in the Consumer Price Index for Denver-Boulder, all items, all consumers, or its successor
index. Buyer agrees that the Extraordinary Industrial Park Expenses are reasonable and equitable in
amount and duration. Past due Extraordinary Industrial Park Expenses shall accrue interest at the
rate of eight (8) pement per year until paid.
(f) Property and Facility will be developed in compliance with site plans and
specifications therefor approved by City ("Plans"). City's approval will not be unreasonably
withheld. The Plans must include building design (location and screening o fmechanical equipment),
orientation and color of all permanent structures; traffic access, parking and loading; screening and
landscaping; and exterior lighting design and plan including illumination (foot-candles ratios) and
type of cut off fixture all prepared according to, and shall not exceed, Illuminating Engineering
Society (IES) Standards.
(g) Buyer shall not permit or allow (i) the weekend release of inmates confined
to the Facility, nor (ii) the release of any inmate confined to the Facility except to the custody of the
governmental agency placing the inmate in the Facility.
15. Notices. Any notice required or permitted to be given or delivered under this
Contract shall be in writing and shall be given:
(a) If to Seller, by personal delivery, or by the United States Postal Service, by
registered or certified mail, postage prepaid, addressed to:
City Manager
City of Pueblo
1 City Hall Place
Pueblo, Colorado 81003
Telephone No. (719)553-2655
with a copy to: Thomas E. Jagger
City of Pueblo
503 N. Main, Suite 127
Pueblo, Colorado 81003
Telephone No. (719)545-4412
(b) If to Buyer, by personal delivery, or by the United States Postal Service, by
registered or certified mail, postage prepaid, addressed to:
Wayne Calabrese, President
Wackenhut Corrections Corporation
One Park Place, Suite 700
Boca Raton, Florida 33410
Telephone No. (800)666-5640
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, or to such other address or person as any party may from time to time specify in a writing delivered
to the other party in the manner provided in this paragraph. Notices given hereunder shall be deemed
given, in the case of personal delivery, on the date delivered, in the case of delivery by mail, on the
second business day after delivery to the United States Postal Service.
16. Assignment. Prior to Closing, this Contract shall not be assignable by Buyer without
Seller's City Council's prior written consent which may be arbitrarily withheld. After Closing,
Buyer may assign and transfer title to the Property to another entity but, in no event, shall Buyer
assign or transfer its obligation under this Contract. Except as so restricted, this Contract shall inure
to the benefit of and be binding upon the parties and their respective successors and assigns.
17. Modification. No subsequent modification of any of the terms of this Contract shall
be valid or binding upon the parties or enforceable unless made in writing and signed by the parties.
18. Entire Contract. This Contract constitutes the entire contract and agreement between
the parties relating to the subject matter hereof, and any prior statements, representations or
agreements pertaining thereto, whether oral or written, have been merged and integrated into this
Contract.
19. Captions. The captions in this Contract are inserted for convenience of reference
only and in no way define, describe or limit the scope or intent of this Contract or any of the
provisions hereof.
20. Validity. If any provision of this Contract shall be held to be invalid or
unenforceable, the same shall not affect in any respect whatsoever the validity or enforceability of
the remainder of this Contract.
21. Broker. Buyer and Seller represent and warrant to each other that each has dealt with
no broker with respect to the Property or in connection with the transaction contemplated hereby.
Seller agrees to indemnify, defend and hold Buyer harmless from and against any and all claims,
loss, liability, costs and expenses (including reasonable attorneys' fees), resulting from any claims
that may be made against Buyer by any broker or other person claiming a commission, fee or other
compensation by reason of the transaction contemplated hereby if the same shall arise by, through
or on account of Seller. Buyer agrees to indemnify, defend and hold Seller harmless from and
against any and all claims, loss, liability, costs and expenses (including reasonable attorneys' fees),
resulting from any claims that may be made against Seller by any broker or other person claiming
a commission, fee or other compensation by reason of the transaction contemplated hereby if the
same shall arise by, through or on account of Buyer.
22. Applicable Law. This Contract will be construed and enforced in accordance with
the laws of the State of Colorado (without giving effect to its choice of law principles).
23. Interpretation. Whenever the context so requires, the singular number shall include
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the plural and the plural the singular, and the use of any gender shall include all genders.
24. Survival of Representation. Except for the representations of Seller contained in
paragraph 13 which shall survive the Closing of the transaction contemplated hereby, no other
representations or warranties of Seller, if any, in this Contract shall survive the Closing of the
transaction contemplated hereby. The representations, warranties, covenants and agreements of
Buyer in this Contract are and shall be construed to be covenants running with the Property, shall
survive the Closing of the transaction contemplated hereby, may be enforced by Seller after Closing
Date, and shall not be merged or be deemed to be merged into the Special Warranty Deed.
25. Counterparts. This Contract may be executed in one or more counterparts, each of
which shall constitute an original, but all of which, when taken together, shall constitute but one
agreement.
26. Third Parties. Buyer and Seller are the only parties to this Contract and are the only
parties entitled to enforce this Contract. Nothing contained in this Contract nor any provision hereof
is intended to give or shall be construed to give or confer, directly or indirectly, or otherwise, upon
any third party any right, remedy or benefit hereunder.
