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HomeMy WebLinkAbout10228*RESOLUTION NO. 10228 A RESOLUTION APPROVING AN AGREEMENT BETWEEN PUEBLO, A MUNICIPAL CORPORATION, AND TAKESHIBA TECHNOLOGIES, INC. AND AN AGREEMENT AND WAR- RANTY DEED BETWEEN THE CITY OF PUEBLO AND PUEBLO DEVELOPMENT FOUNDATION RELATING TO A JOB CREATING CAPITAL IMPROVEMENT PROJECT, AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME, AND TRANSFERRING $1,050,000 FROM THE 1992 -2006 SALES AND USE TAX CAPITAL IMPROVEMENT PROJECTS FUND FOR SUCH PURPOSE BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The City Council finds and determines that the expenditure of $1,050,000 for the job creating capital improvement project with Takeshiba Technologies, Inc. described in the Agreement dated September 13, 2004 between the City and Takeshiba Technologies, Inc., 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. The Agreement dated as of September 13, 2004 between the City of Pueblo and Takeshiba Technologies, Inc., 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 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. Funds in an amount of $1,050,000 are hereby authorized to be transferred, expended and made available to Takeshiba Technology, Inc. out of the 1992 -2006 Sales and Use Tax Capital Improvement Projects Fund for the sole purpose of the job creating capital improvement project and in the manner described in the Takeshiba Technologies, Inc. Agreement. The funds hereby authorized to be transferred and expended shall be released and paid by the Director of Finance to or for the benefit of Takeshiba Technologies, Inc. after receipt (i) by the City Clerk of the documents required to be filed pursuant to paragraph 2(b) of the Agreement and (ii) by the Director of Finance of written requests for payment required by paragraph 2(c) of the Agreement. SECTION 4. The Agreement dated September 13, 2004 between the City and Pueblo Develop -ment Foundation, a copy of which is attached hereto, the Special Warranty Deed attached to the Agreement, and the Lease, having been approved as to form by the City Attorney, are hereby approved. The President of the City Council is authorized to execute and deliver the Agreement and Special Warranty Deed in the name of the City and the City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 5. The officers of the City are directed and authorized to perform any and all acts consistent with the intent of this Resolution and attached Agreement to effectuate the transactions described therein. SECTION 6. This Resolution shall become effective upon final approval and passage. INTRODUCED September 13, 2004 BY Michael Occhiato Councilperson o. ro2Z 8 D D D D ° Background Paper for Proposed RESOLUTION AGENDA ITEM # ° a 4 DATE: September 13, 2004 DEPARTMENT: Law Department TITLE A RESOLUTION APPROVING AN AGREEMENT BETWEEN PUEBLO, A MUNICIPAL CORPORATION, AND TAKESHIBA TECHNOLOGIES, INC. AND AN AGREEMENT AND WARRANTY DEED BETWEEN THE CITY OF PUEBLO AND PUEBLO DEVELOPMENT FOUNDATION RELATING TO A JOB CREATING CAPITAL IMPROVEMENT PROJECT, AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME, AND TRANSFERRING $1,050,000 FROM THE 1992 -2006 SALES AND USE TAX CAPITAL IMPROVEMENT PROJECTS FUND FOR SUCH PURPOSE ISSUE Should the City Council approve the job creating capital improvement project with respect to Takeshiba Technologies, Inc. and related Agreement and documents described in and attached to the Resolution? RECOMMENDATION Approve the job creating capital improvement project. BACKGROUND City owns Lot 6, Pueblo Memorial Airport Industrial Park Subdivision, Third Filing, consisting of a 25,000 shell building and 6.02 acres of land ( "Property "). Takeshiba Technologies, Inc. ( "Company ") intends to locate its business at the Property and committed to employ 48 full -time employees for a 7 -year period starting FebNa;y 17ex-. 1, 2007 ( "Employment Commitment "). City will advance to Company $1,050,000 ( "City Funds ") to be used to remodel the 25,000 foot shell building. $800,000 of City Funds will be advanced by City pursuant to the Employment Commitment and if Company defaults in its Employment Commitment it will repay the City based on a pro -rata basis based upon the number of full -time employees Company employs at the Property. $250,000 of City Funds will be evidenced by Company's promissory note payable with interest at 7.5% per annum on May 31, 2005. The promissory note will be secured by a first position security interest in Company's equipment. Company's obligations will be guaranteed by its parent company, Takeshiba Electric Corporation. City will convey title to the Property to Pueblo Development Foundation ( "PDF ") who will lease the Property to the Company. City Funds will be used to remodel the Property. The Lease is a triple net lease for a term of 10 years. No rent will be paid during the first 2 years of the term of the Lease. Rent during the next 3 years will be default rent based upon the number of employees Company employs at the Property. Rent for the last 5 years of the 10 -year Lease term is $7,700 per month. Company has the option to purchase the Property as follows: at the end of the 3rd year of the Lease term, for a purchase price of $1,400,000; at the end of the 5th year of the Lease term for a purchase price of $1,550,000; and at the end of the 10- year Lease term for a purchase price of $1,300,000. All rent and other payments received by PDF are to be held in trust and paid to City less 5% for PDF's expenses in participating in the transaction and as Lessor. PDF's obligations are secured by a deed of trust on the Property. This job creating capital improvement project and financial details as well as the Agreement and Lease were negotiated and approved by PEDCO. PEDCO recommends that the City Council approve this transaction and all related documents. FINANCIAL IMPACT See Background. IIIIII VIII IIIIII VIII IIIIII IIII (VIII III VIII IIII IIII 958 of 5 k Lso. # ID229 ChrisC.Munoz Pueb1oCtyC1k &Reo WD R 26.00 D 0.00 SPECIAL WARRANTY DEED THIS DEED, made this 13!k' day of .200 by and between Pueblo, a Municipal Corporation (herein "City ") and Pueblo Development Foundation, a Colorado nonprofit 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, more particularly described as Lot 6, Pueblo Memorial Airport Industrial Park Subdivision, Third Filing (herein "Property), with all its appurtenances, and warrant the title to the same against all and every person claiming the whole or any part thereof, by, through or under the City, subject to easements, rights of way, 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 IIIIII VIII IIIIII VIII IIIIII IIII (VIII III VIII IIII IIII 9585970411 ChrisC.Munoz Pueh1oCtyC1k &Rec WD R 26.00 D 0.00 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 4,670 feet above the mean sea level. 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. 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. 4. The Property and its use are further subject to the following Restrictive Covenants: (a) The Property maybe 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 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 seventy - five (75) feet of the right of way line of William White Boulevard, or twenty -five (25) feet of the right of way line of any other abutting streets. There must be installed and maintained a minimum thirty -five (35) foot strip of living landscaped ground along and adjacent to William White Boulevard, and twenty -five (25) feet adjacent to other abutting streets. Minimum side and rear yard set -backs shall be twenty -five (25) feet. Unless a permit is issued by the Director of Public Works specifying and approving access, vehicular access to and from the Property and William White -2- IIIIII VIII IIIIII VIII IIIIII IIII IIIIII ill Illll IIII IIII 1585970 3 of 5 ChrisC.Munoz PuebloCtYClk &Rec WD R 26.00 D 0.00 Boulevard is prohibited. (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, 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 established by Section 3 -1 -14 of the Pueblo Municipal Code payable monthly. 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 wastewater discharged from the Property is transported through City's wastewater collection system and treated at City's waste water treatment facilities, Company and the wastewater 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 wastewater 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 -3- IIIIII VIII IIIIII VIII IIIIII IIII IIIIII III VIII IIII IIII 9 58 4 of 5 ChrisC.Munoz Pueb1oGtYC1k &Rec WD R 26.00 D 0.00 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 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. 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. 6. 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. 7. 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 tga ,attorney fees, resulting from any violation thereof or arising out of their enforcement. A �,EL', o " =_ PUEBLO DEVELOPMENT FOUNDATION •"'= - r ' A E1W o By r� fI✓� Pr ident r `Y e Q , &I, LE PUEBLO, A MUNICIPAL CORPORATION i President offfie City City -4- 11111 Jill 1 p a ge : 22/2004 10:41[ 8597@ ChrisC. Munoz PuebloCtyClkBRec WD R 26.00 D 0.00 COUNTY OF PUEBLO ) ) ss. STATE OF COLORADO ) The foregoing instrument was acknowledged before me this - 4 6 d day of cQb !4 by Q4�,� as President and as SecreYwy of Pueblo Development Foundation, a Colorado 3 rionpiofit' orpora r. ne 'rpy hand and official seal. •.,` „•(- M�,eommission expires: [SEAL] COUNTY OF PUEBLO ) ) ss. STATE OF COLORADO ) The foregoing instrument was the City Council and _ Municipal Corporation. Witness my hand and official seal. Notary Public ackno� j ed�ged before me this 2� day of by t<6Lr %j I Yl ttr4pr� as President of - ke as City Clerk of Pueblo, Colorado, a My commission expires: 2-21-2 Nota ublic -5- 01 So IDZZg IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII 9585970:411 ChrisC.Munoz Pueb1oCtyCIk &Rec TD R 6.00 D 0.00 DEED OF TRUST THIS DEED OF TRUST, Dated September 1.3, 2004 between Pueblo Development Foundation, a Colorado nonprofit corporation the grantor herein, whose address is P.O. Box 1663, Pueblo, CO, 81002 of the *County of Pueblo and State of Colorado, and the