27. Operation of Facility. Buyer shall use its best efforts in good faith to purchase
supplies and materials used in the operation and maintenance of the Facility from local vendors and
shall pre-qualify local vendors as needed for such purpose. "Local vendors" means persons or
entities having their principal'place of business in the City of Pueblo, Colorado.
28. Correctional Facility. Buyer agrees that only one Facility operated by Buyer under
contract with the Colorado Department of Corrections may be constructed and located on the
Property, provided, however, that (a) Buyer may operate the Facility under contract with other
governmental agencies (except a federal agency) with the consent and approval by ordinance of
Seller's City Council, and (b) Buyer may operate the Facility under contract with a federal agency
with the consent and approval by resolution of Seller's City Council, which consent will not be
unreasonably withheld.
29. Facility Construction. Buyer agrees that in constructing the Facility to observe the
following requirements: (a) a general contractor fanfiliar with local conditions will be engaged to
construct the Facility, and (b) Buyer shall give consideration to Pueblo-area subcontractors for the
work to be subcontracted in construction of the Facility.
30. Prior Contract. The Contract To Buy And Sell Real Estate dated July 28, 2003
between Seller and Buyer by its terms has expired and temdnated and both parties are released from
all obligations thereunder.
1N WITNESS WHEREOF, the parties have signed this Contract as of the day and year first
above written.
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SELLER: ~ BUYER:
President of the City Council Name:~Lo~is"CarrillXo/
Attest: tyCle~r ' ~_~'~~ Title: Vice-President
Ci
Approved as to form:
~'~ ~~~ Dated.~ ~oq~Oe ~
City Attorney /~,,/~-~_ --.
F:\files\CITY~AIRPORT~Wackenhu6AUGUSTXFINAL\Contrct 3 wpd -9-
SPECIAL WARRANTY DEED
THIS DEED, made as of ., 2004 by and between Pueblo, a
Municipal Corporation (herein "City") and Wackenhut Corrections Corporation, a Florida
Corporation (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, legally
described as Lot 69, Pueblo Memorial Airport Industrial Park Subdivision (herein "Property"), with
all its appurtenances, and warrant the title against all persons claiming under City, subject to general
property taxes for the year 2003 and subsequent years, easements, rights of way, covenants,
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.
1. 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
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 4,800 feet above the mean sea level. In the event this covenant is breached, after notice
to Company and Company has not cured same, 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 a 700-bed or larger (but not to exceed
1,000 beds) medium-security correctional or detention facility ("Facility"). Unless otherwise
approved by Resolution of City Council of City, only pre-parole and parole revocation inmates shall
be confined in the Facility. The Property shall not be used 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 activities 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 parking and storage of
automobiles, trucks, and equipment associated with the use of the Property. All roadways and
parking areas for vehicles on the Property shall be paved.
(c) The Property shall not be subdivided and no building or structure over seventy
(70) feet in height shall be installed or constructed on the Property.
(d) No structure or building shall be constructed or installed nearer than sixty-five
(65) feet of the right of way line of United Avenue. There must be installed and maintained a
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minimum thirty-five (35) foot strip of living landscaped ground along and adjacent to United
Avenue. Minimum side yard set-backs shall be twenty-five (25) feet.
(e) Company shall keep and maintain the Property and all structures, landscaping
and improvements located thereon in a good, clean, safe and orderly condition free of waste, rubbish,
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 use of, and wastewater discharged into City's wastewater system
from the Property, shall be subject to the same restrictions, limitations, conditions, fees, and charges
imposed on other users of City's wastewater system and facilities. Company shall only discharge
domestic waste water into City's wastewater 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 most current City of Pueblo Storm Drainage Criteria Manual. The
point of discharge and type of erosion control from the detention facility shall be approved by the
Director of Public Works.
(j) All buildings, improvements and activities on the Property shall be installed,
constructed and conducted in compliance with all applicable federal and state law and all ordinances,
regulations and codes of City.
(k) The Property shall be developed, constructed and operated in compliance with
the representations, warranties, covenants and agreements of Company set forth and contained in the
Amended Contract To Buy And Sell Real Estate dated as of November 10, 2003 between City, as
Seller and Company, as Buyer for the purchase and sale of the Property.
(1) City reserves the right to waive all or anypart of these Restrictive Covenants.
5. Invalidation of any one of the foregoing covenants, conditions, restrictions or
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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.
6. 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.
Venue for any such proceedings shall be Pueblo County, Colorado.
WACKENHUT CORRECTIONS
CORPORATION
By
Louis Carrillo
Title: Vice-President
[S E A L] Pueblo, a Municipal Corporation
Attest: By
City Clerk President of the City Council
COUNTY OF )
STATE OF )
The foregoing instrument was acknowledged before me this day of
., 2004 by Louis Carrillo as Vice-President of Wackenhut Corrections Corporation,
a Florida Corporation.
Witness my hand and official seal.
My commission expires:
[SEAL]
Notary Public
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COUNTY OF PUEBLO )
) SS,
STATE OF COLORADO )
The foregoing instrument was acknowledged before me this__ day of .,
2004 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
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