PUBLIC TRUSTEE of the County or City and County in which the property described below is situated, in the State of Colorado, Witness: The grantor, to secure a promissory note or notes, hereinafter referred to in the singular, dated September :f=tk0MWftk0CiP2i >tti7iM, payable to the order of the City Of Pueblo the beneficiary herein, whose address is 1 City Hall Place, Pueblo, Colorado, 81003 , afKTflCK ttK*Ql f 7FrAba d[moxkomakxbOXIIbKookBCDbxotKit C]67CmDlODOC�O[W#�CID iOtC>lL9C r bf does hereby grant and convey unto said Public Trustee the following described property, situate in the County of Pueblo State of Colorado, to wit: Lot 6, Pueblo Memorial Airport Industrial Park Subdivision, Third Filing, Pueblo County, Colorado *The purpose of this deed of trust is to secure grantor's performance of and obligations under that certain Agreement dated September 13, 2004 between grantor and City of Pueblo (the "Agreement "). Wherever the terms "promissory note," "note" or "indebtedness" are referred to herein, they shall, individually or jointly, be deemed and construed to be the Agreement. also known by street and number as 2 Jetway Court, Pueblo, CO 81001 /contained in the Agreement or TO HAVE AND TO HOLD the same together with all appurtenances, in trust nevertheless, that to case of default in the payment of said now or any part thereof or interest thereon, or in the performance of any covenant>jtereinafter set forth, then upon the beneficiary (note holder) filing notice of election and demand for sale, said Public Trustee, after advertising notice of said sale weekly, for not less than four weeks, in some newspaper of general circulation in said county, shall sell said property in the manner provided by law in effect at the time of filing said notice and demand, at public auction for cash, at any proper place designated in the notice of sale. Out of the proceeds of said sale said Trustee shall retain or pay first all fees, charges and costs and all moneys advanced for taxes, insurance and assessments, or on any prior encumbrance, with interest thereon, and pay the principal and interest due on said note, rendering the overplus (if any) unto the grantor; and after the expiration of the time of redemption, said Trustee shall execute and deliver to the purchaser a deed to the property sold. The beneficiary may purchase said property or any part thereof at such sale. The grantor covenants that at the time of delivery of these presents, he is seized of said property in fee simple, and that said property is free of encumbrances, except easements, restrictions, covenants and conditions of record. The grantor also covenants that he will keep all buildings insured with a company approved by the beneficiary for fire and extended coverage in an amount equal to the unpaid balance of said note with loss payable to the beneficiary, will deliver a copy of the policy to the beneficiary and will pay all taxes and assessments against said property and amounts due on prior encumbrances. If grantor shall fail to pay insurance premiums, taxes or amounts due on prior encumbrance, the beneficiary may pep tJtefante and all amounts shall become additional indebtedness due hereunder; and in case of foreclosure, he will pay an attorney's fee X in a re a s OIl a1J 1 e amount. Should the beneficiary hereunder be made a party to any action affecting this deed of trust or the title to said property, the grantor agrees that all court costs and a reasonable attorney's fee paid by the beneficiary shall become additional indebtedness due hereunder: and the grantor does hereby release and waive all claims in said property as a homestead exemption or other exemption now or hereafter provided by law. Itis agreed that in case of default in payment of said principal or interest or a breach of any of the covenants herein, then said principal sum hereby secured and interest thereon may at the option of the beneficiary become due and payable at once, anything in said note to the contrary notwithstanding and possession of said property will thereupon be delivered to the beneficiary, and on failure to deliver such possession the beneficiary shall be entitled to a receiver for said property, who may be appointed by any court of competent jursidiction. Whenever used herein the singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. All of the covenants herein shall be binding upon the respective heirs, personal representatives, successors and assigns of the parties hereto. Executed the day and year first above written. Pueblo Development Foundation B Jo,sep i Fortino STATE OF COLORADO County of Puoo ss. 11 t� Se 2004 The for instrument was acknowledged before me this 13 day of Sep , b " r �y�Fortino as President of Pueblo Development Foundation, t&�gprofit corporation. Witness my hand and official seal. 9 ;I C oe ro t .t �91%V` And". Notary Public v 4 ( Name ded/t,.... ,.... �Crtxting New1Y Created Legal Description (§ 38-35 -106.5, C.R.S.) No. 923B. Rev. 6-92. DEED OF TRUST (Public 7lastm) Without Due on Sale Clause a Bradford Publishing, 1743 Wmee SL, Demey CO 80202 — (303) 292 -2500 — 2 -98 13, 2004,